Terms

Series

Series A Fixed Rate Non-Cumulative Perpetual Preferred Stock

Liquidation Preference

$25.00

Rate Type

Fixed

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

April 15, 2026

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Debt Obligations Of Washington Federal, Inc. And Its Subsidiaries; Pari Passu With: Parity Stock (If Any); Senior To: Common Stock, Junior Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.025

Prospectus Summary

Washington Federal, Inc. is offering depositary shares, each representing a 1/40th interest in a share of its Series A Fixed Rate Non-Cumulative Perpetual Preferred Stock, with a liquidation preference of $25 per depositary share ($1,000 per underlying preferred share) and par value of $1.00. The coupon rate was not yet set at the time of this preliminary filing. Dividends are non-cumulative, meaning if the Board does not declare a dividend for any quarter, that payment is permanently forgone — holders have no right to recover missed dividends in future periods. The Series A Preferred Stock sits above common stock and other junior securities in Washington Federal's capital structure, but is subordinate to all debt obligations of the holding company and structurally junior to all liabilities of its operating bank subsidiary, WaFd Bank, N.A. As a holding company issuance, investors are structurally subordinated to all creditors of the bank. A regulatory capital treatment event call allows the issuer to redeem all shares within 90 days if the preferred stock loses its Tier 1 capital qualification under Federal Reserve rules — a meaningful risk in the event of regulatory reform. Dividends are paid quarterly in arrears on January 15, April 15, July 15, and October 15, beginning April 15, 2021; the specific coupon was not finalized in this preliminary filing. As a dividend from a domestic C-corporation, payments would generally qualify for the preferential 15%/20% qualified dividend income rate for individual holders and the dividends-received deduction for corporate holders. The dividend stopper provision restricts Washington Federal from paying dividends on common or junior stock — or repurchasing such shares — unless all preferred dividends for the prior period have been paid or set aside, though since dividends are non-cumulative, a single missed payment carries no ongoing obligation.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Washington Federal has not paid full dividends on the Series A Preferred Stock for the preceding period, it may not pay dividends on or repurchase common stock or other junior securities (subject to limited exceptions), effectively blocking distributions to junior stockholders until preferred dividends are current.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 64 (Strong)