[6-K] Genmab A/S ADS Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Royal Bank of Canada (RBC) is offering Market-Linked One Look Notes with Enhanced Buffer linked to the Class A common stock of Tesla, Inc. (TSLA). The notes are senior, unsecured debt securities that mature in approximately 14 months (September 2026) and are subject to RBC’s credit risk.

Key terms:

• Principal: $10 per unit; minimum purchase pricing to be set on the pricing date.
• Step Up Payment: between $3.00 and $3.60 per unit (30.00%–36.00%) if the Ending Value of TSLA is ≥ 85% of the Starting Value (the Threshold Value).
• Buffer: First 15% downside is absorbed; below the Threshold Value, investors lose principal on a 1-to-1 basis, exposing up to 85% of capital.
• No interim interest and no dividend participation.
• Credit & liquidity: Unsecured obligations of RBC; no FDIC/CDIC insurance; limited secondary market and no exchange listing.
• Fees: Public offering price $10.00; underwriting discount $0.175; hedging-related charge $0.05. For ≥300,000 units the price/discount improve to $9.95 and $0.125, respectively.
• Initial estimated value: $9.19–$9.69 per unit, below the public price, reflecting RBC’s internal funding rate and hedging costs.

Investors who believe TSLA will stay flat or rise above a 15% draw-down over the 14-month term can earn a fixed 30%–36% return. Conversely, a decline beyond 15% results in proportional losses, and a severe fall could result in an 85% maximum loss. All payments occur only at maturity, and repayment depends on RBC’s ability to pay.

Positive

• 30%–36% fixed upside if TSLA is at or above 85% of its starting level at maturity.
• 15% downside buffer limits initial losses relative to a direct equity position.
• Short 14-month tenor provides clear timeline and reduces extended market exposure.
• Volume discount reduces underwriting fees for purchases ≥300,000 units.

Negative

• 85% of principal at risk once TSLA falls more than 15%.
• Initial estimated value ($9.19–$9.69) is below the $10 purchase price, embedding 3%–8% upfront cost.
• No interest or dividends during the term; opportunity cost for income-seeking investors.
• Limited liquidity and potential price concessions in any secondary market.
• Exposure to RBC credit risk; notes are unsecured and not FDIC/CDIC insured.

Insights

Structured Products Analyst

TL;DR: Attractive 30-36% capped upside with 15% buffer, but high Tesla volatility and issuer credit risk make overall risk/return neutral.

Analysis: The note packages a short-dated call spread on TSLA funded by selling downside protection after a 15% buffer. Investors gain clarity on payoff—either a fixed 30%–36% or a linear loss beyond the buffer—useful for tactical views on Tesla. However, TSLA’s historical 1-year volatility (~55%) suggests a >30% downside move is statistically plausible, meaning the 15% protection may be inadequate. The issuer captures ~3%–8% value through funding spread and hedging charges, creating negative carry for investors seeking early exit. The structure suits investors comfortable with RBC credit risk and limited liquidity who need a defined risk/return profile for 14 months.

Credit Analyst

TL;DR: RBC’s AA- category profile supports repayment, but investors still face unsecured credit exposure and no bail-in protection.

Because the notes rank pari passu with other senior unsecured obligations, any deterioration in RBC’s credit metrics would directly impair repayment. The term sheet confirms the notes are not bail-inable, but they remain outside insured deposit frameworks. RBC’s diversified revenue mix and strong capital ratios mitigate default probability; nevertheless, investors must price this credit risk along with market risk on TSLA.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF JUNE 2025

COMMISSION FILE NUMBER 001-38976

Genmab A/S
(Exact name of Registrant as specified in its charter)

Carl Jacobsens Vej 30

2500 Valby

Denmark

+45 70 20 27 28
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  Form 40-F 

This report on Form 6-K shall be deemed to be incorporated by reference in Genmab A/S’s registration statements on Form S-8 (File No. 333-232693, 333-253519, 333-262970, 333-277273 and 333-284876) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit			Description of Exhibit
99.1			Company Announcement Dated June 30, 2025: Completion of Share Buy-back Program
99.1a			Appendix - Share buyback program - specification for June 23-26, 2025

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

			GENMAB A/S
			BY:			/s/ Anthony Pagano
						Name: Anthony Pagano
						Title: Executive Vice President & Chief Financial Officer

DATE: JUNE 30, 2025

FAQ

What is the maximum return on RBC’s Tesla-linked notes (symbol RY)?

If Tesla’s ending price is at least 85% of its starting price, holders receive a Step Up Payment of $3.00–$3.60 per $10 unit (30%–36% total return).

How much principal is protected on the RBC Market-Linked One Look Notes?

Only the first 15% decline in Tesla’s stock is buffered; beyond that, losses are 1-for-1 and up to 85% of capital can be lost.

Do the notes pay any interest or Tesla dividends during the 14-month term?

No. The notes make no periodic interest payments and investors forgo all Tesla dividends.

What fees are embedded in the offering price?

The public price includes an $0.175 underwriting discount and a $0.05 hedging charge per unit; large orders receive a reduced spread.

Who bears the credit risk for these structured notes?

All payments depend on Royal Bank of Canada’s ability to pay, as the notes are senior unsecured obligations of RBC.