Commentary & Deal Flow

Launched: 11NC6: €250m @ MS+275bp - Books in excess of €350m
IPTs: 11NC6: MS+275bp area

• Issuer: Triodos Bank N.V.
• LEI: 724500PMK2A2M1SQQ228
• Issuer Rating: BBB, Stable outlook (Fitch)
• Expected Instrument Rating: BB+ (Fitch)
• Instrument: Tier 2 (“Subordinated Notes”)
• Use of Proceeds: The Issuer intends to use an amount equivalent to the net proceeds from the issuance to finance and/or refinance, in whole or in part, Eligible Green Loans in accordance with (and as further described in) the Issuer’s Green Bond Framework, available on the Issuer’s website, alongside the Second Party Opinion
• Form of Notes: New Global Note, Reg S, Bearer Notes
• Tenor: 11NC6
• Size: €250m
• Pricing Date: 27-May-26
• Settlement Date: 03-Jun-26 (T+5)
• Maturity Date: 03-Jun-37
• First Reset Date: 03-Jun-32
• Interest Rate: From (and including) the Issue Date up to (but excluding) the First Reset Date, [●] per cent per annum payable annually in arrear. From (and including) the First Reset Date to (but excluding) the Maturity Date, the aggregate of [●] basis points and the 5-year Mid Swap Rate per annum determined by the Agent payable annually in arrear.[●]%
• Interest Basis: Fixed Rate, One time reset
• Day count: Actual/Actual ICMA
• Issuer Call Option: Applicable. The Issuer may redeem all, but not some only, of the Notes on any calendar day during the three months period commencing on (and including) 03-Mar-32 to (and including) the First Reset Date at par plus accrued interest, subject to permission of the Competent Authority.
• Status: Subordinated, Unsecured. The Notes are intended to qualify as Tier 2 capital for the purposes of the capital adequacy rules as applied by the competent authority.
• Issuer Clean-Up Call: Applicable, if, 75 per cent. or more in nominal amount of the Notes hitherto issued have been redeemed or purchased and cancelled
• MREL Disqualification Event: Applicable (full or partial exclusion) at par – Condition 5(e) applies. The right to redeem following an MREL Disqualification Event is subject to the Issuer being subject to an MREL requirement at the relevant time.
• Capital Event: Applicable (full or partial exclusion) at par – Condition 5(e) applies.
• Early redemption for Taxation Reasons: Applicable at par – Condition 5(d) applies
• Substitution/Variation: Applicable, see Debt Issuance Programme
• Statutory Loss Absorption or Recapitalisation: Applicable, see Debt Issuance Programme
• Documentation: Base Prospectus relating to the Issuer’s Debt Issuance Programme consisting of separate documents (namely (i) the securities note dated 20-Jun-25 as supplemented on 26-May-26 (the "Securities Note") and (ii) the registration document of the Issuer dated 20-Jun-25 as supplemented on 26-May-26 (the "Registration Document" and together with the Securities Note, the "Base Prospectus"))
• Waiver of Set-Off: Applicable
• Governing Law: Dutch Law
• Listing / Denominations: Euronext Amsterdam / €100,000
• Selling Restrictions: Reg S, Cat 2; TEFRA D; additional selling restrictions in accordance with the Securities Note
• Target Market: MiFID II/UK MiFIR professionals/ECPs only. No EU PRIIPs key information document and no UK disclosure document required by DISC have been prepared as not available to retail in the EEA or UK
• Joint Bookrunners: ABN AMRO & BNP Paribas (B&D)
• Timing: Books closed 13:30 CET / 12:30 UKT, allocation and pricing later today
• ISIN: XS3386634391