迪尔美股招股说明书(2026-07-13版)

Deere Funding Canada Corporation 4.850% Notes due 2031 Fully and Unconditionally Guaranteed byDeere & Company Deere Funding Canada Corporation (the “Issuer”) is offering $300,000,000 aggregate principal amount of 4.850% Notesdue July 15, 2031 (the “Notes”). The Issuer is an indirect, wholly owned subsidiary of Deere & Company (the “Guarantor”), andits primary corporate purpose is to obtain financing in public markets to fund the operations of the Guarantor’s affiliatedcompanies in Canada. The Issuer does not engage in any other business activities or operations. Interest on the Notes will bepaid semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2027. The Notes will mature onJuly15, 2031. However, the Issuer has the option to redeem all or any portion of the Notes, in whole or in part, at any time andfrom time to time, at the applicable redemption price described in this prospectus supplement under the caption “Description ofthe Notes — Optional Redemption.” In addition, the Issuer or the Guarantor may redeem the notes in whole, but not in part, attheir option, at 100% of the principal amount thereof plus unpaid interest accrued to, but excluding, the redemption date, in theevent of certain developments affecting Canada or other applicable taxing jurisdictions as described under the heading“Description of the Notes — Tax Redemption.” The Notes will rank equally with all of the Issuer’s unsecured and unsubordinated indebtedness. The Notes will be fully andunconditionally guaranteed (the “Guarantee”) on a senior unsecured basis by the Guarantor. The Guarantee will be theGuarantor’s senior unsecured obligation and will rank equally in right of payment with all of the Guarantor’s other seniorunsecured indebtedness from time to time outstanding. Investing in the Notes involves risks. See “Risk Factors” beginning on pageS-6of this prospectus supplement and the risksdiscussed elsewhere in this prospectus supplement, the accompanying prospectus and the documents Deere & Company files with theSecurities and Exchange Commission (the “SEC”) pursuant to the Securities Exchange Act of 1934, as amended, and which areincorporated by reference herein. (1)Plus accrued interest from July 15, 2026 if settlement occurs after that date. Neither the SEC nor any state or other securities commission has approved or disapproved of these securities or determinedif this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is acriminal offense. Delivery of the Notes in book-entry only form will be made on or about July 15, 2026 through the facilities of TheDepository Trust Company (“DTC”) for the accounts of its participants, including Clearstream Banking S.A. and EuroclearBank SA/NV. TABLE OF CONTENTS PROSPECTUS SUPPLEMENTABOUT THIS PROSPECTUS SUPPLEMENTS-3INCORPORATION OF CERTAIN INFORMATION BY REFERENCES-5RISK FACTORSS-6USE OF PROCEEDSS-7DESCRIPTION OF THE NOTESS-8MATERIAL CANADIAN FEDERAL INCOME TAX CONSIDERATIONSS-13MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONSS-14ENFORCEMENT OF CIVIL LIABILITIESS-19UNDERWRITINGS-20LEGAL OPINIONSS-25PROSPECTUSRISK FACTORS1WHERE YOU CAN FIND MORE INFORMATION7INCORPORATION OF CERTAIN INFORMATION BY REFERENCE7DEERE & COMPANY8DEERE FUNDING CANADA CORPORATION9USE OF PROCEEDS10PROSPECTUS11PROSPECTUS SUPPLEMENT OR TERM SHEET12DESCRIPTION OF DEBT SECURITIES13SPECIAL PROVISIONS RELATING TO FOREIGN CURRENCY NOTES47DESCRIPTION OF DEBT WARRANTS50DESCRIPTION OF PREFERRED STOCK52DESCRIPTION OF DEPOSITARY SHARES56DESCRIPTION OF COMMON STOCK59DESCRIPTION OF COMMON WARRANTS60DESCRIPTION OF CURRENCY WARRANTS62DESCRIPTION OF INDEXED WARRANTS AND OTHER WARRANTS65DESCRIPTION OF OUTSTANDING CAPITAL STOCK68DESCRIPTION OF STOCK PURCHASE CONTRACTS AND STOCK PURCHASE UNITS70PLAN OF DISTRIBUTION71LEGAL MATTERS72EXPERTS72 We have not, and the underwriters have not, authorized any other person to provide you withinformation or to make any representations other than that or those, as applicable, contained or incorporatedby reference in this prospectus supplement and the accompanying prospectus. We and the underwriters takeno responsibility for, and can provide no assurance as to the reliability of, any other information that othersmay give you. We are not, and the underwriters are not, making an offer to sell the Notes in any jurisdictionwhere the offer or sale is not permitted. The information contained or incorporated by reference in thisprospectus supplement and the accompanying prospectus may only be accurate on the date such informationis given. Our business, financial condition, liquidity, results of operations and prospects may have changedsince any such date. As used in this prospectus supplement, unless otherwise specified or in the context otherwise requires: •••“Deere,” “we,” “us” or “our” mean Deere & Company, a Delaware corporation, together with itsconsolidated subsidiaries, including the Is