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LPL Financial Holdings 8-K Report, Corporate Update (Feb 25, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed February 25, 2025
Period End
February 24, 2025
Security
LPLA
In the record · 2016–202610-K1210-Q338-K120

LPLA filed 12 annual reports (10-K), 33 quarterly reports (10-Q) and 120 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Sep ’17Sep ’17
  2. Leadership change8-K · Jul ’21Jul ’21
  3. Leadership change8-K · Jan ’26Jan ’26

Summary

Summary of the 8-K filed February 25, 2025. Cited figures are marked; the original filing is the authoritative source.

LPL Financial Holdings Inc. (the "Company") and its wholly owned subsidiary LPL Holdings, Inc. ("LPL Holdings") entered into an underwriting agreement dated February 24, 2025, with representatives of the underwriters named therein.

Under the agreement, LPL Holdings agreed to issue and sell $750,000,000a aggregate principal amount of senior notes due 2030 bearing interest at 5.200% per year, at an issue price of 99.856% of par, and $500,000,000 aggregate principal amount of senior notes due 2035 bearing interest at 5.650% per year, at an issue price of 99.783% of par. The offering is a registered public offering under the Company's and LPL Holdings' Form S-3 registration statement, and the consummation of the offering is subject to customary closing conditions. The Notes will be fully and unconditionally guaranteed on a senior and unsecured basis by the Company.

LPL Holdings intends to use the net proceeds to repay outstanding borrowings under its revolving credit facility and for general corporate purposes. This filing is a short Item 8.01 (Other Events) notice. The underwriting agreement itself is filed as Exhibit 1.1, and the filing also includes a Cover Page Interactive Data File as Exhibit 104.

Key Highlights

  1. LPL Holdings agreed to sell $750 million of 5.200% senior notes due 2030, priced at 99.856% of principal amount.
  2. LPL Holdings agreed to sell $500 million of 5.650% senior notes due 2035, priced at 99.783% of principal amount.
  3. The Company fully and unconditionally guarantees the Notes on a senior and unsecured basis.
  4. Net proceeds are intended to repay outstanding revolving credit facility borrowings and for general corporate purposes.
  5. The offering is registered under a Form S-3 registration statement (File Nos. 333-274631 and 333-274631-02).
  6. Consummation of the offering remains subject to customary closing conditions.
  7. The underwriting agreement is dated February 24, 2025, with Truist Securities, U.S. Bancorp Investments, BofA Securities, Citizens JMP Securities and J.P. Morgan Securities as representatives.

Frequently Asked Questions

  1. What securities is LPL Holdings offering?

    LPL Holdings agreed to issue and sell two series of senior notes: $750,000,000 aggregate principal amount of 5.200% notes due 2030 and $500,000,000 aggregate principal amount of 5.650% notes due 2035.

  2. At what price are the Notes being sold?

    The 2030 Notes are priced at 99.856% of their aggregate principal amount, and the 2035 Notes are priced at 99.783% of their aggregate principal amount.

  3. Who guarantees the Notes?

    The Notes will be fully and unconditionally guaranteed on a senior and unsecured basis by LPL Financial Holdings Inc.

  4. How will LPL Holdings use the proceeds?

    LPL Holdings intends to use the net proceeds to repay outstanding borrowings under its revolving credit facility and for general corporate purposes.

  5. Is the offering complete?

    Not as of this filing. The filing states that consummation of the offering is subject to customary closing conditions.