Marex Group plc 美国存托凭证招股说明书（2026年5月19日版本）

Supplement dated August4, 2025, and Prospectus dated August4, 2025) Marex Group plc $8,500,000 Issuer Callable Contingent Income Barrier Notes Linked to the Worst Performing of the iShares® ETF, the Russell 2000®Index and the Nasdaq-100 Index®due May24, 2027 ►Quarterly Contingent Coupon payments at a rate of 3.525% (equivalent to 14.10% per annum), payable if the Closing Value of each of the iShares®MSCI EAFE ETF, the Russell 2000®Index, and the Nasdaq-100 Index®(each, an “Underlying” andtogether, the “Underlyings”) on the applicable Coupon Determination Date is greater than or equal to 70.00% of its Initial Value ►Redeemable at the Issuer’s option on the quarterly Call Payment Dates beginning on August20, 2026 at the Principal Amountplus the applicable Contingent Coupon, if payable ►If the Notes are not redeemed and the Worst Performing Underlying declines by more than 35.00%, you are subject to fullexposure to any decrease in the Worst Performing Underlying, and you will lose all or a portion of your Principal Amount ►Term: Approximately one year, if not redeemed early ►All payments on the Notes are subject to the credit risk of Marex Group plc (“Marex”) Application has been made for the Issuer Callable Contingent Income Barrier Notes (the “Notes”) offered hereunder to beadmitted to listing and trading on the Vienna Multilateral Trading Facility (“Vienna MTF”) of the Vienna Stock Exchange. TheVienna MTF is not a regulated market as defined by Directive 2014/65/EU (as amended, “MiFID II”). It is, however, a multilateraltrading facility (MTF) for purposes of MiFID II. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved ordisapproved of the Notes or passed upon the accuracy or the adequacy of this document or the accompanying prospectus,prospectus supplement or underlying supplements. Any representation to the contrary is a criminal offense. Any offering of the Notes will be made pursuant to Article1(4)of Regulation (EU) 2017/1129 (as amended), including as it formspart of domestic law of the United Kingdom. Accordingly, no prospectus is required to be published in connection with suchoffering of the Notes in any member state of the European Economic Area (the "EEA") or the United Kingdom (the "UK"). Seepageii of the accompanying prospectus supplement for further restrictions on offers and sales of the Notes in the EEA and the Investment in the Notes involves certain risks. You should refer to “Risk Factors” beginning on pagePS-8 of thisdocument, pageS-1 of the accompanying prospectus supplement and page S-1 of the accompanying underlying The Estimated Initial Value of the Notes on the Trade Date is $998.00 per Note, which is less than the price to public. The marketvalue of the Notes at any time will reflect many factors and cannot be predicted with accuracy. See “ Summary—Estimated InitialValue” on pagePS-4 and “Risk Factors” beginning on pagePS-8 of this document for additional information. (1)Marex Capital Markets Inc. (“MCMI”), an affiliate of ours, will act as the agent for the sale of the Notes. MCMI will notreceive any underwriting discount in connection with the distribution of the Notes. See “Supplemental Plan ofDistribution (Conflicts of Interest)” on pagePS-16 of this document. The Notes: SUMMARY The information in this “Summary” section is qualified by the more detailed information set forth in the underlying supplements, theprospectus supplement and the prospectus. See “General” in this document. Unless the Notes are redeemed, for each $1,000 Principal Amount, you will receive a cash paymenton the Maturity Date, calculated as follows: Payment at Maturity: $1,000 + final Contingent Coupon. ■If the Reference Return of the Worst Performing Underlying is less than -30.00% but greaterthan or equal to -35.00%: $1,000. ■If the Reference Return of the Worst Performing Underlying is less than -35.00%: $1,000 + ($1,000 × Reference Return of the Worst Performing Underlying). If the Notes are not redeemed and the Final Value of the Worst Performing Underlying is less than itsBarrier Value, you will lose up to 100% of the Principal Amount. Even with any Contingent Coupons,your return on the Notes may be negative in this case. * These Coupon Payment Dates are also Call Payment Dates Each subject to postponement as described under “Additional Terms of the Notes—Valuation Dates”and “Additional Terms of the Notes—Interest Payment Dates, Coupon Payment Dates, Call PaymentDates and Maturity Date” in the accompanying underlying supplements. The Underlying with the lowest Reference Return. Worst PerformingUnderlying: With respect to each Underlying, the quotient, expressed as a percentage, calculated as follows: Reference Return: $101.72 with respect to the EFA, 2,793.299 with respect to the RTY, and 29,125.20 with respect tothe NDX, each of which was its Closing Value on the Pricing Date. The Initial Value of the EFA issu