[8-K] GE Aerospace Reports Material Event
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
General Electric Company
(Exact name of registrant as specified in its charter)
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Securities registered pursuant to Section 12(b) of the Act:
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| 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). | |
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| Item 8.01 | Other Events. |
On July 29, 2025, General Electric Company, operating as GE Aerospace (the “Company”), closed its previously announced public offering (the “Offering”) of $1,000,000,000 aggregate principal amount of 4.300% Notes due 2030 (the “2030 Notes”) and $1,000,000,000 aggregate principal amount of 4.900% Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”).
The Notes were issued pursuant to a senior note indenture, dated as of October 9, 2012 (the “Base Indenture”), as supplemented by company orders and officer’s certificates of the Company, dated as of July 29, 2025 (the “Company Orders and Officer’s Certificates” and, Base Indenture, as supplemented by the Company Orders and Officer’s Certificates, the “Indenture”), by and between the Company and The Bank of New York Mellon, as trustee.
The Notes have been registered under the Securities Act of 1933, as amended, by a registration statement on Form S-3ASR (File No. 333-276832), including a base prospectus (the “Registration Statement”), filed with the Securities and Exchange Commission (the “SEC”) on February 2, 2024, as supplemented by a preliminary prospectus supplement, filed with the SEC on July 22, 2025, and a final prospectus supplement, filed with the SEC on July 24, 2025. This Current Report on Form 8-K is incorporated by reference into the Registration Statement.
The foregoing description of the Notes, the Indenture and other documents relating to this transaction does not purport to be complete and is qualified in its entirety by reference to the full text of these securities and documents, forms or copies of which are attached as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number | Description |
| 4.1 | Senior Note Indenture, dated October 9, 2012, by and between the Company and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K dated October 9, 2012 (Commission file number 001-00035)). |
| 4.2 | Company Order and Officer’s Certificate of the Company’s 4.300% Notes due 2030 pursuant to the Indenture. |
| 4.3 | Company Order and Officer’s Certificate of the Company’s 4.900% Notes due 2036 pursuant to Indenture. |
| 4.4 | Form of 4.300% Note due 2030 (included in Exhibit 4.2). |
| 4.5 | Form of 4.900% Note due 2036 (included in Exhibit 4.3). |
| 5.1 | Opinion of Gibson, Dunn & Crutcher LLP. |
| 23.1 | Consent of Gibson, Dunn & Crutcher LLP (included in Exhibit 5.1). |
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.
| General Electric Company | |||
| (Registrant) | |||
| Date: July 29, 2025 | /s/ Robert Giglietti | ||
Robert Giglietti Vice President – Chief Accounting Officer, Controller and Treasurer Principal Accounting Officer |
