Cumulative Deferral

If Cumulative Deferral is set out in the relevant Pricing Supplement, any distribution deferred pursuant to this Condition 4.4 shall constitute "Arrears of Distribution". The Issuer may, at its sole discretion, elect to (in the circumstances set out in Condition 4.4(a)) further defer any Arrears of Distribution by complying with the foregoing notice requirement applicable to any deferral of an accrued distribution. The Issuer is not subject to any limit as to the number of times distributions and Arrears of Distribution can or shall be deferred pursuant to this Condition 4.4 except that this Condition 4.4(c) shall be complied with until all outstanding Arrears of Distribution have been paid in full.

Dividend Stopper

If Dividend Stopper is set out in the relevant Pricing Supplement and on any Distribution Payment Date, payments of all distributions scheduled to be made on such date are not made in full by reason of this Condition 4.4, the Issuer and the Guarantor shall not and shall procure that none of the subsidiaries of the Issuer or the Guarantor shall:

(i) declare or pay any dividends, distributions or make any other payment on, and will procure that no dividend, distribution or other payment is made on, any of the Issuer's or the Guarantor's Junior Obligations or (except on a pro rata basis) any of the Issuer's or the Guarantor's Specified Parity Obligations; or

(ii) redeem, reduce, cancel, buy-back or acquire for any consideration, and will procure that no redemption, reduction, cancellation, buy-back or acquisition for any consideration is made in respect of, any of the Issuer's or the Guarantor's Junior Obligations or (except on a pro rata basis) any of the Issuer's or the Guarantor's Specified Parity Obligations,

in each case other than (1) in connection with any employee benefit plan or similar arrangements with or for the benefit of employees, officers, directors or consultants of the Group, (2) as a result of the exchange or conversion of the Specified Parity Obligations of the Issuer or, as the case may be, the Guarantor for the Junior Obligations or the Issuer or, as the case may be, the Guarantor and/or (3) as otherwise specified in the applicable Pricing Supplement unless and until (A) (if Cumulative Deferral is specified as being applicable in the applicable Pricing Supplement) the Issuer has satisfied in full all outstanding Arrears of Distribution and Additional Distribution Amount, (B) (if Non-Cumulative Deferral is specified as being applicable in the applicable Pricing Supplement) a redemption of all the outstanding Perpetual Securities has occurred, the next scheduled distribution has been paid in full or an Optional Distribution equal to the amount of a distribution payable with respect to the most recent Distribution Payment Date that was unpaid in full or in part, has been paid in full or (C) the Issuer or, as the case may be, the Guarantor is permitted to do so by an Extraordinary Resolution (as defined in the Trust Deed) of the Perpetual Securityholders and/or as otherwise specified in the applicable Pricing Supplement.

Dividend Pusher

6-month look-back pusher

If so provided in the relevant Pricing Supplement, the Issuer may, on giving irrevocable notice to the Perpetual Securityholders falling within the Issuer's Redemption Option Period shown in the relevant Pricing Supplement, redeem all or, if so provided, some of the Perpetual Securities at their Redemption Amount or integral multiples thereof and on the date or dates so provided. Any such redemption of Perpetual Securities shall be at their Redemption Amount, together with distributions (including any Arrears of Distribution and Additional Distribution Amounts) (if any) accrued to (but excluding) the date fixed for redemption.

REDEMPTION: Callable at par any date during the 3 months prior to the First Reset Date and up to (and including) the First Reset Date or on any Distribution Payment Date thereafter

First Reset Date: 6 Jul 2027

First Call Date: 6 Apr 2027 @ 100.00