Sumitomo Mitsui adds 6.95% perpetual notes form to shelf

SUMITOMO MITSUI FINANCIAL GROUP, INC.

Rhea-AI Filing Summary

SUMITOMO MITSUI FINANCIAL GROUP, INC. (SMFG) furnished a report that makes several exhibits part of its existing shelf registration statement on Form F-3, including the form of 6.950% Perpetual Subordinated Notes.

The report also files related legal opinions from Nagashima Ohno & Tsunematsu and Davis Polk & Wardwell LLP, including an opinion on U.S. tax matters, along with associated consents, thereby completing key documentation for potential future issuances of these subordinated notes under the shelf.

Filing Explained

This September 10 Form 6-K incorporates the note form and related legal opinions into SMFG’s Form F-3 prospectus from the filing date, making them part of the prospectus framework for potential future issuances.

Key Figures

Coupon rate of Perpetual Subordinated Notes: 6.950%

1 metrics

Coupon rate of Perpetual Subordinated Notes 6.950% Stated in the title of the form of 6.950% Perpetual Subordinated Notes included as Exhibit 4.1

Key Terms

Perpetual Subordinated Notes, registration statement on Form F-3, incorporated by reference, U.S. tax matters

4 terms

Perpetual Subordinated Notes financial

"Form of 6.950% Perpetual Subordinated Notes"

registration statement on Form F-3 regulatory

"registration statement on Form F-3 (File No. 333-276219)"

A registration statement on Form F-3 is a streamlined filing used by eligible foreign companies to register securities for sale in the U.S., often as a “shelf” that lets them offer shares quickly when market conditions are right. For investors it matters because it signals that the company can raise capital on short notice—potentially increasing liquidity but also the risk of share dilution if new stock is issued—similar to a company keeping a pre-approved credit line ready to use.

incorporated by reference regulatory

"shall be deemed be incorporated by reference into the prospectus"

U.S. tax matters financial

"Opinion of Davis Polk & Wardwell LLP, as to U.S. tax matters"

FAQ

What did SMFG file regarding its 6.950% Perpetual Subordinated Notes?

SMFG furnished a report that includes the form of 6.950% Perpetual Subordinated Notes as an exhibit. This form is now incorporated by reference into the prospectus forming part of its existing Form F-3 registration statement.

How does this 6-K relate to SMFG (SMFG)'s Form F-3 shelf registration?

The information and exhibits in this report are incorporated by reference into SMFG’s prospectus under its Form F-3 registration statement (File No. 333-276219) and are deemed part of that prospectus from the date the report is furnished.

What legal opinions did SMFG provide in this 6-K?

The report includes an opinion from Nagashima Ohno & Tsunematsu, an opinion from Davis Polk & Wardwell LLP, and a separate Davis Polk opinion on U.S. tax matters, which is included within the main Davis Polk opinion exhibit.

Are there consents included in SMFG (SMFG)'s September 2026 6-K?

Yes. The report includes a consent of Nagashima Ohno & Tsunematsu and a consent of Davis Polk & Wardwell LLP, each incorporated within the respective legal opinion exhibits.

Who signed SMFG (SMFG)'s September 2026 Form 6-K?

The report was signed on behalf of SMFG by Kazuyuki Anchi, who is identified as Senior Managing Executive Officer and Group Chief Financial Officer, dated September 10, 2026.

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Available on EDGAR 09/10/2026 - 11:45 AM Accepted by SEC EDGAR 09/10/2026 - 11:44 AM Learn about SEC filing dates

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 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

Commission File Number 001-34919

SUMITOMO MITSUI FINANCIAL GROUP, INC.

(Translation of registrant’s name into English)

1-2, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan

(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 ☒ or Form 40-F ☐

THE INFORMATION AND EXHIBITS SET FORTH IN THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE INTO THE PROSPECTUS FORMING A PART OF SUMITOMO MITSUI FINANCIAL GROUP, INC.’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-276219) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

EXHIBIT INDEX

Exhibit No.		Description
4.1		Form of 6.950% Perpetual Subordinated Notes
5.1		Opinion of Nagashima Ohno & Tsunematsu
5.2		Opinion of Davis Polk & Wardwell LLP
8.1		Opinion of Davis Polk & Wardwell LLP, as to U.S. tax matters (included in exhibit 5.2)
23.1		Consent of Nagashima Ohno & Tsunematsu (included in exhibit 5.1)
23.2		Consent of Davis Polk & Wardwell LLP (included in exhibit 5.2)

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.

Sumitomo Mitsui Financial Group, Inc.
By:		/s/ Kazuyuki Anchi
		Name:		Kazuyuki Anchi
		Title:		Senior Managing Executive Officer  Group Chief Financial Officer

Date: September 10, 2026

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-4.1 FORM OF 6.950% PERPETUAL SUBORDINATED NOTES 134.1 KB
• EX-5.1 OPINION OF NAGASHIMA OHNO & TSUNEMATSU 20.8 KB
• EX-5.2 OPINION OF DAVIS POLK & WARDWELL LLP 8.2 KB