[6-K] Ferrovial SE Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Ferrovial SE filed a Form 6-K noting it has successfully placed non-dilutive, cash-settled convertible bonds amounting to EUR 400 million outside the United States. The company had reported the launch earlier the same day and attached the related press release as Exhibit 99.1.

The filing highlights completion of the placement and provides the press release for details. Convertible bonds that are cash-settled are designed to avoid issuing new shares, aligning with the company’s description of the bonds as non-dilutive.

Insights

Capital markets analyst

Ferrovial raises EUR 400 million via non-dilutive converts.

Ferrovial SE disclosed a successful placement of cash-settled convertible bonds totaling EUR 400 million placed outside the United States. Cash settlement typically means investors receive cash rather than shares upon conversion, consistent with the company’s descriptor of “non-dilutive.”

This structure can provide funding while limiting equity issuance, though interest cost and any hedging are not detailed in the excerpt. The attached press release (Exhibit 99.1) would ordinarily include key terms such as coupon, maturity, and initial conversion metrics.

Without those specifics here, the main takeaway is completion of the financing and its non-dilutive framing. Subsequent disclosures may outline pricing, settlement mechanics, and any related option transactions.

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 successful placement

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

The Company reported the launch of the bond offering on Form 6-K earlier today.

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 this Form 6-K?

Ferrovial SE reported the successful placement of non-dilutive, cash-settled convertible bonds amounting to EUR 400 million outside the United States.

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

The placement amounts to EUR 400 million.

Are the new Ferrovial SE convertible bonds dilutive to shareholders?

The company describes them as non-dilutive and cash settled.

Where were Ferrovial SE’s convertible bonds placed?

They were placed outside of the United States.

Does the filing include additional details on the bond terms?

It attaches a press release as Exhibit 99.1, which the company issued on November 13, 2025.

When did Ferrovial SE launch the bond offering?

The company reported launching the bond offering earlier the same day as the successful placement announcement.