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National Rural Utilities (NRUC) offers $900K 3.76% Series D note

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

National Rural Utilities Cooperative Finance Corporation is offering $900,000 of Medium-Term Notes, Series D, under its existing shelf program. The notes bear interest at 3.76% per annum, are priced at 100% of principal amount, and will be issued on December 15, 2025 with a scheduled maturity on December 15, 2026. Interest is payable twice a year on January 15 and July 15, to holders of record on January 1 and July 1, and there is no redemption date specified. A legal opinion from Hogan Lovells US LLP states that, after proper authorization and issuance, these notes will be valid and binding obligations of the company, subject to standard bankruptcy and equity-related limitations.

Positive

  • None.

Negative

  • None.


Rule 424 (b) (3)
Registration No.: 333-275151



NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION

Medium-Term Notes, Series D
Due Nine Months or More from Date of Issue

Trade DateDecember 10, 2025
Pricing Supplement No. 10406
Pricing Supplement DateDecember 10, 2025
Prospectus Supplement DateOctober 27, 2023
Base Prospectus DateOctober 24, 2023
Principal Amount$900,000.00
Issue Price100% of Principal Amount
Original Issue DateDecember 15, 2025
Maturity DateDecember 15, 2026
Interest Rate3.76% per annum
Regular Record DatesEach January 1 and July 1
Interest Payment DatesEach January 15 and July 15
Redemption DateNone
Agents Commission None
Form of Note: (Book-Entry or Certificated)
Certificated
Other TermsNone
Medium-Term Notes, Series D may be issued by the Company in an unlimited aggregate principal amount.

Validity of the Medium-Term Note

In the opinion of Hogan Lovells US LLP, as counsel to the Company, following (i) receipt by the Company of the consideration for the notes specified in applicable resolutions of the board of directors of the Company and (ii) the due execution, authentication, issuance and delivery of the notes pursuant to the terms of the indenture and the applicable underwriting, agency or distribution agreement against payment therefor, the notes offered by this pricing supplement will constitute valid and binding obligations of the Company, subject to the effect of (a) bankruptcy, insolvency, reorganization, receivership, moratorium and other laws affecting creditors’ rights and remedies (including, without limitation, the effect of statutory and other law regarding fraudulent conveyances and fraudulent, preferential or voidable transfers), and (b) the exercise of judicial discretion and the application of principles of equity, good faith, fair dealing, reasonableness, conscionability and materiality (regardless of whether the applicable agreements are considered in a proceeding in equity or at law), including, without limitation, principles limiting the availability of specific performance and injunctive relief.

This opinion is based as to matters of law solely on applicable provisions of the following, as currently in effect: (i) the District of Columbia General Cooperative Association Act of 2010 and (ii) the laws of the State of New York (but not including any laws, statutes, ordinances, administrative decisions, rules or regulations of any political subdivision below the state level). In addition, this opinion is subject to customary assumptions about the trustee’s authorization, execution and delivery of the indenture and its authentication of the notes and the validity, binding nature and enforceability of the indenture with respect to the trustee, all as stated in the letter of such counsel dated October 27, 2023, which has been filed as an exhibit to a Current Report on Form 8-K by the Company on October 27, 2023.

FAQ

What is National Rural Utilities (NRUC) offering in this 424B3 filing?

National Rural Utilities Cooperative Finance Corporation is offering $900,000 of Medium-Term Notes, Series D, due more than nine months from the date of issue.

What are the key terms of NRUC's Medium-Term Notes, Series D?

The notes have a principal amount of $900,000, an issue price of 100% of principal, a fixed interest rate of 3.76% per annum, an original issue date of December 15, 2025, and a maturity date of December 15, 2026.

How and when will interest be paid on NRUC's 3.76% notes?

Interest on the notes is paid semiannually on January 15 and July 15 of each year, to holders of record on the preceding January 1 and July 1, at a rate of 3.76% per annum.

Is there any redemption feature or agent commission on these NRUC notes?

The terms specify no redemption date and indicate that the agent's commission is none, meaning no separate selling commission is listed in the terms provided.

Are NRUC's Medium-Term Notes, Series D considered valid and binding obligations?

Hogan Lovells US LLP opines that, after proper authorization, execution, authentication, issuance and delivery, the notes will be valid and binding obligations of the company, subject to customary limitations related to bankruptcy, insolvency, and equitable principles.

Which laws govern NRUC's Medium-Term Notes described in this document?

The legal opinion is based on the District of Columbia General Cooperative Association Act of 2010 and the laws of the State of New York, as currently in effect.

National Rural Utilities Cooperative Finance Corp

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