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Natwest Group PLC

Prospectus Sep 26, 2022

4644_prs_2022-09-26_78165a26-0385-4725-92e3-52144f1907d7.pdf

Prospectus

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SUPPLEMENTARY PROSPECTUS DATED 26 SEPTEMBER 2022

NatWest Group plc

(Incorporated in Scotland with limited liability under the Companies Acts 1948 to 1980, registered number SC045551)

£40,000,000,000 Euro Medium Term Note Programme

This supplement (the "4 th Supplementary Prospectus") to the Prospectus dated 7 December 2021 (as supplemented, the "Prospectus"), which comprises a base prospectus for the purpose of Regulation (EU) 2017/1129, constitutes a supplementary prospectus for the purposes of Article 23 of the Regulation (EU) 2017/1129 as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation") and has been prepared in connection with the £40,000,000,000 Euro Medium Term Note Programme (the "Programme") established by NatWest Group plc (the "Issuer" or "NatWest Group"). Terms defined in the Prospectus have the same meaning when used in this 4 th Supplementary Prospectus. This 4 th Supplementary Prospectus is supplemental to, and should be read in conjunction with, the Prospectus and the documents incorporated by reference therein.

This 4 th Supplementary Prospectus has been approved by the United Kingdom Financial Conduct Authority (the "FCA"), as competent authority under the UK Prospectus Regulation. The FCA only approves this 4 th Supplementary Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Such approval should not be considered as an endorsement of the Issuer that is the subject of this 4 th Supplementary Prospectus. With effect from the date of this 4 th Supplementary Prospectus the information appearing in, or incorporated by reference into, the Prospectus shall be supplemented in the manner described below.

The Issuer accepts responsibility for the information contained in this 4 th Supplementary Prospectus. To the best of the knowledge of the Issuer such information is in accordance with the facts and makes no omission likely to affect its import.

Purpose of the Supplementary Prospectus

The purpose of this 4 th Supplementary Prospectus is to update certain information relating to the long-term credit rating assigned by Moody's Investors Service Ltd. to the Issuer.

Updating the long-term credit rating of the Issuer

From 23 September 2022, the long-term credit rating assigned by Moody's Investors Service Ltd. to the Issuer shall be "A3" and references to "Baa1" in the Prospectus shall be updated accordingly.

Other Information

To the extent that there is any inconsistency between any statement in this 4 th Supplementary Prospectus and any other statement in or incorporated by reference in the Prospectus, the statements in this 4 th Supplementary Prospectus will prevail.

Save as disclosed in this 4 th Supplementary Prospectus no other significant new factor, material mistake or material inaccuracy relating to information included in the Prospectus has arisen or been noted, as the case may be, since the publication of the Prospectus.

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