UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | March 31, 2020 | ||
| AMERIPRISE FINANCIAL, INC. | |||
| (Exact name of registrant as specified in its charter) | |||
| Delaware | 001-32525 | 13-3180631 | |
| (State or other jurisdiction | (Commission | (IRS Employer | |
| of incorporation) | File Number) | Identification No.) | |
55 Ameriprise Financial Center Minneapolis, Minnesota | 55474 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code | (612) 671-3131 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol(s) | Name of each exchange on which registered: | ||
| Common Stock (par value $.01 per share) | AMP | The New York Stock Exchange, Inc. |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On March 31, 2020, Ameriprise Financial, Inc. (the “Company”), with a syndicate of underwriters led by BofA Securities, Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC and HSBC Securities (USA) Inc., priced the offering and sale of the Company’s $500,000,000 principal amount 3.000% Senior Notes due 2025 (the “Notes”). It is expected that closing of the sale of the Notes will be made on or about April 2, 2020. The Notes were offered pursuant to the preliminary prospectus supplement of today’s date (the “Prospectus Supplement”), to the prospectus dated February 28, 2018, each filed with the Securities and Exchange Commission as part of the Company’s registration statement on Form S-3 (Registration No. 333-223309). Given the COVID-19 public health crisis and effects on our business and operating environment, readers are referred to the discussion on page S-2 of the Prospectus Supplement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| AMERIPRISE FINANCIAL, INC. | |
| (Registrant) |
| Date: March 31, 2020 | By | /s/ Walter S. Berman |
| Walter S. Berman | ||
| Executive Vice President and Chief Financial Officer |
