DESCRIPTION OF NOTES
The following description of the particular terms of the notes offered by this prospectus supplement should be read in conjunction with the
description of the general terms and provisions of the debt securities in the accompanying prospectus.
General
The 4.550% Senior Notes due 2028 (the 2028 notes), the 4.750% Senior Notes due 2030 (the 2030 notes), the 4.950% Senior
Notes due 2032 (the 2032 notes), the 5.100% Senior Notes due 2035 (the 2035 notes) and the 5.500% Senior Notes due 2055 (the 2055 notes and, together with the 2028 notes, the 2030 notes, the 2032 notes and the
2035 notes, the notes) will be issued as separate series of debt securities under an indenture dated as of February 26, 2024 between us and The Bank of New York Mellon Trust Company, N.A., as trustee (the Trustee), as
supplemented by a second supplemental indenture dated as of February 24, 2025 (the indenture). The 2028 notes will mature on February 24, 2028, the 2030 notes will mature on February 24, 2030, the 2032 notes will
mature on February 24, 2032, the 2035 notes will mature on February 24, 2035 and the 2055 notes will mature on February 24, 2055.
The notes will be our senior unsecured debt obligations and will rank equally among themselves and with all of our other present and future
senior unsecured indebtedness.
The notes will be redeemable by us at any time prior to maturity as described below under
Optional Redemption.
Unless previously redeemed or purchased and cancelled, we will repay the notes in cash at 100% of
their principal amount together with accrued and unpaid interest thereon at maturity. We will pay principal of and interest on the notes in U.S. dollars.
The notes of each series will be issued in registered, book-entry form only without interest coupons in denominations of $2,000 and integral
multiples of $1,000 in excess thereof.
The notes will not be subject to a sinking fund. The notes will be subject to defeasance as
described in the accompanying prospectus.
The indenture and the notes do not limit the amount of indebtedness that may be incurred or the
amount of preferred stock or other securities that may be issued by us or our subsidiaries, and contain no financial or similar restrictions on us or our wholly-owned subsidiaries.
The notes will be issued in an initial aggregate principal amount of $1,000,000,000 in the case of the 2028 notes, $1,000,000,000 in the
case of the 2030 notes, $1,000,000,000 in the case of the 2032 notes, $1,250,000,000 in the case of the 2035 notes and $750,000,000 in the case of the 2055 notes, subject to our ability to issue additional notes of any series, which may be
consolidated and form a single series with the notes of such series as described under Description of Debt SecuritiesGeneral in the accompanying prospectus.
If the scheduled maturity date or redemption date for the notes of any series falls on a day that is not a business day, the payment of
interest and principal will be made on the next succeeding business day, and no interest on such payment shall accrue for the period from and after the scheduled maturity date or redemption date, as the case may be.
Interest
The 2028 notes will bear
interest at a rate of 4.550% per annum, the 2030 notes will bear interest at a rate of 4.750% per annum, the 2032 notes will bear interest at a rate of 4.950% per annum, the 2035 notes will bear interest at a rate of 5.100% per annum and the 2055
notes will bear interest at a rate of 5.500% per annum.
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