Item 8.01. Other Events
On
The Notes were registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-230098), as amended. In connection with these offerings, the legal opinions as to the legality of the Fixed-to-Floating Rate Notes and the Floating Rate Notes are being filed as Exhibit 5.1 and Exhibit 5.2, respectively, to this report.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits 5.1 Opinion ofSimpson Thacher & Bartlett LLP as to the legality of the$2,000,000,000 aggregate principal amount of Fixed-to-Floating Rate Notes due 2025 and$2,000,000,000 aggregate principal amount of Fixed-to-Floating Rate Notes due 2029. 5.2 Opinion ofSimpson Thacher & Bartlett LLP as to the legality of the$500,000,000 aggregate principal amount of Floating Rate Notes due 2025. 23.1 Consent ofSimpson Thacher & Bartlett LLP (included as part of Exhibit 5.1). 23.2 Consent ofSimpson Thacher & Bartlett LLP (included as part of Exhibit 5.2). 101 Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).
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