加拿大皇家银行美股招股说明书(2026-05-14版)

Royal Bank of Canada Trigger GEARS$17,798,930 Securities Linked to the Swiss Market Index due May 15, 2031 Investment DescriptionThe Trigger GEARS (the “Securities”) are senior unsecured debt securities issued by Royal Bank of Canada linked to the performance of the Swiss Market Index (the “Underlying”). If the Underlying Return (as defined below) is positive, we willrepay the principal amount at maturitypluspay a return equal to the Upside Gearingtimesthe Underlying Return. TheUpside Gearing is 2.585. If the Underlying Return is zero or negative, but the Final Underlying Value is greater than orequal to the Downside Threshold, we will repay the full principal amount at maturity. However, if the Underlying Return isnegative and the Final Underlying Value is less than the Downside Threshold, we will pay less than the full principalamount at maturity, if anything, resulting in a loss of principal amount that is proportionate to the negative UnderlyingReturn, and you will lose up to 100% of the principal amount.Investing in the Securities involves significant risks. TheSecurities do not pay dividends or interest. You will lose a significant portion or all of your principal amount if theFinal Underlying Value is less than the Downside Threshold. The Upside Gearing and contingent repayment ofprincipal apply only at maturity. Any payment on the Securities, including any repayment of principal, is subjectto our creditworthiness. If we default on our payment obligations, you may not receive any amounts owed to youunder the Securities and you could lose your entire investment. The Securities will not be listed on any securitiesexchange. Enhanced Growth Potential— At maturity, if the Underlying Return is positive,Features NOTICE TO INVESTORS: THE SECURITIES ARE SIGNIFICANTLY RISKIER THAN CONVENTIONAL DEBTINSTRUMENTS. WE ARE NOT NECESSARILY OBLIGATED TO REPAY THE FULL PRINCIPAL AMOUNT OF THESECURITIES AT MATURITY, AND THE SECURITIES CAN HAVE THE FULL DOWNSIDE MARKET RISK OF THEUNDERLYING. THIS MARKET RISK IS IN ADDITION TO THE CREDIT RISK INHERENT IN PURCHASING OUR DEBTOBLIGATIONS. YOU SHOULD NOT PURCHASE THE SECURITIES IF YOU DO NOT UNDERSTAND OR ARE NOTCOMFORTABLE WITH THE SIGNIFICANT RISKS INVOLVED IN INVESTING IN THE SECURITIES.YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED UNDER “KEY RISKS” BEGINNING ON PAGE 5 OFTHIS PRICING SUPPLEMENT AND UNDER “RISK FACTORS” IN THE ACCOMPANYING PROSPECTUS,PROSPECTUS SUPPLEMENT AND PRODUCT SUPPLEMENT BEFORE PURCHASING ANY SECURITIES. EVENTSRELATING TO ANY OF THOSE RISKS, OR OTHER RISKS AND UNCERTAINTIES, COULD ADVERSELY AFFECTTHE MARKET VALUE OF, AND THE RETURN ON, YOUR SECURITIES. YOU COULD LOSE A SIGNIFICANTPORTION OR ALL OF THE PRINCIPAL AMOUNT OF YOUR SECURITIES.Security Offering We are offering Trigger GEARS Linked to the Swiss Market Index. The Securities will be issued in minimum denominations of $10, and integral multiples of $10 in excess thereof, with a minimum investment of $1,000. The InitialUnderlying Value and Downside Threshold were determined and the Upside Gearing was set on the Trade Date.Initial Underlying * The closing value of the Underlying on the Trade Date** Rounded to two decimal places See “Additional Information about Royal Bank of Canada and the Securities” in this pricing supplement. The Securities will have the terms specified in the prospectus dated December 20, 2023, the prospectus supplementdated December 20, 2023, the underlying supplement no. 1A dated May 16, 2024, the product supplement no. 1Bdated July 22, 2025 and this pricing 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 Securities or passed upon the adequacy or accuracy of this pricing supplement.Any representation to the contrary is a criminal offense. The Securities will not constitute deposits insured by the CanadaDeposit Insurance Corporation, the U.S. Federal Deposit Insurance Corporation or any other Canadian or U.S.governmental agency or instrumentality. The Securities are not bail-inable notes and are not subject to conversion into ourcommon shares under subsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act.Price to PublicFees andProceeds to Us (1)UBS Financial Services Inc., which we refer to as UBS, will receive a commission of $0.35 per Security. See“Supplemental Plan of Distribution (Conflicts of Interest)” below.The initial estimated value of the Securities determined by us as of the Trade Date, which we refer to as the initial estimated value, is $9.57 per Security and is less than the public offering price of the Securities. The market value of theSecurities at any time will reflect many factors, cannot be predicted with accuracy and may be less than this amount. Wedescribe the determination of the initial estimated value in more detail below.UBS Financial Services Inc.RBC Capital Markets, LLC Additional Information about Ro