UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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NatWest Group plc (Exact name of registrant as specified in its charter) | ||
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United Kingdom (State of incorporation or organization) |
None (I.R.S. Employer Identification No.) | |
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NatWest Group plc 250 Bishopsgate London EC2M 4AA United Kingdom (Address of principal executive offices) | ||
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Title
of each class |
Name
of each exchange on which | |
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$750,000,000 Fixed-to-Fixed Reset Rate Subordinated Tier 2 Notes due 2047
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New York Stock Exchange | |
| ____________________________ | ||
| If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. : x | ||
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If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. o | ||
| Securities Act registration statement file number to which this form relates: 333-284008 | ||
| Securities to be registered pursuant to Section 12(g) of the Act: None. | ||
INFORMATION REQUIRED IN REGISTRATION STATEMENT
The Registrant has filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933 a prospectus supplement dated February 26, 2026 (the “Prospectus Supplement”) to a Prospectus dated December 23, 2024 (the “Prospectus”) relating to the securities to be registered hereunder included in the Registrant’s automatic shelf Registration Statement on Form F-3 (File No. 333-284008), which became automatically effective on December 23, 2024. The Registrant incorporates by reference the Prospectus and the Prospectus Supplement to the extent set forth below.
Item 1. Description of Registrant’s Securities to be Registered
The information required by this item is incorporated herein by reference to the information contained in the sections captioned “Description of Debt Securities” on pages 5 through 14 of the Prospectus, “Description of the Subordinated Notes” on pages S-21 through S-31, and “UK and U.S. Federal Tax Consequences”, on pages S-32 through S-35 of the Prospectus Supplement.
Item 2. Exhibits
Pursuant to the Instructions as to Exhibits with respect to Form 8-A, the following exhibits are being filed with the Commission in connection with this Registration Statement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned, thereunto duly authorized.
| NatWest Group plc (Registrant) | ||
| Date: March 3, 2026 | By: | /s/ Mark Stevens |
| Name: | Mark Stevens | |
| Title: | Assistant Secretary | |
EXHIBIT INDEX