Minimum Interest Rate: 0%
Day Count Convention with Respect to the Floating Rate Period: Actual/360
Business Day Convention: With respect to the Fixed Rate Period, including the Interest Payment Date occurring on November , 20 , following,
unadjusted. If any Interest Payment Date with respect to Fixed Rate Period interest falls on a day that is not a Business Day, the payment of interest will be made on the next succeeding Business Day, and no additional interest will accrue on
account of such postponement. With respect to the Floating Rate Period, excluding the Interest Payment Date occurring on November , 20 , modified following, adjusted. If any Interest Payment Date with respect to
Floating Rate Period interest falls on a day that is not a Business Day (other than an Interest Payment Date that is also the Maturity Date or a redemption date, if applicable), such Interest Payment Date will be postponed to the following Business
Day, except that, if the next Business Day would fall in the next calendar month, the Interest Payment Date will be the immediately preceding Business Day. If the Maturity Date or a redemption date, if applicable, falls on a day that is not a
Business Day, the payment of principal and interest will be made on the next succeeding Business Day, and no additional interest will accrue from and after the Maturity Date or redemption date, as applicable.
Redemption Provisions: As described below
Authorized
Denominations: $2,000 and integral multiple of $1,000 in excess thereof
The Notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they
obligations of, or guaranteed by, a bank.
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Form: |
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☒ |
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Book Entry |
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☐ |
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Certificated |
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Redemption: |
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☐ |
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The Notes cannot be redeemed prior to maturity |
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☒ |
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The Notes may be redeemed prior to maturity |
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Repayment: |
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☒ |
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The Notes cannot be repaid prior to maturity |
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☐ |
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The Notes can be repaid prior to maturity at the option of the holder of the Notes |
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Discount Note: |
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☐ Yes ☒ No |
Optional Redemption and Optional Repayment: With respect to the Notes, the section in the accompanying Prospectus
Supplement titled Description of the Medium-Term NotesOptional Redemption and Optional Repayment is amended by replacing the first paragraph of that section with the following:
The Notes will be redeemable at the option of the Company, in whole or in part, at any time and from time to time, on or after May , 2025 (or, if
any additional Notes are issued after November , 2024, beginning six months after the last issue date for such additional Notes) and to, but excluding, November , 20 (the First Par Call Date), at a redemption
price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:
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(1) |
(a) the sum of the present values of the remaining scheduled payments of principal and interest thereon
discounted to the redemption date (assuming the notes matured on the First Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day
months) at the Treasury Rate (as defined below) plus basis points less (b) interest accrued to, but excluding, the date of redemption, and |
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(2) |
100% of the principal amount of the Notes to be redeemed, |
plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.
On the First Par Call Date, the Notes will be redeemable at the option of the Company, in whole but not in part, at a redemption price equal to 100% of the
principal amount of the Notes, plus accrued and unpaid interest thereon to, but excluding, the redemption date. On and after , 20 , the Notes will be redeemable at the option of the Company, in whole or in part, at
any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the redemption date.
Any redemption of the Notes at the option of the Company will be in a minimum amount of $2,000 and in integral multiples of $1,000 in excess thereof, and on
written notice given to the holders thereof not less than 5 nor more than 30 calendar days prior to the date of redemption and in accordance with the provisions of the Senior Indenture. If any Note is redeemed in part, a new Note of like tenor for
the unredeemed portion and otherwise having the same terms as the partially redeemed Note will be issued in the name of the holder upon presentation and surrender of the partially redeemed Note.