Filed pursuant to Rule 433
Registration No. 333-194090
Issuer Free Writing Prospectus dated September 13, 2016
Relating to Preliminary Prospectus Supplement dated September 13, 2016
PRICING TERM SHEET
Floating Rate Notes due September 20, 2019
| Issuer: | Cisco Systems, Inc. | |
| Ticker: | CSCO | |
| Expected Ratings (Moody’s / S&P)*: | A1/AA- | |
| Security Type: | SEC Registered | |
| Principal Amount: | $500,000,000 | |
| Maturity Date: | September 20, 2019 | |
| Coupon: | Three-month LIBOR + 34 bps | |
| Interest Rate Spread: | + 34 bps | |
| Interest Reset Dates: | March 20, June 20, September 20 and December 20, commencing on December 20, 2016 | |
| Interest Determination Dates: | Two London Business Days prior to the Interest Reset Dates | |
| Day Count Convention: | Actual/360 | |
| Business Day Convention: | Modified Following, Adjusted | |
| Public Offering Price: | 100% of the Principal Amount | |
| Denominations: | $2,000 and any multiple of $1,000 above that amount | |
| CUSIP/ISIN: | 17275R BK7 / US17275RBK77 | |
| Trade Date: | September 13, 2016 | |
| Settlement Date**: | September 20, 2016 (T+5) | |
| Interest Payment Dates: | March 20, June 20, September 20 and December 20, commencing on December 20, 2016 | |
| Redemption: | The Floating Rate Notes due September 20, 2019 are not redeemable | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. Goldman, Sachs & Co. Wells Fargo Securities, LLC | |
| Senior Co-Managers: | Barclays Capital Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Lloyds Securities Inc. RBC Capital Markets, LLC | |
| Co-Manager: | Academy Securities Inc. |
1.400% Senior Notes due 2019
| Issuer: | Cisco Systems, Inc. | |
| Ticker: | CSCO | |
| Expected Ratings (Moody’s / S&P)*: | A1/AA- | |
| Security Type: | SEC Registered | |
| Principal Amount: | $1,500,000,000 | |
| Maturity Date: | September 20, 2019 | |
| Coupon: | 1.400% | |
| Day Count Convention: | 30/360 | |
| Business Day Convention: | Following, Unadjusted | |
| Public Offering Price: | 99.889% of the Principal Amount | |
| Benchmark Treasury: | 0.750% due August 15, 2019 | |
| Benchmark Treasury Price / Yield: | 99-14 3⁄4 / 0.938% | |
| Spread to Benchmark Treasury: | + 50 bps | |
| Yield to Maturity: | 1.438% | |
| Denominations: | $2,000 and any multiple of $1,000 above that amount | |
| CUSIP/ISIN: | 17275R BG6 / US17275RBG65 | |
| Trade Date: | September 13, 2016 | |
| Settlement Date**: | September 20, 2016 (T+5) | |
| Interest Payment Dates: | March 20 and September 20 commencing on March 20, 2017 | |
| Make-Whole: | At any time, or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the notes to be redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest on such notes, discounted to the date of redemption on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to T+ 10 bps | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. Goldman, Sachs & Co. Wells Fargo Securities, LLC | |
| Senior Co-Managers: | Barclays Capital Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Lloyds Securities Inc. RBC Capital Markets, LLC | |
| Co-Manager: | Academy Securities Inc. |
1.850% Senior Notes due 2021
| Issuer: | Cisco Systems, Inc. | |
| Ticker: | CSCO | |
| Expected Ratings (Moody’s / S&P)*: | A1/AA- | |
| Security Type: | SEC Registered | |
| Principal Amount: | $2,000,000,000 | |
| Maturity Date: | September 20, 2021 | |
| Coupon: | 1.850% | |
| Day Count Convention: | 30/360 | |
| Business Day Convention: | Following, Unadjusted | |
| Public Offering Price: | 99.986% of the Principal Amount | |
| Benchmark Treasury: | 1.125% due August 31, 2021 | |
| Benchmark Treasury Price / Yield: | 99-16 1⁄4 / 1.228% | |
| Spread to Benchmark Treasury: | + 62.5 bps | |
| Yield to Maturity: | 1.853% | |
| Denominations: | $2,000 and any multiple of $1,000 above that amount | |
| CUSIP/ISIN: | 17275RBJ0 / US17275RBJ05 | |
| Trade Date: | September 13, 2016 | |
| Settlement Date**: | September 20, 2016 (T+5) | |
| Interest Payment Dates: | March 20 and September 20 commencing on March 20, 2017 | |
| Make-Whole: | At any time, or from time to time, prior to the date that is one month prior to the Maturity Date, at a redemption price equal to the greater of (1) 100% of the principal amount of the notes to be redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest on such notes, discounted to the date of redemption on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to T+ 10 bps | |
| Par Call: | On or after the date that is one month prior to the Maturity Date, at a redemption price equal to 100% of the principal amount of the notes being redeemed | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. Goldman, Sachs & Co. Wells Fargo Securities, LLC | |
| Senior Co-Managers: | Barclays Capital Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Lloyds Securities Inc. RBC Capital Markets, LLC | |
| Co-Manager: | Academy Securities Inc. |
2.200% Senior Notes due 2023
| Issuer: | Cisco Systems, Inc. | |
| Ticker: | CSCO | |
| Expected Ratings (Moody’s / S&P)*: | A1/AA- | |
| Security Type: | SEC Registered | |
| Principal Amount: | $750,000,000 | |
| Maturity Date: | September 20, 2023 | |
| Coupon: | 2.200% | |
| Day Count Convention: | 30/360 | |
| Business Day Convention: | Following, Unadjusted | |
| Public Offering Price: | 99.794% of the Principal Amount | |
| Benchmark Treasury: | 1.375% due August 31, 2023 | |
| Benchmark Treasury Price / Yield: | 98-31 / 1.532% | |
| Spread to Benchmark Treasury: | + 70 bps | |
| Yield to Maturity: | 2.232% | |
| Denominations: | $2,000 and any multiple of $1,000 above that amount | |
| CUSIP/ISIN: | 17275R BH4 / US17275RBH49 | |
| Trade Date: | September 13, 2016 | |
| Settlement Date**: | September 20, 2016 (T+5) | |
| Interest Payment Dates: | March 20 and September 20 commencing on March 20, 2017 | |
| Make-Whole: | At any time, or from time to time, prior to the date that is two months prior to the Maturity Date, at a redemption price equal to the greater of (1) 100% of the principal amount of the notes to be redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest on such notes, discounted to the date of redemption on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to T+12.5 bps | |
| Par Call: | On or after the date that is two months prior to the Maturity Date, at a redemption price equal to 100% of the principal amount of the notes being redeemed | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. Goldman, Sachs & Co. Wells Fargo Securities, LLC | |
| Senior Co-Managers: | Barclays Capital Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Lloyds Securities Inc. RBC Capital Markets, LLC | |
| Co-Manager: | Academy Securities Inc. |
2.500% Senior Notes due 2026
| Issuer: | Cisco Systems, Inc. | |
| Ticker: | CSCO | |
| Expected Ratings (Moody’s / S&P)*: | A1/AA- | |
| Security Type: | SEC Registered | |
| Principal Amount: | $1,500,000,000 | |
| Maturity Date: | September 20, 2026 | |
| Coupon: | 2.500% | |
| Day Count Convention: | 30/360 | |
| Business Day Convention: | Following, Unadjusted | |
| Public Offering Price: | 99.912% of the Principal Amount | |
| Benchmark Treasury: | 1.500% due August 15, 2026 | |
| Benchmark Treasury Price / Yield: | 98-03 / 1.710% | |
| Spread to Benchmark Treasury: | + 80 bps | |
| Yield to Maturity: | 2.510% | |
| Denominations: | $2,000 and any multiple of $1,000 above that amount | |
| CUSIP/ISIN: | 17275R BL5 / US17275RBL50 | |
| Trade Date: | September 13, 2016 | |
| Settlement Date**: | September 20, 2016 (T+5) | |
| Interest Payment Dates: | March 20 and September 20 commencing on March 20, 2017 | |
| Make-Whole: | At any time, or from time to time, prior to the date that is three months prior to the Maturity Date, at a redemption price equal to the greater of (1) 100% of the principal amount of the notes to be redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest on such notes, discounted to the date of redemption on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to T+12.5 bps | |
| Par Call: | On or after the date that is three months prior to the Maturity Date, at a redemption price equal to 100% of the principal amount of the notes being redeemed | |
| Joint Book-Running Managers: | Citigroup Global Markets Inc. HSBC Securities (USA) Inc. J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Deutsche Bank Securities Inc. Goldman, Sachs & Co. Wells Fargo Securities, LLC | |
| Senior Co-Managers: | Barclays Capital Inc. BB&T Capital Markets, a division of BB&T Securities, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Lloyds Securities Inc. RBC Capital Markets, LLC | |
| Co-Manager: | Academy Securities Inc. |
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
**Under Rule 15c6-1 of the Exchange Act, trades in the secondary market are required to settle in three business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes on the date of pricing or the next succeeding business day will be required, by virtue of the fact that the notes initially will settle in T+5, to specify alternative settlement arrangements to prevent a failed settlement.
The issuer has filed a registration statement (including a prospectus) and a preliminary prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling (i) Citigroup Global Markets Inc. toll-free at 1-800-831-9146, (ii) HSBC Securities (USA) Inc. toll-free at 1-866-811-8049, (iii) J.P. Morgan Securities LLC collect at 1-212-834-4533, (iv) Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322 and (v) Morgan Stanley & Co. LLC. toll-free at 1-866-718-1649.