三井住友金融美股招股说明书(2025-06-30版)

Sumitomo Mitsui Financial Group, Inc. (incorporated under the laws of Japan with limited liability) U.S.$ Senior CallableFixed-to-FloatingRate NotesSenior Callable Floating Rate Notes We expect to issue one or more series of the above-listed senior notes in aggregate principal amounts to be determined. The senior callablefixed-to-floatingrate notes due, or thefixed-to-floatingrate notes, will bear interest (i)from and including, 2025to but excluding the date that is one year prior to the maturity date at a fixed rate of%per annum, payable semiannually in arrears onandof each year, beginning on, 2026, and (ii)from and including the date that is one year prior to the maturity date to but excluding thematurity date, at a floating rateper annum, equal to Compounded Daily SOFR (determined as provided under “Description of the Notes—Calculation ofFloating Interest Rates”) plus%, reset quarterly, payable quarterly in arrears on,,andof each year, beginning on, 20, subject to adjustments. The senior callable floating rate notes due, or the floating rate notes, and together with thefixed-to-floatingrate notes, the notes, will bearinterest commencing, 2025 at a floating rateper annum, equal to Compounded Daily SOFR (determined as provided under “Description of the Notes—Calculation of Floating Interest Rates”) plus%, reset quarterly, payable quarterly in arrears on,,andof eachyear, beginning on, 2025, subject to adjustments. Each series of the notes may be redeemed (i)on the date that is one year prior to the maturity date of such series of notes, as described under “Descriptionof the Notes—Optional Redemption,” or (ii)at any time prior to maturity in the circumstances described under “Description of the Notes—Redemption forTaxation Reasons.” The notes will not be subject to any sinking fund. The notes will be issued only in registered form in minimum denominations ofU.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof. We have made an application to the Luxembourg Stock Exchange to list the notes on the official list of the Luxembourg Stock Exchange and for suchnotes to be admitted to trading on the Luxembourg Stock Exchange’s Euro MTF Market. The Luxembourg Stock Exchange’s Euro MTF Market is not aregulated market for the purposes of Directive 2014/65/EU. This prospectus supplement with the accompanying prospectus constitutes a prospectus for purposesof Part IV of the Luxembourg law on prospectuses for securities dated July16, 2019. This prospectus supplement and the accompanying prospectus do not constitute a prospectus for the purposes of Regulation (EU)2017/1129 (the“Prospectus Regulation”) as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”) (the “U.K. ProspectusRegulation”). Investing in the notes involves risks. You should carefully consider the risk factors set forth in “Item 3. Key Information—Risk Factors” of ourmost recent annual report on Form20-Ffiled with the U.S. Securities and Exchange Commission, or the SEC, and in the “Risk Factors” sectionbeginning on pageS-11of this prospectus supplement before making any decision to invest in the notes. The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed.This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not solicitingan offer to buy these securities in any jurisdiction where the offer or sale is not permitted.Perfixed-to-floatingratenotePerfloatingratenoteTotalPublic offering price(1)%%U.S.$Underwriting commissions(2)%%U.S.$Proceeds, before expenses, to SMFG(1)%%U.S.$ (1)Plus accrued interest from, 2025, if settlement occurs after that date.(2)For additional underwriting compensation information, see “Underwriting (Conflicts of Interest).” Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy ofthis prospectus supplement or the related prospectus. Any representation to the contrary is a criminal offense. The notes of each series will be represented by one or more global certificates deposited with a custodian for, and registered in the name of a nominee of,The Depository Trust Company, or DTC. Beneficial interests in these global certificates will be shown on, and transfers thereof will be effected through, recordsmaintained by DTC and its direct and indirect participants, including Euroclear Bank SA/NV, or Euroclear, and Clearstream Banking S.A., or Clearstream.Except as described in this prospectus supplement or the accompanying prospectus, notes in definitive certificated form will not be issued in exchange for globalcertificates. It is expected that the notes will be delivered in book-entry form only, through the facilities of DTC and its participants, including Euroclear andClearstream, on or about, 2025. Joint Lead Managers and Joint Bookrunners SMBC NIK