Swedbank A — Capital/Financing Update 2011

Nov 2, 2011

2 November 2011

SWEDBANK AB (publ)

Issue of

SEK 600,000,000 4.00% Notes due 4 November 2014

under the

U.S.$40,000,000,000 Global Medium Term Note Programme

PART A – CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Prospectus dated 19 May 2011 (the “Prospectus”) and the supplementary prospectus dated 21 July 2011 which together constitute a base prospectus for the purposes of Directive 2003/71/EC (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 the Prospectus as so supplemented. Full information on the Issuer 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 supplementary prospectus are available for viewing at Swedbank AB (publ), Brunkbergstorg 8, SE-105 34 Stockholm, Sweden and www.swedbank.se and copies may be obtained from Swedbank AB (publ), Brunkebergstorg 8, SE-105 34 Stockholm, Sweden.

1. Issuer: Swedbank AB (publ)
2. (i) Series Number: 172
   (ii) Tranche Number: 1
3. Specified Currency or Currencies: SEK
4. Aggregate Nominal Amount: SEK 600,000,000
   (i) Series: SEK 600,000,000
   (ii) Tranche: SEK 600,000,000
5. Issue Price: 99.861 per cent of the Aggregate Nominal Amount
6. (i) Specified Denomination(s): SEK 1,000,000
   (ii) Calculation Amount: SEK 1,000,000
7. (i) Issue Date: 4 November 2011
   (ii) Interest Commencement Date: 4 November 2011
8. Maturity Date: 4 November 2014
9. Interest Basis: 4.00 per cent Fixed Rate

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1. Redemption/Payment Basis: Redemption at par
2. Change of Interest Basis or Redemption/Payment Basis: Not Applicable
3. Put/Call Options: Not Applicable
4. (i) Status of the Notes: Unsubordinated – Condition 3(a) will apply
   (a) Date Board approval for issuance of Notes obtained: Not Applicable
5. Method of distribution: Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

1. Fixed Rate Note Provisions: Applicable
   (Condition 4(a))
   (i) Rate(s) of Interest: 4.00 per cent per annum payable annually
   (ii) Interest Payment Date(s): 4 November in each year up to and including the Maturity Date
   (iii) Fixed Coupon Amount(s): SEK 40,000 per Calculation Amount
   (iv) Broken Amount(s): Not Applicable
   (v) Day Count Fraction: 30/360
   (vi) Determination Dates: Not Applicable
   (vii) Other terms relating to the method of calculating interest for Fixed Rate Notes: Not Applicable

2. Floating Rate Note Provisions: Not Applicable

3. Zero Coupon Note Provisions: Not Applicable
4. Index-Linked Interest Note/other variable-linked interest Note Provisions: Not Applicable
5. Dual Currency Interest Note Provisions: Not Applicable

PROVISIONS RELATING TO REDEMPTION

1. Issuer Call: Not Applicable
2. Investor Put: Not Applicable

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1. Final Redemption Amount: SEK 1,000,000 per Calculation Amount
2. Early Redemption Amount: As per Condition 5(e)

Early Redemption Amount(s) payable on redemption for taxation reasons or on Event of Default or other early redemption and/or the method of calculating the same (if required or if different from that set out in Condition 5(e)):

GENERAL PROVISIONS APPLICABLE TO THE NOTES

1. Form of Notes:

(i) Form: Bearer Notes:
Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Bearer Notes only upon an Exchange Event.

(ii) New Global Note: No

1. Financial Centre(s) or other special provisions relating to Payment Days: Stockholm
2. Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): No
3. Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made [and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment]: Not Applicable
4. Details relating to Instalment Notes:

(i) Instalment Amount(s): Not Applicable
(ii) Instalment Date(s): Not Applicable

1. Redenomination, renominalisation and reconventioning provisions: Not Applicable
2. Consolidation provisions: Not Applicable
3. Additional U.S. Federal Income Tax Considerations: Not Applicable
4. Other final terms: Not Applicable

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DISTRIBUTION

1. (i) If syndicated, names of Managers: Not Applicable
   (ii) Date of Subscription Agreement: Not Applicable
   (iii) Stabilising Manager(s) (if any): Not Applicable

2. If non-syndicated, name of Dealer: Swedbank AB (publ)
   SE-105 34 Stockholm
   Sweden

3. Whether TEFRA D rules are applicable or TEFRA D rules are not applicable:

4. Additional selling restrictions: Not Applicable

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required for issue and admission to trading on the EEA Regulated Market of the London Stock Exchange and listing on the Official List of the UK Listing Authority of the Notes described herein pursuant to the U.S.$40,000,000,000 Global Medium Term Note Programme of Swedbank AB (publ).

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.

Signed on behalf of the Issuer:

By:
Duly authorised Angela Frati

Martin Rydin

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PART B – OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

(i) Listing: London

(ii) Admission to trading: Application has been made for the Notes to be admitted to trading on the London Stock Exchange with effect from 4 November 2011.

(iii) Estimate of total expenses related to admission to trading: Not Applicable

2. RATINGS

Ratings: The Notes to be issued are expected to be assigned the following rating:

S & P: A
Moody’s: A2
Fitch: A

Each such rating agency is established in the European Union and has applied for registration under Regulation (EC) No. 1060/2009, although notification of the corresponding registration decision has not yet been provided by the relevant competent authority.

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER

Save for any fees payable to the Dealers, so far as the Issuer 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: See “Use of Proceeds” wording in Prospectus

(ii) Estimated net proceeds: SEK 599,166,000

(iii) Estimated total expenses: Not Applicable

5. Fixed Rate Notes only – YIELD

Indication of yield: 4.05 per cent
The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

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1. Index-Linked or other variable-linked Notes only – PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE AND OTHER INFORMATION CONCERNING THE UNDERLYING

Not Applicable

1. Dual Currency Notes only – PERFORMANCE OF RATE OF EXCHANGE

Not Applicable

1. OPERATIONAL INFORMATION

(i) ISIN Code: XS0701703455
(ii) Common Code: 070170345
(iii) Cusip: Not Applicable
(iv) CINS: Not Applicable
(v) Swiss Security Number: Not Applicable
(vi) Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking société anonyme and SIX SIS Ltd (together with the address of each such clearing system) and the relevant identification number(s): Not Applicable
(vii) Settlement procedures: Customary MTN settlement and payment procedures apply
(viii) Delivery: Delivery against payment
(ix) Names and addresses of additional Paying Agent(s) (including, in the case of Swiss Domestic Notes, the Principal Swiss Paying Agent and any other Swiss Paying Agents) (if any): Not Applicable
(x) Intended to be held in a manner which would allow Eurosystem eligibility: No

1. Swiss Domestic Notes only – ADDITIONAL INFORMATION

Not Applicable