加拿大皇家银行美股招股说明书(2025-05-22版)

Royal Bank of Canada is offering Enhanced Return Barrier Notes (the “Notes”) linked to the performanceof the EURO STOXX 50®Index (the “Underlier”).Enhanced Return Potential— If the Final Underlier Value is greater than the Initial Underlier Value, at maturity, investors will receive a return equal to at least 150% of the Underlier Return(to be determined on the Trade Date).Contingent Return of Principal at Maturity— If the Final Underlier Value is less than or equalto the Initial Underlier Value, but is greater than or equal to the Barrier Value (75% of the InitialUnderlier Value), at maturity, investors will receive the principal amount of their Notes. If the FinalUnderlier Value is less than the Barrier Value, at maturity, investors will lose 1% of the principalamount of their Notes for each 1% that the Final Underlier Value is less than the Initial UnderlierValue.The Notes do not pay interest.Any payments on the Notes are subject to our credit risk.The Notes will not be listed on any securities exchange.CUSIP:78017K2M3 Investing in the Notes involves a number of risks. See “Selected Risk Considerations” beginning on page P-6 of this pricing supplement and “Risk Factors” in the accompanying prospectus,prospectus supplement and product supplement.None of the Securities and Exchange Commission (the “SEC”), any state securities commission or any other regulatory body has approved or disapproved of the Notes or passed upon the adequacy oraccuracy of this pricing supplement. Any representation to the contrary is a criminal offense. The Noteswill not constitute deposits insured by the Canada Deposit Insurance Corporation, the U.S. FederalDeposit Insurance Corporation or any other Canadian or U.S. governmental agency or instrumentality.The Notes are not bail-inable notes and are not subject to conversion into our common shares undersubsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act.Per NoteTotal (1)We or one of our affiliates may pay varying selling concessions of up to $25.00 per $1,000 principalamount of Notes in connection with the distribution of the Notes to other registered broker-dealers.Certain dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo someoralloftheirunderwritingdiscountorsellingconcessions.Thepublicofferingpriceforinvestorspurchasing the Notes in these accounts may be between $975.00 and $1,000.00 per $1,000 principalamount of Notes. See “Supplemental Plan of Distribution (Conflicts of Interest)” below.The initial estimated value of the Notes determined by us as of the Trade Date, which we refer to as the initial estimated value, is expected to be between $901.00 and $951.00 per $1,000 principal amount ofNotes and will be less than the public offering price of the Notes. The final pricing supplement relating tothe Notes will set forth the initial estimated value. The market value of the Notes at any time will reflectmany factors, cannot be predicted with accuracy and may be less than this amount. We describe thedetermination of the initial estimated value in more detail below.RBC Capital Markets, LLC The information in this “Key Terms” section is qualified by any more detailed information set forth in thispricing supplement and in the accompanying prospectus, prospectus supplement, underlying supplementand product supplement. Royal Bank of CanadaRBC Capital Markets, LLC (“RBCCM”)$1,000 and minimum denominations of $1,000 in excess thereof Issuer:Underwriter:MinimumInvestment:Underlier: The EURO STOXX 50®Index (1)The closing value of the Underlier on the Trade Date (2)75% of the Initial Underlier Value (rounded to two decimal places) Trade Date:Issue Date:Valuation Date:*Maturity Date:*Payment atMaturity: Investors will receive on the Maturity Date per $1,000 principal amount of Notes: If the Final Underlier Value isgreater thanthe Initial Underlier Value, anamount equal to: If the Final Underlier Value isless than or equal tothe Initial UnderlierValue, but isgreater than or equal tothe Barrier Value: $1,000If the Final Underlier Value isless thanthe Barrier Value, an amount equalto:$1,000 + ($1,000 × Underlier Return) If the Final Underlier Value is less than the Barrier Value, you will lose a substantialportion or all of your principal amount at maturity. All payments on the Notes aresubject to our credit risk. Participation Rate:At least 150%, to be determined on the Trade Date The Underlier Return, expressed as a percentage, is calculated using the followingformula:Final Underlier Value – Initial Underlier Value Underlier Return: Final UnderlierValue:The closing value of the Underlier on the Valuation Date Calculation Agent:RBCCM * Subject to postponement. See “General Terms of the Notes—Postponement of a Determination Date”and “General Terms of the Notes—Postponement of a Payment Date” in the accompanying productsupplement. P-2 RBC Capital Markets, LLC ADDITIONAL TERMS OF YOUR NOTES You should read t