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    United Parcel Service Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    5/14/25 4:05:32 PM ET
    $UPS
    Trucking Freight/Courier Services
    Industrials
    Get the next $UPS alert in real time by email
    false 0001090727 0001090727 2025-05-12 2025-05-12 0001090727 ups:ClassbCommonStockParValue0.01PerShareMember 2025-05-12 2025-05-12 0001090727 ups:Sec1.625SeniorNotesDue2025Member 2025-05-12 2025-05-12 0001090727 ups:Sec1SeniorNotesDue2028Member 2025-05-12 2025-05-12 0001090727 ups:Sec1.500SeniorNotesDue2032Member 2025-05-12 2025-05-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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) May 12, 2025

     

     

     

     

    United Parcel Service, Inc.

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-15451   58-2480149

    (State or other jurisdiction

    of incorporation)

      (Commission File Number)  

    (IRS Employer

    Identification No.)

     

    55 Glenlake Parkway, N.E., Atlanta, Georgia   30328
    (Address of principal executive offices)   (Zip Code)

     

    Registrant’s telephone number, including area code (404) 828-6000

     

    Not Applicable

    (Former name or former address, if changed since last report)

     

     

     

    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 12(b) of the Act:

     

    Title of Each Class Trading Symbol Name of Each Exchange on Which Registered
    Class B common stock, par value $0.01 per share UPS New York Stock Exchange
    1.625% Senior Notes due 2025 UPS25 New York Stock Exchange
    1% Senior Notes due 2028 UPS28 New York Stock Exchange
    1.500% Senior Notes due 2032 UPS32 New York Stock Exchange

     

    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 8.01.Other Events.

     

    On May 12, 2025, the Company entered into an agreement (the “Underwriting Agreement”) with the underwriters listed on Schedule II thereto (the “Underwriters”), whereby the Company agreed to sell and the Underwriters agreed to purchase from the Company, subject to and upon the terms and conditions set forth in the Underwriting Agreement, $500,000,000 principal amount of 4.650% Senior Notes due 2030, $1,250,000,000 principal amount of 5.250% Senior Notes due 2035, $1,250,000,000 principal amount of 5.950% Senior Notes due 2055 and $1,000,000,000 principal amount of 6.050% Senior Notes due 2065 (the “Transaction”).

     

    The Company intends to use the net proceeds of the Transaction for general corporate purposes.

     

    A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement.

     

    The Company is filing this Current Report on Form 8-K in order to file with the Securities and Exchange Commission certain items related to the Transaction that are to be incorporated by reference into its Registration Statement on Form S-3 (Registration No. 333-285036).

     

    Item 9.01.Financial Statements and Exhibits.

     

    (d) Exhibits.

     

    1.1Underwriting Agreement
    4.1Form of 4.650% Senior Notes due 2030
    4.2Form of 5.250% Senior Notes due 2035
    4.3Form of 5.950% Senior Notes due 2055
    4.4Form of 6.050% Senior Notes due 2065
    5.1Opinion of King & Spalding LLP
    23.1Consent of King & Spalding LLP (included in Exhibit 5.1)
    104Cover Page Interactive Data File

     

     

     

     

    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.

     

      UNITED PARCEL SERVICE, INC.
         
    Date: May 14, 2025 By: /s/ Brian M. Dykes
        Name: Brian M. Dykes
        Title: Executive Vice President and Chief Financial Officer

     

     

     

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