Royal Bank of Canada : Notes Base Prospectus and Offering Circular (XS3353857728) - GBP 500MM 5.125% due 01-Aug-2032
RY.TO
Published on 04/23/2026 at 12:26 pm EDT
(a Canadian chartered bank) (the "Issuer")
Legal Entity Identifier (LEI): ES7IP3U3RHIGC71XBU11
Issue of GBP500,000,000 Fixed to Floating Rate Callable Senior Notes due August 2032 issued pursuant to the Base Prospectus as part of the
Programme for the Issue of Securities
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Base Prospectus dated July 9, 2025, and the supplementary Notes Base Prospectuses dated August 28, 2025, December 10, 2025 and February 27, 2026, which together constitute a base prospectus (the "Base Prospectus") for the purposes of Regulation (EU) 2017/1129 as it forms part of domestic law of the UK by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the UK Prospectus Regulation and must be read in conjunction with such Base Prospectus in order to obtain all relevant information. The Base Prospectus, including all documents incorporated by reference therein, is available for viewing on the Issuer's website at https://www.rbc.com/investor-relations/european-senior-notes-program.html and copies may be obtained from the offices of the Issuer at Investor Relations, Royal Bank of Canada, 200 Bay Street, South Tower, Toronto, Ontario, Canada M5J 2J5 and the offices of the Issuing and Paying Agent, 160 Queen Victoria Street, London EC4V 4LA, England.
(i) Series Number: 78296
Tranche Number: 1
Date on which the Notes become fungible:
Not Applicable
Specified Currency or Currencies: (Condition 1.11)
Pounds Sterling ("GBP")
Aggregate Principal Amount:
Series: GBP500,000,000
Tranche: GBP500,000,000
Issue Price: 99.697 per cent. of the Aggregate Principal Amount
(i) Specified Denominations: (Condition 1.08 or 1.09)
GBP100,000 and integral multiples of GBP1,000 in excess thereof up to and including GBP199,000. No Notes in definitive form will be issued with a denomination above GBP199,000
Calculation Amount: GBP1,000
(i) Issue Date: April 23, 2026
Interest Commencement Date: Issue Date
Trade Date: April 16, 2026
Maturity Date: Interest Payment Date falling in or nearest to August 2032
Interest Basis: 5.125 per cent. per annum Fixed Rate subject to change as indicated in paragraph 10 below
(further particulars specified below)
Redemption/Payment Basis: Subject to any purchase and cancellation or early
redemption, the Notes shall be redeemed on the Maturity Date at par
Change of Interest Basis: Applicable
Paragraph 14 (Fixed Rate Notes Provisions) is applicable for the period from, and including, the Interest Commencement Date to, but excluding, the Optional Redemption Date
Unless the Notes are redeemed on the Optional Redemption Date, paragraph 15 (Floating Rate Notes Provisions) is applicable for the period from, and including, the Optional Redemption Date to, but excluding, the Maturity Date
Put Option/ Call Option: Call Option
(i) Date of Board approval for issuance of Notes obtained:
Not Applicable
Status of the Notes: Senior Notes
12A. Condition 4 - Negative Covenant (Subordinated Notes):
Not Applicable
Bail-inable Notes: Yes
(Condition 5.02 and 5.02a)
Applicable in respect of the period from, and including, the Interest Commencement Date to, but excluding, the Optional Redemption Date
Rate of Interest: 5.125 per cent. per annum payable annually in arrear on each Interest Payment Date
Interest Payment Dates: August 1st in each year, commencing August 1st, 2026
(short first coupon), up to, and including the Optional Redemption Date, adjusted for payment day purposes only
in accordance with the Business Day Convention specified in paragraph 14(iv) below
Adjusted Interest Periods: Not Applicable
Business Day Convention: Following Business Day Convention
Business Centres: London, New York and Toronto
Fixed Coupon Amount: GBP51.25 per Calculation Amount, payable on each
Interest Payment Date other than the Interest Payment Date falling on August 1, 2026
Broken Amount(s): GBP14.04 per Calculation Amount, payable on the Interest Payment Date falling on August 1st, 2026
Day Count Fraction: Actual/Actual (ICMA)
Determination Dates: August 1st in each year
Default Rate: As set out in Condition 5.04
Calculation Agent: Not Applicable
Fixed Rate Resettable Note Provisions (Condition 5.02b)
Not Applicable
(Condition 5.03)
Unless the Notes are redeemed on the Optional Redemption Date, applicable in respect of the period from, and including the Optional Redemption Date to, but excluding, the Maturity Date
Specified Period(s): Not Applicable
Specified Interest Payment Dates: November 1, 2031, February 1, 2032, May 1, 2032, and
August 1, 2032, subject to adjustment in accordance with the Business Day Convention specified in paragraph 15(iv) below
First Interest Payment Date: November 1, 2031
Business Day Convention: Modified Following Business Day Convention
Business Centres: London, New York and Toronto
Manner in which the Rate(s) of Interest is/are to be determined:
Screen Rate Determination
Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Issuing and Paying Agent):
Royal Bank of Canada, main branch in Toronto shall be the Calculation Agent
Screen Rate Determination: Applicable
Reference Rate: SONIA
Calculation Method: Compounded Daily Rate
Observation Method: Lag
Interest Determination Dates: The second London Banking Day prior to the relevant
Interest Payment Date for each Interest Period (or any earlier date on which interest becomes due and payable)
Relevant Number: Not Applicable
Relevant Screen Page: Reuters Screen SONIA Page
Designated Maturity: Not Applicable
Relevant Time: Not Applicable
Reference Banks: Not Applicable
ISDA Definitions: Not Applicable
Relevant Financial Centre: Not Applicable
Observation Look-back Period: Two London Banking Days
ISDA Determination: Not Applicable
Linear Interpolation: Not Applicable
Margin: + 1.096 per cent. per annum
Minimum Rate of Interest: (Condition 5.03(v))
Not Applicable
Maximum Rate of Interest: (Condition 5.03(v))
Not Applicable
Day Count Fraction: Actual/365 (Fixed)
Default Rate: As set out in Condition 5.04
(Condition 6.03)
Applicable
Optional Redemption Date: August 1, 2031
Optional Redemption Amount of each Note and method, if any, of calculation of such amount:
Redeemable in part: If redeemable in part:
GBP1,000 per Calculation Amount
Not Applicable
Notice period: Minimum period: 5 Business Days Maximum period: 30 calendar days
Disclaimer
RBC - Royal Bank of Canada published this content on April 23, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 23, 2026 at 16:25 UTC.