STTState Street Corporation
State Street Corporation is one of the world’s leading providers of financial services to institutional investors, including investment servicing, markets and financing solutions and investment management. 10-K, Item 1
Deals between STT and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-04-08 reports that the one filed 2025-04-03 did not, quoted as filed.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-04-03.
Nothing new: every deal in this year's section was reported last year too.
The whole section 9 paragraphs, proxy filed 2026-04-08
Related-Person Transactions“The Board has adopted a written policy and procedures for the review of any transaction, arrangement or relationship in which State Street is a participant, the amount involved exceeds $120,000 and one of our executive officers, directors or 5% shareholders (or their immediate family members), who we refer to as “related persons,” has a direct or indirect material interest. A related person proposing to enter into such a transaction, arrangement or relationship must report the proposed related-person transaction to State Street’s General Counsel. The policy calls for the proposed related-person transaction to be reviewed and, if deemed appropriate, approved by the Nominating and Corporate Governance Committee. A related-person transaction reviewed under the policy will be considered approved if it is authorized by the Nominating and Corporate Governance Committee (or the Committee Chair) after full disclosure of the related person’s interest in the transaction. Such reporting and review should occur prior to the effectiveness or consummation of the transaction. The General Counsel may present a related-person transaction arising in the time period between meetings of the Committee to the Chair of the Committee, who shall review and may approve the related-person transaction. The Chair reports on any related-person transaction reviewed at the next meeting of the Committee. If the General Counsel becomes aware of a related-person transaction that has not been previously reviewed under the policy, the Committee shall review and, in its discretion, may ratify the related-person transaction. Any ongoing related-person transactions are reviewed annually to evaluate whether they should be permitted to continue.”
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Related-Person Transaction Considerations“As appropriate for the circumstances, the Nominating and Corporate Governance Committee (or the Committee Chair) will review and consider:”
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the related person’s interest in the related-person transaction“the approximate dollar value of the amount involved in the related-person transaction the approximate dollar value of the related person’s interest in the transaction without regard to any profit or loss whether the transaction was undertaken in the ordinary course of State Street’s business whether the transaction with the related person is on terms no less favorable to State Street than terms that could be reached with an unrelated third-party the purpose of the transaction and the potential benefits to State Street any other information regarding the related-person transaction or the related person in the context of the proposed transaction that would be material to investors in light of the circumstances of the particular transaction The Nominating and Corporate Governance Committee reviews all relevant information available about the transaction. The Committee may approve the transaction only if the Committee determines that, under all of the circumstances, the transaction is in, or is not inconsistent with, the best interests of the Company and its shareholders. The Committee may, in its sole discretion, impose such conditions as it deems appropriate on State Street or the related person in connection with approval of the related-person transaction.”
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the related person’s interest in the related-person transaction“In addition to the transactions that are excluded by the instructions to the SEC’s related-person transaction disclosure rule, the Board has determined that the following transactions do not create a material direct or indirect interest on behalf of related persons and, therefore, are not related-person transactions for purposes of this policy:”
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the related person’s interest in the related-person transaction“interests arising solely from the related person’s position as an executive officer, employee or consultant of another entity (whether or not the person is also a director of such entity) that is a party to the transaction, where (1) the related person and their immediate family members do not receive any special benefits as a result of the transaction and (2) the annual amount involved in the transaction equals less than the greater of $1 million or 2% of the consolidated gross revenues ...”
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the related person’s interest in the related-person transaction“a transaction that involves discretionary charitable contributions from State Street to a tax-exempt organization where a related person is a director, trustee, employee or executive officer, provided the related person and their immediate family members do not receive any special benefits as a result of the transaction, and further provided that, where a related person is an executive officer of the tax-exempt organization, the amount of the discretionary charitable contributions in”
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Corporate Governance at State Street“any completed year in the last 3 fiscal years is not more than the greater of $1 million, or 2% of that organization’s consolidated gross revenues in the last completed fiscal year of that organization (in applying this test, State Street’s automatic matching of director or employee charitable contributions to a charitable organization will not be included in the amount of State Street’s discretionary contributions)”
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Corporate Governance at State Street“Jamie Louise Timby Barron is the daughter of Sarah Timby, State Street’s former Executive Vice President and Chief Administrative Officer. Ms. Timby ceased serving as an executive officer on February 20, 2025 and departed State Street on April 30, 2025. Jamie Louise Timby Barron has been employed with State Street since March 2024. In 2025, while Sarah Timby served as an executive officer of State Street, Jamie Louise Timby Barron received total compensation of less than $250,000. Jamie Louise Timby Barron’s compensation is determined by her manager and her division’s leadership in accordance with standard Company compensation practices applicable to similarly situated employees. After considering the related-person transaction considerations outlined above, the Nominating and Corporate Governance Committee approved the employment relationship between State Street and Jamie Louise Timby Barron.”
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Corporate Governance at State Street“Based on information provided by the directors and executive officers, no other related-person transactions are required to be reported in this proxy statement under applicable SEC regulations. In addition, neither State Street nor the Bank has extended a personal loan or extension of credit to any of its directors or executive officers.”
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Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗
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