阿默普莱斯金融美股招股说明书(2025-02-26版)

Ameriprise Financial, Inc.5.200% Senior Notes due 2035 This is an offering by Ameriprise Financial, Inc. of $750 million principal amount of its 5.200% SeniorNotes due 2035 (the “notes”). We will pay interest on the notes semi-annually in arrears on each April15and October15, commencing on October15, 2025. The notes will mature on April15, 2035. We may redeem the notes in whole or in part at any time at the redemption prices described under thecaption “Description of the Notes — Optional Redemption” in this prospectus supplement. The notes will beissued in denominations of $2,000 and integral multiples of $1,000 in excess thereof. Investing in the notes involves risks. See “Risk Factors” beginning on pageS-4of this prospectussupplement and in “Item1A. Risk Factors” beginning on page 16 of ourAnnual Report on Form 10-K for theyear ended December31, 2024to read about factors you should consider before buying the notes. The notes are unsecured senior debt obligations of Ameriprise Financial, Inc. and will rank equallywith existing and future unsecured senior debt obligations of Ameriprise Financial, Inc. The notes will bestructurally subordinated to all future and existing obligations of our subsidiaries. The notes will not beobligations of, and will not be guaranteed by, any of our subsidiaries. The notes are not savings accounts ordeposits and they are not insured by the United States, the Federal Deposit Insurance Corporation or anyother agency or fund of the United States. We do not intend to apply for listing of the notes on any securities exchange. Currently, there is nopublic market for the notes. Neither the Securities and Exchange Commission nor any other regulatory body has approved ordisapproved of the notes or passed upon the accuracy or adequacy of this prospectus supplement or theaccompanying prospectus. Any representation to the contrary is a criminal offense. Per NoteTotalInitial public offering price99.655$747,412,500Underwriting discount0.650$4,875,000Proceeds, before expenses, to Ameriprise Financial, Inc99.005$742,537,500%%% The initial public offering price set forth above does not include accrued interest, if any. Interest on thenotes will accrue from February28, 2025. The underwriters expect to deliver the notes in book-entry form only through the facilities of TheDepository Trust Company for the accounts of its participants, including Clearstream Banking, S.A. andEuroclear Bank S.A./ N.V., against payment in New York, New York on or about February28, 2025. J.P. Morgan US Bancorp The date of this prospectus supplement is February 25, 2025. TABLE OF CONTENTS Prospectus Supplement PageAbout this Prospectus SupplementS-iiSummaryS-1Risk FactorsS-4Use of ProceedsS-6CapitalizationS-7Description of the NotesS-8Certain ERISA ConsiderationsS-11Material United States Federal Income Tax ConsequencesS-13UnderwritingS-16Validity of the NotesS-21ExpertsS-21Where You Can Find More InformationS-22 Prospectus Prospectus Summary1Risk Factors3Use of Proceeds3Description of Debt Securities We May Offer3Description of Warrants We May Offer12Description of Purchase Contracts We May Offer14Description of Units We May Offer14Description of Preferred Stock We May Offer14Description of Common Stock We May Offer18Description of Depositary Shares We May Offer19Legal Ownership and Book-Entry Issuance23Considerations Relating to Securities Issued in Bearer Form28ERISA Considerations28Plan of Distribution (Conflicts of Interest)29Validity of the Securities32Experts32Where You Can Find More Information32Information Incorporated by Reference32Cautionary Statement Pursuant to the Private Securities Litigation Reform Act of 199533 ABOUT THIS PROSPECTUS SUPPLEMENT This document has two parts. The first part consists of this prospectus supplement, which describes thespecific terms of this offering and the notes offered. The second part, the accompanying prospectus,provides more general information, some of which may not apply to this offering. If the description of thisoffering varies between this prospectus supplement and the accompanying prospectus, you should rely onthe information in this prospectus supplement. Before purchasing any notes, you should carefully read both this prospectus supplement and theaccompanying prospectus, together with the additional information incorporated by reference in thisprospectus supplement. We have not, and the underwriters have not, authorized anyone to provide you with any informationother than information incorporated by reference or set forth in this prospectus supplement, theaccompanying prospectus, or any free writing prospectus. We do not, and the underwriters do not, take anyresponsibility for, or provide any assurance as to the reliability of, any other information that others maygive you. This prospectus supplement and the accompanying prospectus may only be used where it is legalto sell these securities. The information in this prospectus supplement and th