Lloyds Banking Group PLC — Capital/Financing Update 2018

Jun 21, 2018

MIFID II product governance / Professional investors and ECPs only target market: Solely for the purposes of each manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, "MiFID II); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor) should take into consideration the manufacturers' target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.

PROHIBITION OF SALES TO EEA RETAIL INVESTORS: The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; or (ii) a customer within the meaning of Directive 2002/92/EC ("IMD"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

Final Terms dated 20 June 2018

Lloyds Bank plc

Issue of USD 50,000,000 Callable Zero Coupon Notes due June 2048 under the Global Medium Term Note Programme

PART A — CONTRACTUAL TERMS

These Final Terms constitute Issue Terms for the purposes of the Base General Conditions. Terms used herein shall be deemed to be defined as such for the purposes of the Base Conditions set forth in the Prospectus dated 17 April 2018 and the supplemental prospectus dated 26 April 2018 which together constitute a base prospectus for the purposes of the Prospectus Directive. This document constitutes the final terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Prospectus as so supplemented. Full information on the Bank and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus as so supplemented. The Prospectus and the supplemental prospectus are available for viewing at www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and copies may be obtained from Lloyds Bank plc, 25 Gresham Street, London EC2V 7HN.

The expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State) and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.

1. Issuer: Lloyds Bank plc (the "Bank")
2. (i) Series Number: WMTN0258
   (ii) Tranche Number: 1

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3 Specified Currency
United States Dollars (“USD”)

4 Aggregate Nominal Amount
(i) Series: USD 50,000,000
(ii) Tranche: USD 50,000,000

5 Issue Price
100.00 per cent. of the Aggregate Nominal Amount

6 (i) Specified Denominations: USD 1,000,000
(ii) Calculation Amount: USD 1,000,000

7 (i) Issue Date: 22 June 2018
(ii) Trade Date: 7 June 2018

8 Maturity Date
22 June 2048, subject to early redemption

9 Business Day Convention
Modified Following Business Day Convention (Unadjusted)

10 Business Centre(s)
London and New York

11 Calculation Agent
Citibank, N.A., London Branch

12 Alternative Currency Equivalent
Not Applicable

13 Synthetic Currency Asset Conditions
Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14 Fixed Rate Note Provisions
Not Applicable

15 Floating Rate Note Provisions
Not Applicable

16 Zero Coupon Note Provisions
Applicable
(i) Amortisation Yield: 5.07 per cent. per annum
(ii) Amortisation Yield compounding basis: Compounded annually
(iii) Day Count Fraction: 30/360

17 Index Linked Interest Provisions
Not Applicable

18 Inflation Linked Interest Provisions
Not Applicable

19 Currency Linked Interest Provisions
Not Applicable

20 Commodity Linked Interest Provisions
Not Applicable

21 Rate Linked Interest Provisions
Not Applicable

22 Multi-Asset Basket Linked Interest Provisions
Not Applicable

23 Structured Floating Rate Coupon
Not Applicable

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24 Inverse Floating Rate Coupon Not Applicable
25 Fixed Rate Step-Up/Step-Down Coupon Not Applicable
26 Fixed to Floating Coupon Not Applicable
27 Floating to Fixed Coupon Not Applicable
28 Fixed to Floating Switchable Coupon Not Applicable
29 Floating to Fixed Switchable Coupon Not Applicable
30 Fixed Rate Range Accrual Coupon Not Applicable
31 Floating Rate Range Accrual Coupon Not Applicable
32 Fixed Rate Dual Range Accrual Coupon Not Applicable
33 Floating Rate Dual Range Accrual Coupon Not Applicable
34 Digital Coupon Not Applicable
35 Inflation-Linked Coupon Not Applicable
36 Inflation Protected Coupon Not Applicable
37 Performance Coupon Not Applicable
38 Annualised Performance Coupon Not Applicable

PROVISIONS RELATING TO REDEMPTION

39 Put/Call Options Call Option

40 Call Option Applicable

(i) Optional Redemption Date(s): See table below
(ii) Optional Redemption Amount(s): See table below
(iii) If redeemable in part:
(a) Minimum Redemption Amount: Not Applicable
(b) Maximum Redemption Amount: Not Applicable
(iv) Call Option Business Centre(s): London and New York
(v) Notice period: At least five (5) London and New York Business Days prior to the relevant Optional Redemption Date

Optional Redemption Date	Optional Redemption Amount (per Calculation Amount) (in USD)

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22 June 2023	1,280,541.51
22 June 2024	1,345,464.97
22 June 2025	1,413,680.04
22 June 2026	1,485,353.62
22 June 2027	1,560,661.05
22 June 2028	1,639,786.56
22 June 2029	1,722,923.74
22 June 2030	1,810,275.97
22 June 2031	1,902,056.96
22 June 2032	1,998,491.25
22 June 2033	2,099,814.76
22 June 2034	2,206,275.37
22 June 2035	2,318,133.53
22 June 2036	2,435,662.90
22 June 2037	2,559,151.01
22 June 2038	2,688,899.96
22 June 2039	2,825,227.19
22 June 2040	2,968,466.21
22 June 2041	3,118,967.45
22 June 2042	3,277,099.10
22 June 2043	3,443,248.02
22 June 2044	3,617,820.69
22 June 2045	3,801,244.20
22 June 2046	3,993,967.29
22 June 2047	4,196,461.43

41 Put Option
Not Applicable

42 Target Auto Redemption
Not Applicable

43 Autocall
Not Applicable

44 Final Redemption Amount
USD 4,409,222.02 per Calculation Amount

45 Early Redemption Amount
Amortised Face Amount in accordance with
Condition 7(b)(i) of the Base General
Conditions

46 Unwind Costs:
Applicable

47 Expenses
Not Applicable

48 Index Linked Redemption Provisions
Not Applicable

49 Inflation Protected Redemption Provisions
Not Applicable

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50 Currency Linked Redemption Provisions
Not Applicable

51 Commodity Linked Redemption Provisions
Not Applicable

52 Rate Linked Redemption Provisions
Not Applicable

53 Multi-Asset Basket Linked Redemption Provisions
Not Applicable

54 Performance Redemption
Not Applicable

55 Performance Plus Downside Redemption
Not Applicable

56 Performance Plus Conditional Downside Redemption
Not Applicable

57 Absolute Performance Redemption
Not Applicable

58 Reverse Convertible Redemption
Not Applicable

59 Reverse Convertible Plus Conditional Downside Redemption
Not Applicable

60 Inflation Protected Redemption
Not Applicable

61 Dual Currency Redemption
Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

62 Form of Notes
Bearer Notes - Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note

63 New Global Note
No

64 Additional Disruption Events
Not Applicable

65 Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature)
Not Applicable

66 Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made
Not Applicable

DISTRIBUTION

67 U.S. Selling Restrictions
Reg S Category 2; TEFRA D

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LISTING AND ADMISSION TO TRADING APPLICATION

These Final Terms comprise the final terms required for issue and admission to trading of the Notes described herein pursuant to the Global Medium Term Note Programme of Lloyds Bank plc.

Signed on behalf of the Bank:

By:

Duly authorised

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7

PART B — OTHER INFORMATION

1 LISTING AND ADMISSION TO TRADING

(i) Listing and admission to trading: Application is expected to be made by the Bank (or on its behalf) for the Notes to be listed on the Official List of the UK Listing Authority and to be admitted to trading on the regulated market of the London Stock Exchange with effect from the Issue Date.

(ii) Estimate of total expenses related to admission to trading: GBP 1,750 + VAT

2 RATING

Ratings: The Notes to be issued have not been rated

3 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save as discussed in “Selling Restrictions”, so far as the Bank is aware, no person involved in the offer of the Notes has an interest material to the offer.

4 REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer: Please refer to the section titled “Use of Proceeds” in the Base Prospectus

(ii) Estimated net proceeds: Not Applicable

(iii) Estimated total expenses: Not Applicable

5 OPERATIONAL INFORMATION

ISIN: XS1838055256

Common Code: 183805525

CFI: Not Applicable

FISN: Not Applicable

Swiss Securities Number Not Applicable (Valorenummer):

WKN Number Not Applicable (Wertpapierkennnummer):

Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, S.A. and the relevant identification number(s): Delivery: Delivery against payment

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Names and addresses of additional Not Applicable
Paying Agent(s) (if any):

6
ADDITIONAL US FEDERAL The Notes are not Specified ELIs for
INCOME TAX CONSIDERATIONS purposes of Section 871(m) of the U.S.
7
INDEX DISCLAIMER Not Applicable