LYG 6-K adds AT1 indenture and legal opinions to Form F-3

Rhea-AI Filing Summary

Lloyds Banking Group plc reported the issuance of $1,000,000,000 aggregate principal amount of Fixed Rate Reset Additional Tier 1 Perpetual Subordinated Contingent Convertible Securities. The company furnished a Form 6-K to provide documents related to this issuance for incorporation into its Form F-3 (File No. 333-287829).

The filing includes a Tenth Supplemental Indenture to the Capital Securities Indenture and legal opinions from CMS Cameron McKenna Nabarro Olswang LLP and Davis Polk & Wardwell London LLP. These materials formalize the terms and validity of the AT1 securities within the registration framework.

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

FORM 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer Pursuant to Rule 13a-16
OR 15d-16 UNDER the Securities Exchange Act of 1934

For November 3, 2025

Commission File Number: 001-15246

LLOYDS BANKING GROUP PLC

33 Old Broad Street

London EC2N 1HZ

United Kingdom

(Address of principal executive offices)

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 __X__ Form 40-F _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

EXPLANATORY NOTE

In connection with the issuance by Lloyds Banking Group plc of $1,000,000,000 aggregate principal amount of Fixed Rate Reset Additional Tier 1 Perpetual Subordinated Contingent Convertible Securities, Lloyds Banking Group plc is filing the following document solely for incorporation into the Registration Statement on Form F-3 (File No. 333-287829):

Exhibit List

Exhibit No.	Description
4.1	Tenth Supplemental Indenture to the Capital Securities Indenture among Lloyds Banking Group plc, The Bank of New York Mellon, acting through its London Branch and The Bank of New York Mellon SA/NV, Dublin Branch, dated as of November 3, 2025
5.1	Opinion of CMS Cameron McKenna Nabarro Olswang LLP
5.2	Opinion of Davis Polk & Wardwell London LLP

SIGNATURES

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. 

	LLOYDS BANKING GROUP PLC  (Registrant)
Dated: November 3, 2025	By:	/s/ Kristofer Middleton
		Name:	Kristofer Middleton
		Title:	Head of Term Issuance and Capital Structuring

FAQ

What did LYG report in this Form 6-K?

Lloyds Banking Group plc disclosed the issuance of $1,000,000,000 of Fixed Rate Reset AT1 Perpetual Subordinated Contingent Convertible Securities and filed related exhibits.

Which registration statement does this 6-K support for LYG?

The materials are incorporated into the company’s Form F-3 (File No. 333-287829).

What exhibits did LYG include with the 6-K?

A Tenth Supplemental Indenture and legal opinions from CMS Cameron McKenna Nabarro Olswang LLP and Davis Polk & Wardwell London LLP.

What type of securities did LYG issue?

Fixed Rate Reset Additional Tier 1 Perpetual Subordinated Contingent Convertible Securities.

Who signed the 6-K for LYG?

It was signed by Kristofer Middleton, Head of Term Issuance and Capital Structuring.