ROYAL BANK OF CANADA SEC Filings

Royal Bank of Canada is offering Auto-Callable Contingent Coupon Barrier Notes linked to the least performing of the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing on January 14, 2030. The Notes pay a contingent coupon of $23.00 per $1,000 (2.30% per quarter, 9.20% per year) only if, on each observation date, all three indices are at or above 75% of their initial values. Beginning in January 2027, the Notes are automatically called if, on a call observation date, each index is at or above its initial value, in which case investors receive $1,000 per Note plus any due coupon and no further payments.

If the Notes are not called and the worst-performing index on the valuation date is at or above 60% of its initial value, investors receive full principal back (and any coupon due). If that index is below 60%, repayment is reduced one-for-one with its loss, and investors can lose a substantial portion or all of their principal. The price to the public is 100% of principal, with 1.00% underwriting discounts, and the initial estimated value is expected to be between $914.50 and $964.50 per $1,000, reflecting fees and hedging costs.

Royal Bank of Canada is offering senior unsecured notes linked to the S&P 500® Index with a stated maturity date of March 22, 2028. Each note has a $1,000 principal amount, with $9,010,000 in aggregate principal at issuance, and does not pay interest.

The initial underlier level is 6,905.74 and the threshold level is 85.00% of that value. If, on the determination date, the S&P 500® is at or above the threshold level, investors receive a fixed threshold settlement amount of $1,180.00 per $1,000 note, capping the maximum return at 18%. If the final level is below the threshold, repayment is reduced on a leveraged basis and investors can lose up to their entire principal.

The notes will not be listed on any exchange and are subject to Royal Bank of Canada’s credit risk. The initial estimated value is $996.72 per $1,000 note, lower than the original issue price, and secondary market prices may be significantly below the amount paid.

Royal Bank of Canada is offering $2,752,000 of market-linked senior unsecured notes tied to the S&P 500® Index, each with a $1,000 face amount and maturing on January 3, 2028. The notes provide 125% upside participation if the index rises, but gains are capped at a maximum return of 19.10%, for a maximum maturity payment of $1,191 per note.

If the index finishes between the starting value and a 10% buffer below it (the threshold value at 90% of the starting level), investors receive back the $1,000 face amount. If the index ends below the threshold, principal is reduced 1-for-1 beyond the 10% buffer, with losses up to 90% of face value in a worst case. The initial estimated value is $971.52 per note, lower than the $1,000 offering price, reflecting dealer discounts, hedging costs and RBC’s internal funding rate. The notes pay no interest, are not insured, and all payments depend on the credit of Royal Bank of Canada.

Royal Bank of Canada is offering auto-callable contingent coupon barrier notes linked to the weaker performer of Amazon.com, Inc. and Deere & Company stock. The notes pay a contingent quarterly coupon of $22.50 per $1,000 (2.25% per quarter, 9.00% per year) only if both stocks are at or above a coupon threshold set at 51.40% of their initial values on each observation date, with a memory feature that can make up missed coupons later.

The notes can be automatically called quarterly if both underliers are at or above their initial levels, returning $1,000 plus due coupons. If they are not called and, at maturity in January 2029, the worst-performing stock is at or above its barrier, investors receive full principal back plus any due coupons; if it is below the barrier, repayment is reduced one-for-one with that stock’s loss, potentially to zero. The initial estimated value is expected between $922 and $972 per $1,000, and all payments depend on Royal Bank of Canada’s credit and the complex U.S. tax treatment described.

Royal Bank of Canada is offering $500,000 of Auto-Callable Contingent Coupon Geared Buffer Notes with Memory Coupon linked to the Class C stock of Alphabet Inc. The notes are priced at 100% of principal, with 1.00% in underwriting discounts, resulting in $495,000 of proceeds to Royal Bank of Canada.

For each $10,000 note, investors may receive quarterly contingent coupons of $283.50 if Alphabet’s closing value on the observation date is at or above 80% of the initial value of $314.96 (a $251.97 threshold). Missed coupons have a “memory” feature and can be paid later if conditions are met. The notes are automatically called if Alphabet’s value on a call observation date is at or above the initial value, returning $10,000 plus due coupons.

If not called, investors receive $10,000 at maturity per note if the final Alphabet value is at or above the 80% buffer. If it is below that buffer, investors receive about 39.69 Alphabet shares per $10,000 note, which may be worth significantly less than principal and could result in a substantial or total loss. The initial estimated value is $9,864.26 per $10,000 note, below the public offering price, and all payments are subject to Royal Bank of Canada’s credit and tax risks.

Royal Bank of Canada is offering Redeemable Fixed Rate Notes under its Series J medium-term note program. The Notes pay fixed interest at 5.00% per annum, with interest paid semiannually on January 15 and July 15, starting July 15, 2026, until maturity on January 15, 2038, if not redeemed earlier. The minimum investment is $1,000, in denominations of $1,000.

RBC may, at its option, redeem all (but not part) of the Notes on the January 15, 2028 interest payment date and on any subsequent interest payment date, paying principal plus the applicable interest. The Notes are bail-inable, meaning they may be converted into common shares or otherwise affected under Canadian bail-in powers if RBC becomes non-viable. RBC Capital Markets, LLC acts as underwriter, purchasing the Notes at prices between $980 and $1,000 per $1,000 principal, and may pay selling concessions to selected dealers.

Royal Bank of Canada is offering bail-inable Redeemable Fixed Rate Notes due January 16, 2029 as part of its Senior Global Medium-Term Notes, Series J program. The Notes pay fixed interest at 4.05% per annum, with interest paid semiannually on January 16 and July 16 of each year, starting July 16, 2026, using a 30/360 day-count convention.

The Notes are issued in minimum denominations of $1,000 and may be redeemed at the bank’s option, in whole but not in part, on the January 16, 2027 interest date and on any later interest payment date, with payment of principal plus the applicable interest. RBC Capital Markets, LLC will act as underwriter and calculation agent, purchasing the Notes at prices between $992.50 and $1,000.00 per $1,000 principal amount and may pay up to $7.50 per $1,000 to selected dealers as selling concessions.

The Notes are subject to Canadian bail-in powers, meaning they can be converted into common shares of Royal Bank of Canada or an affiliate, or varied or extinguished, under the CDIC Act if regulators exercise bail-in powers. They are not insured by Canadian or U.S. deposit insurance agencies, and investors are exposed to the bank’s credit risk and the specific structural and market risks described in the risk sections of the related offering documents.

Royal Bank of Canada is offering senior unsecured notes linked to an equally weighted basket of 10 large U.S. stocks, including AIG, CME Group, Duke Energy, Kraft Heinz, Coca-Cola, Philip Morris and Verizon. The notes have a trade date of December 31, 2025 and are scheduled to mature on January 6, 2031.

Each note has a $1,000 principal amount and a price to the public of 100.00%, with proceeds to Royal Bank of Canada of 96.80% after underwriting discounts and commissions of 3.20%. At maturity, investors receive $1,000 plus 100% of any positive basket return; if the basket is flat or down, they receive only the $1,000 principal, subject to the bank’s credit risk.

The initial estimated value is expected to be between $900 and $950 per $1,000, reflecting underwriting, structuring and hedging costs. The notes are expected to have limited liquidity, and secondary market prices may be substantially below the purchase price. For U.S. tax purposes, Royal Bank of Canada intends to treat the notes as contingent payment debt instruments, requiring annual interest accruals, and expects Section 871(m) withholding generally will not apply to Non-U.S. holders based on current determinations.

Royal Bank of Canada is offering $395,000 of Auto-Callable Enhanced Return Dual Directional Barrier Notes linked to the least performing of General Motors and Tesla common stock. These senior notes may be automatically called on January 4, 2027 if each stock closes at or above its initial value, paying $1,400 per $1,000 of principal and then terminating.

If not called, the notes mature on January 4, 2029. At maturity, investors get enhanced upside with a 150% participation rate if the weaker stock finishes above its initial value. If the weaker stock is below its initial value but at or above a 50% barrier, the payoff tracks the absolute value of its return, capped at a 50% gain. If it finishes below the barrier, principal is reduced one-for-one with the loss, and a substantial or total loss is possible.

The price to the public is 100% of principal, with underwriting discounts of 2.50%, so proceeds to Royal Bank of Canada are 97.50%. The initial estimated value is $971.54 per $1,000, reflecting internal funding and hedging costs. The issuer’s counsel views the notes as prepaid financial contracts for U.S. tax purposes, though the treatment is not certain.