Instrument: Dated Subordinated Notes qualifying as Tier 2 Capital
Status and Ranking: Subordinated Notes
Nominal Amount: £ Benchmark
Pricing Date: 23-Sep-26
Settlement Date: 30-Sep-26 (T+5)
Optional Redemption Date: 30-Sep-31
Maturity Date: 30-Sep-36
Optional/Early Redemption: The Issuer may redeem all, but not some only, of the Dated Subordinated Notes on any/the Optional Redemption Date, subject to the Conditions to Redemption and Purchase. Any such redemption of Notes shall be at their Optional Redemption Amount, together with interest accrued to the date fixed for redemption
Optional Redemption Amount: £ Benchmark
First Reset Date: 30-Sep-31
Interest Rate: [x]% Fixed, Semi-Annual, up to but excluding the First Reset Date; thereafter at the Reset Rate of Interest (Reset Rate plus the relevant Margin)
Interest Payment Date: 30 September and 30 March of each year commencing on 30-Mar-27, up to but excluding the First Reset Date
Benchmark: UKT 0 ¼ 31-Jul-31
Reset Margin: UKT + [x] bps
Day Count Fraction: ACT / ACT, Unadjusted Following
Business Days: London and, if on that day a payment is to be made, a day which is a TARGET Business Day also
Use of Proceeds: An amount equal to the net proceeds is used to finance and/or refinance, in part or in whole, a portfolio of Eligible Green Assets, defined in accordance with the Rabobank Sustainable Funding Framework 2025
Governing Law: Dutch
Type of Note: Bearer, New Global Note
ISIN / Common Code: XS3520787519 / 352078751
Joint-Lead Managers: Barclays, BMO Capital Markets, Natixis, Rabobank, UBS
Set Off: Any right of set-off or netting by the Holder or Couponholder in respect of any amount owed to such Holder or Couponholder by the Issuer under or in connection with any Dated Subordinated Note or Coupon shall be excluded
Events of Default: No Events of Default
Redemption for Regulatory Purposes: If a Capital Event or MREL Disqualification Event has occurred and is continuing, then, subject to the Conditions to Redemption and Purchase, the Issuer may, at its option, at any time redeem all, but not some only, of the Dated Subordinated Notes at their Early Redemption Amount
Statutory Loss Absorption and Recapitalisation: Statutory. Contractual recognition of the Dutch Statutory Loss Absorption Powers.
Documentation: Rabobank's Global Medium Term Note ("GMTN") Program consisting of the Registration Document dated 19-May-26; and the Securities Notes dated 19-May-26 and as supplemented; and supporting documentation as incorporated by reference
Selling Restrictions: Reg S only, TEFRA D. Any sale of the Notes should be made in compliance with all applicable selling restrictions including the Prohibition of Sales to EEA Retail Investors, Prohibition of Sales to UK Retail Investors, US, UK, Canada, Japan, Singapore, Hong Kong, Switzerland, Italy and France. The Notes are not intended to be sold and should not be sold to retail investors (as defined in the Regulation (EU) 2017/1129) in the EEA and retail clients, as defined in COBS 3.4, in the United Kingdom.
Target Market: MiFID II and UK MiFIR professionals / ECPs only / FCA CoCo restriction Manufacturer target market (MIFID II and UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) or UK disclosure document or CCI product summary has been prepared as not available to retail in EEA or UK. No sales to retail investors (as defined in the Regulation (EU) 2017/1129) in the EEA and retail clients (as defined in COBS 3.4) in the UK.