8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 8, 2019

__________________________________

Commission File Number 001-07436

HSBC USA Inc.

(Exact name of registrant as specified in its charter)

Maryland	13-2764867
(State of incorporation)	(I.R.S. Employer Identification No.)
452 Fifth Avenue, New York, New York	10018
(Address of principal executive offices)	(Zip Code)

(212) 525-5000

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
$100,000,000 Zero Coupon Callable Accreting Notes due January 15, 2043	HBA/43	New York Stock Exchange
$50,000,000 Zero Coupon Callable Accreting Notes due January 29, 2043	HBA/43A	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

HSBC USA INC.

Item 8.01. Other Events.

On July 8, 2019, HSBC Holdings plc, the indirect parent of HSBC USA Inc., announced that Patrick (Pat) Burke will retire as President and Chief Executive Officer, HSBC USA. Pat will be succeeded by Michael Roberts, who joins HSBC after 34 years at Citigroup, where he has been Chief Lending Officer and Global Head of Corporate Banking and Capital Management since 2010. The specific retirement and appointment dates in October will be confirmed in due course.

A copy of HSBC Holdings plc's press release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.	Description
99.1	Press Release dated July 8, 2019

2

HSBC USA INC.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:    July 8, 2019

HSBC USA INC.
By:	/s/ MARK STEFFENSEN
	Mark Steffensen
	Senior Executive Vice President and
	General Counsel

3

HSBC USA INC.

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated July 8, 2019

4

EX-99.1

EXHIBIT 99.1

8 July 2019

HSBC ANNOUNCES RETIREMENT OF PATRICK BURKE AND

APPOINTMENT OF MICHAEL ROBERTS AS

PRESIDENT AND CEO, HSBC USA

HSBC Holdings plc (‘HSBC’, the ‘Company’ or the ‘Group’) announces that Patrick Burke will retire from HSBC, to be succeeded as President and Chief Executive Officer, HSBC USA by Michael Roberts. The specific retirement and appointment dates in October will be confirmed in due course.

Pat joined HSBC in 1989, serving as Deputy Director, Mergers and Acquisitions and Vice President of Strategy and Development. He has held various senior leadership positions including with HSBC Finance Corporation (HFC) Bank in the UK, HFC Canada, and HSBC Card and Retail Services. Prior to his current role, he served as President and CEO of HFC, where he was also Chairman of the Board.

Group Chief Executive, John Flint said:

“We are extremely grateful to Pat for his 30 years of highly professional service and in particular his leadership of HSBC USA. He has been instrumental in our US turnaround plan and the positive progress we’ve made. We wish him well for the future.”

Michael joins HSBC after 34 years at Citigroup, where he has been Chief Lending Officer and Global Head of Corporate Banking and Capital Management since 2010. He will join as a Group Managing Director and will report to John Flint, HSBC Group Chief Executive. He will also sit on the Group Management Board.

Commenting on Michael’s appointment, Group Chief Executive, John Flint said:

“We are delighted to welcome Michael to HSBC. Michael brings with him significant international, strategic and regulatory experience that will prove invaluable in leading the US business forward.”

Media enquiries to:

Heidi Ashley        +44 (0) 20 7992 2045        heidi.ashley@hsbc.com

Rob Sherman+1 212 525 6901     robert.a.sherman@us.hsbc.com

Note to editors:

HSBC Holdings

HSBC Holdings plc, the parent company of HSBC, is headquartered in London. HSBC serves customers worldwide from offices in 66 countries and territories in our geographical regions: Europe, Asia, North America, Latin America, and Middle East and North Africa. With assets of $2,659bn at 31 March 2019, HSBC is one of the world’s largest banking and financial services organisations.

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