(Exact
name of registrant as specified in its charter)
iMaryland
i13-2764867
(State
of incorporation)
(I.R.S. Employer Identification No.)
i452 Fifth Avenue, iNew York, iNew
York
i10018
(Address of principal executive offices)
(Zip Code)
(i212) i525-5000
Registrant’s
telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
i$100,000,000
Zero Coupon Callable Accreting Notes due January 15, 2043
iHBA/43
iNew York Stock Exchange
i$50,000,000
Zero Coupon Callable Accreting Notes due January 29, 2043
iHBA/43A
iNew York Stock Exchange
Indicate by check mark
whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company i☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On July 20, 2022, the Board of Directors of HSBC USA Inc. (the "Board") approved an amendment to and a restatement of its bylaws (the "Bylaws"), which were effective immediately upon such approval by the Board.
The Bylaws were amended to revise the provision that reserves for the Board the
power to appoint certain executive officers and instead rely on the existing delegation to management contained in the Bylaws in order to streamline and simplify executive officer appointments. The appointments of Policy Making Officers will remain a matter solely reserved for the Board. In addition, roles that require Board approval by law and regulation will continue to be presented to the Board for approval.
The foregoing summary is qualified in its entirety by reference to the Bylaws, which are attached as Exhibit 3.2 hereto and are incorporated by reference herein.
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
2
HSBC
USA INC.
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.
