US$ 1.25bn 5.20% Fixed Rate Subordinated Notes due 2026

Yes. See section entitled “Description of Subordinated Notes—Agreement with Respect to the Exercise of U.K. Bail-in Power” in the Preliminary Prospectus Supplement dated May 5, 2016 (the “Preliminary Prospectus Supplement”).

If there is a change in the regulatory classification of the Notes that occurs on or after the issue date of the Notes and that does, or would be likely to, result in the whole or any part of the outstanding aggregate principal amount of the Notes at any time being excluded from or ceasing to count towards, the Group’s Tier 2 Capital (a “Regulatory Event”), the Issuer may, at its option, at any time, redeem the Notes, in whole but not in part, at a redemption price equal to 100% of their principal amount, together with any accrued but unpaid interest to (but excluding) the date fixed for redemption. Any redemption upon the occurrence of a Regulatory Event will be subject to the provisions described in the Preliminary Prospectus Supplement.

If there is a Tax Event (as defined in the Preliminary Prospectus Supplement), the Issuer may, at its option, at any time, redeem the Notes, in whole but not in part, at a redemption price equal to 100% of their principal amount, together with any accrued but unpaid interest to (but excluding) the date fixed for redemption, as further described and subject to the conditions specified in the Preliminary Prospectus Supplement.

99.992%

0.45%

USD 1,244,275,000

Barclays Capital Inc.

ANZ Securities, Inc.; BMO Capital Markets Corp.; Capital One Securities, Inc.; Credit Agricole Securities (USA) Inc.; Danske Markets Inc.; Drexel Hamilton, LLC; Great Pacific Securities; Mischler Financial Group, Inc.; Mizuho Securities USA Inc.; Nomura Securities International, Inc.; PNC Capital Markets LLC; RBC Capital Markets, LLC; Samuel A. Ramirez & Company, Inc.; Scotia Capital (USA) Inc.; SMBC Nikko Securities America, Inc.; Telsey Advisory Group LLC; TD Securities (USA) LLC; U.S. Bancorp Investments, Inc.; Wells Fargo Securities, LLC

An investment in the Notes involves risks. See “Risk Factors” section beginning on page S-16 of the Preliminary Prospectus Supplement.

USD 200,000 and integral multiples of USD 1,000 in excess thereof

US06738EAP07 / 06738E AP0

DTC; Book-entry; Transferable

To be documented under the Issuer’s shelf registration statement on Form F-3 (No. 333-195645) and to be issued pursuant to the Dated Subordinated Debt Indenture, dated September 11, 2014, between the Issuer and The Bank of New York Mellon acting through its London Branch, as trustee (the “Trustee”), as supplemented by the Second Supplemental Indenture between the Issuer and the Trustee expected to be entered into on May 12, 2016

We will apply to list the notes on the New York Stock Exchange

New York law, except for subordination provisions and waiver of set-off provisions which will be governed by English law

Unless otherwise defined herein, all capitalized terms have the meaning set forth in the Preliminary Prospectus Supplement