H&R布洛克美股招股说明书(2025-08-21版)

$350,000,000 5.375% Notes due 2032 Interest payable March 15 and September 15Issue price:99.787%Fully and unconditionally guaranteed by H&R Block, Inc. Block Financial LLC is offering $350,000,000 aggregate principal amount of 5.375% notes due 2032 (the “notes”). Intereston the notes will be payable semi-annually in arrears on March 15 and September 15 of each year, beginning March 15,2026. The notes will mature on September 15, 2032. Block Financial LLC may redeem some or all of the notes at any timeat the redemption price described in this prospectus supplement. If a Change of Control Triggering Event (defined herein)occurs, Block Financial LLC may be required to offer to purchase the notes from holders as described in this prospectussupplement. There is no sinking fund for the notes. The notes will be unsecured obligations of Block Financial LLC and will rank equally with all of its other existing and futureunsecured and unsubordinated senior indebtedness. The notes will be fully and unconditionally guaranteed by H&R Block,Inc. The guarantees will rank equally with all of H&R Block, Inc.’s existing and future unsecured and unsubordinatedsenior indebtedness and guarantees. The notes will be issued in registered form only, in denominations of $2,000 andwhole multiples of $1,000 in excess thereof. Investing in our notes involves risks. See “Risk Factors” beginning on pageS-7of this prospectus supplementfor more information. The notes are not deposits or other obligations of a bank and are not insured by the Federal Deposit InsuranceCorporation or any other governmental agency. Neither the Securities and Exchange Commission nor any state securities commission or other regulatory bodyhas approved or disapproved of these notes or passed upon the adequacy or accuracy of this prospectussupplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is acriminal offense. The notes will not be listed on any securities exchange. There is currently no public market for the notes. The notes will be ready for delivery in book entry form only through The Depository Trust Company, for the benefit of itsdirect and indirect participants, including Euroclear Bank SA/NV and Clearstream Banking,société anonyme, on or aboutAugust 26, 2025. Joint Book-Running Managers J.P. MorganRBC Capital MarketsAugust 19, 2025 US Bancorp Wells Fargo Securities Table of contents You should rely only on the information contained in or incorporated by reference into this prospectussupplement, the accompanying prospectus, and any free writing prospectus we may authorize to bedelivered to you. We have not, and the underwriters have not, authorized anyone else to provide youwith any other information. If anyone provides you with different or inconsistent information, you shouldnot rely on it. We are not, and the underwriters are not, making offers to sell these notes in anyjurisdiction in which an offer or solicitation is not authorized or in which the person making such offer orsolicitation is not qualified to do so or to anyone to whom it is unlawful to make an offer or solicitation.You should assume that information contained in this prospectus supplement, the accompanyingprospectus, any free writing prospectus and the documents incorporated by reference herein andtherein is accurate only as of their respective dates. Our business, financial condition, results ofoperations and prospects may have changed since those dates. About this prospectus supplement This prospectus supplement relates to a prospectus which is part of an automatic shelf registrationstatement on Form S-3 that we filed with the Securities and Exchange Commission (the “SEC”) as a“well-known seasoned issuer,” as defined in Rule405 under the Securities Act of 1933, as amended(the “Securities Act”). By using a shelf registration statement, we may sell, at any time and from time totime, in one or more offerings, the securities described in the accompanying prospectus. As allowed bySEC rules, this prospectus supplement does not contain all of the information included in theregistration statement. For further information, we refer you to the registration statement, including itsexhibits, the documents incorporated by reference therein and herein, as well as the accompanyingprospectus and any free writing prospectus. The accompanying prospectus provides you with generalinformation about the offers and sales of securities that we may make and the securities that we mayoffer. This prospectus supplement contains specific information about the terms of this offering. Thisprospectus supplement may add, update or change information contained in the accompanyingprospectus. If information in this prospectus supplement is inconsistent with the accompanyingprospectus, you should rely on the information contained in this prospectus supplement. You should read this prospectus supplement, the accompanying prospectus and any free writingprosp