UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On June 3, 2025, AT&T Inc. (“AT&T”) closed its sale of $1,000,000,000 aggregate principal amount of its 4.700% Global Notes due 2030, $1,250,000,000 aggregate principal amount of its 5.375% Global Notes due 2035 and $1,250,000,000 aggregate principal amount of its 6.050% Global Notes due 2056 (together, the “Notes”) pursuant to an Underwriting Agreement, dated May 28, 2025 (the “Underwriting Agreement”), between AT&T and Deutsche Bank Securities Inc., RBC Capital Markets, LLC, Santander US Capital Markets LLC, SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC, as the representatives of the several Underwriters named on Schedule II thereto. The Notes were issued pursuant to that certain Indenture, dated as of May 15, 2013, between AT&T and The Bank of New York Mellon Trust Company, N.A., as trustee. The Notes have been registered under the Securities Act of 1933, as amended (the “Act”), pursuant to a Registration Statement on Form S-3 (No. 333-285413) previously filed with the Securities and Exchange Commission under the Act, as supplemented by a prospectus supplement, dated May 28, 2025 relating to the Notes filed by AT&T on May 30, 2025. Copies of the Underwriting Agreement, the forms of Notes and the opinion of the Assistant Vice President – Senior Legal Counsel and Assistant Secretary of AT&T as to the validity of the Notes are filed as exhibits hereto and incorporated herein by reference. AT&T is filing this Current Report on Form 8-K so as to file with the Securities and Exchange Commission certain items that are to be incorporated by reference into its Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
The following exhibits are filed as part of this report:
| (d) | Exhibits |
| 1.1 | Underwriting Agreement, dated May 28, 2025 | |
| 4.1 | Form of 4.700% Global Notes due 2030 | |
| 4.2 | Form of 5.375% Global Notes due 2035 | |
| 4.3 | Form of 6.050% Global Notes due 2056 | |
| 5.1 | Opinion of Mr. Bryan Hough, Assistant Vice President – Senior Legal Counsel and Assistant Secretary, AT&T Inc., as to the validity of the Notes | |
| 23.1 | Consent of Mr. Bryan Hough, Assistant Vice President – Senior Legal Counsel and Assistant Secretary (included in Exhibit 5.1) | |
| 104 | The cover page from AT&T Inc.’s Current Report on Form 8-K, formatted in Inline XBRL | |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AT&T INC. | ||||||
| Date: June 3, 2025 | By: | /s/ George B. Goeke | ||||
| George B. Goeke | ||||||
| Senior Vice President – Treasurer | ||||||