Prospectus Supplement
(to Prospectus dated November 20, 2019)
Equitable Holdings, Inc.
12,000,000 Depositary Shares
Each representing a 1/1,000th Interest in a Share of Fixed Rate
Noncumulative Perpetual Preferred Stock, Series C
Each of the
12,000,000 depositary shares offered hereby (the Depositary Shares) represents a 1/1,000th interest in a share of Fixed Rate Noncumulative Perpetual Preferred Stock, Series C, $1.00 par value per share, with a liquidation
preference of $25,000 per share (equivalent to $25 per Depositary Share) (the Series C Preferred Stock), of Equitable Holdings, Inc. deposited with Computershare Inc. and Computershare Trust Company, N.A., collectively, as
depositary (the Depositary). The Depositary Shares are evidenced by depositary receipts. As a holder of Depositary Shares, you are entitled to a proportional fractional interest in all rights and preferences of the Series C
Preferred Stock, including dividend, voting, redemption and liquidation rights. You must exercise these rights through the Depositary.
We
will pay dividends on the Series C Preferred Stock on a noncumulative basis only when, as and if declared by our board of directors (or a duly authorized committee of the board) and to the extent that we have legally available funds or property to
pay dividends. Dividends will accrue from January 8, 2021 on the liquidation amount of $25,000 per share of the Series C Preferred Stock and be payable in arrears at an annual rate equal to 4.300% on March 15, June 15,
September 15 and December 15 of each year, commencing on March 15, 2021. Dividends on the Series C Preferred Stock are not cumulative. Accordingly, in the event dividends are not declared on the Series C Preferred Stock for payment on
any dividend payment date, then those dividends will cease to accrue and cease to be payable. If we have not declared a dividend before the dividend payment date for any dividend period, we will have no obligation to pay dividends accrued for that
dividend period, whether or not dividends on the Series C Preferred Stock are declared for any future dividend period.
We may, at our
option, redeem the shares of Series C Preferred Stock (i) in whole but not in part at any time prior to March 15, 2026, within 90 days after the occurrence of a rating agency event at a redemption price equal to $25,500 per
share (equivalent to $25.50 per Depositary Share), plus any declared and unpaid dividends, without regard to any undeclared dividends, to, but excluding, the redemption date, or (ii) (a) in whole but not in part at any time prior to
March 15, 2026, within 90 days after the occurrence of a regulatory capital event, or (b) in whole or in part, from time to time, on any dividend payment date on or after March 15, 2026, in each case, at a redemption price
equal to $25,000 per share (equivalent to $25 per Depositary Share), plus, in each case, any declared and unpaid dividends, without regard to any undeclared dividends, to, but excluding, the redemption date. If we redeem the Series C Preferred
Stock, the Depositary will redeem a proportionate number of Depositary Shares. Neither you, as a holder of Depositary Shares, nor the Depositary will have the right to require the redemption or repurchase of the Series C Preferred Stock or the
Depositary Shares.
The Series C Preferred Stock will not have any voting rights except as described in this prospectus supplement.
Investing in the Depositary Shares and the underlying Series C Preferred Stock involves risks. See a discussion of certain risks in the
Risk Factors section beginning on page S-7 of this prospectus supplement and the periodic reports we file with the Securities and Exchange Commission that should be
carefully considered before investing in the Depositary Shares and the underlying Series C Preferred Stock.
Neither the
Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary
is a criminal offense.
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Per Depositary
Share
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Total
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Public offering price(1)
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$
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25.0000
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$
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300,000,000.00
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Underwriting discount(2)
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$
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0.5576
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$
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6,691,261.84
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Proceeds, before expenses, to Equitable Holdings, Inc.(1)
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$
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24.4424
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$
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293,308,738.16
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(1)
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The public offering price set forth above does not include accrued dividends, if any, that may be declared.
Dividends, if declared, will accrue from January 8, 2021.
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(2)
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Reflects 2,404,389 Depositary Shares sold to retail investors, for which the underwriters will receive an
underwriting discount of $0.7875 per Depositary Share, and 9,595,611 Depositary Shares sold to institutional investors, for which the underwriters will receive an underwriting discount of $0.5000 per Depositary Share.
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Application will be made to list the Depositary Shares on the New York Stock Exchange under the symbol EQH PR C. If the application
is approved, trading of the Depositary Shares on the New York Stock Exchange is expected to commence within 30 days after the initial delivery of the Depositary Shares.
The underwriters expect to deliver the Depositary Shares through the facilities of The Depository Trust Company (DTC) for the
accounts of its participants, including Clearstream Banking, S.A. and Euroclear Bank SA/NV, against payment in New York, New York on or about January 8, 2021.
Joint
Book-Runners
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Morgan Stanley
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BofA Securities
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Wells Fargo Securities
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J.P. Morgan
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Co-Managers
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Barclays
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BNP PARIBAS
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Citigroup
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Credit Agricole CIB
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Credit Suisse
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Deutsche Bank Securities
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Goldman Sachs & Co. LLC
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HSBC
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Natixis
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PNC Capital Markets LLC
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SOCIETE GENERALE
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Truist Securities
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Prospectus Supplement dated
January 5, 2021.
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