Lloyds Banking Group plc filed a free writing prospectus on November 4, 2026, disclosing pricing terms for a USD 1,500,000,000 offering of 5.715% Senior Callable Fixed-to-Fixed Rate Notes due November 12, 2032, registered under Registration No. 333-287829.

Key Highlights

  • Principal Amount: USD 1,500,000,000 in senior, unsecured notes priced at 100.000% with an all-in price of 99.750%.
  • Initial Interest Rate: 5.715% per annum, payable semi-annually in arrears, beginning May 12, 2027.
  • Expected Ratings: A3 (Moody's), A- (S&P), and A+ (Fitch), according to the filing.
  • Optional Redemption: The issuer may redeem the notes in whole, but not in part, on November 12, 2031, the sole optional redemption date.
  • Reset Rate: During the Reset Fixed Rate Period (November 12, 2031 to November 12, 2032), the rate resets to the 1-year U.S. Treasury Rate plus 103 basis points.
  • Net Proceeds: USD 1,496,250,000 to the issuer before expenses, after an underwriting commission of 0.25%.
  • Expected Settlement: November 12, 2026 (T+5), with expected listing on the New York Stock Exchange.

Lloyds Banking Group's $1.5 Billion Fixed-to-Fixed Note Offering: Key Terms

According to the free writing prospectus filed pursuant to Rule 433 and dated November 4, 2026, Lloyds Banking Group plc (LEI: 549300PPXHEU2JF0AM85) priced USD 1,500,000,000 of Senior Callable Fixed-to-Fixed Rate Notes due 2032. The notes carry an initial fixed interest rate of 5.715% per annum, set at a reoffer spread of 103 basis points over the reference benchmark treasury (4.750% due October 31, 2031, priced at 100-09 1/8 yielding 4.685%). The issue price is 100.000%, with a fixed rate reoffer yield of 5.715% and a day count fraction of 30/360 for both rate periods.

The filing discloses that the notes include a fixed-to-fixed rate structure. During the Initial Fixed Rate Period, from November 12, 2026 to November 12, 2031, interest accrues at 5.715% per annum. If not redeemed on the optional redemption date of November 12, 2031, the notes enter a Reset Fixed Rate Period through November 12, 2032, during which the rate becomes the 1-year U.S. Treasury Rate plus 103 basis points, determined on the Reset Determination Date, defined as the second business day immediately preceding November 12, 2031. The filing states denominations are USD 200,000 and integral multiples of USD 1,000 in excess thereof.

The filing also discloses material structural features that purchasers must acknowledge. Each holder and beneficial owner, by acquiring the notes, "acknowledges, accepts, agrees to be bound by and consents to the exercise of any U.K. bail-in power" by the relevant U.K. resolution authority, which may result in reduction, cancellation, or conversion of principal or interest. The notes are intended to qualify as MREL. Joint bookrunners include Lloyds Securities Inc. (B&D), Barclays Capital Inc., BMO Capital Markets Corp., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, and Scotia Capital (USA) Inc., with Academy Securities and Blaylock Van, LLC serving as co-managers. Governing law is New York State, except provisions relating to waiver of set-off, which are governed by Scots law.

What Was Disclosed

Lloyds Banking Group plc disclosed the full pricing terms for a USD 1,500,000,000 senior unsecured note offering dated November 4, 2026, including interest rates, redemption terms, U.K. bail-in power provisions, MREL eligibility, ISIN US53944YBN22, and CUSIP 53944YBN2.