Ferrovial SE announces EUR 400M non‑dilutive convertible bond launch

Rhea-AI Filing Summary

Ferrovial SE reported that it has launched an offering of EUR 400 million non-dilutive, cash‑settled convertible bonds outside the United States. The company disclosed this in a foreign issuer report and attached the related press release as an exhibit.

“Non‑dilutive” and “cash‑settled” indicate the structure is designed to settle in cash rather than issue new shares. The announcement communicates the size and nature of the securities while noting the geographic scope of the placement.

Insights

Capital markets analyst

Neutral disclosure: EUR 400 million cash‑settled convertibles announced.

Ferrovial SE announced an offering of EUR 400 million non‑dilutive, cash‑settled convertible bonds outside the U.S. The filing communicates the instrument type and size, indicating a financing move using a convertible structure labeled as non‑dilutive.

Cash‑settled convertibles are described to settle in cash, aligning with the “non‑dilutive” label in the announcement. Specific terms such as coupon, maturity, and use of proceeds are not included in this excerpt, so the assessment remains limited to the headline features.

The timing anchor is November 13, 2025 from the company’s announcement. Additional details, if any, would come from the attached press release, which is referenced as an exhibit.

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________

FORM 6-K

___________________________

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

SECTION 13a-16 OR 15d- 16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2025

Commission File Number: 001-41912

___________________________

Ferrovial SE

___________________________

Gustav Mahlerplein 61-63

Symphony Towers, 14 th Floor

1082 MS Amsterdam

The Netherlands

Tel: +31 20798 37 02

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of

Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

EXPLANATORY NOTE

On November 13, 2025, Ferrovial SE (the “Company”) issued a press release announcing the launch of an offering

of EUR 400 million non-dilutive, cash settled convertible bonds outside the United States.

A copy of the Company’s press release is attached hereto as Exhibit 99.1

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release issued by Ferrovial SE dated November 13, 2025

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant

has duly caused this report to be signed on its behalf by the undersigned, thereunto duly

authorized.

Ferrovial SE

Date: November 13, 2025                                                                                   

By: /s/ Ernesto López Mozo

Ernesto López Mozo

Chief Financial Officer

FAQ

What did Ferrovial SE (FER) announce in its 6-K?

Ferrovial SE announced the launch of an offering of EUR 400 million non‑dilutive, cash‑settled convertible bonds outside the United States.

How large is Ferrovial SE’s new convertible bond offering?

The offering is sized at EUR 400 million.

What does non‑dilutive, cash‑settled mean for Ferrovial SE’s convertibles?

The bonds are described as non‑dilutive and cash‑settled, indicating settlement in cash rather than issuing new shares.

Where will the Ferrovial SE convertible bonds be offered?

The company states the offering is outside the United States.

When did Ferrovial SE announce the convertible bond launch?

The announcement was made on November 13, 2025.

Is more detail available on Ferrovial SE’s bond terms?

The company references an attached press release (Exhibit 99.1) for additional details.