您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:Marex Group plc美股招股说明书(2026-07-07版) - 发现报告

Marex Group plc美股招股说明书(2026-07-07版)

2026-07-07 美股招股说明书 张兵
报告封面

Subject to Completion, Dated July7, 2026Pricing Supplement dated, 2026(To Equity Index Underlying Supplement dated July 6, 2026,Prospectus Supplement dated July 6, 2026, and Prospectus dated July 6, 2026) Marex Group Limited$Autocallable Contingent Income Barrier Notes Linked to the MerQube US Large-Cap Vol Advantage Index due July 31, 2031 ►Quarterly Contingent Coupon payments at a rate of 3.925% (equivalent to 15.70% per annum), payable if the Closing Level of theMerQube US Large-Cap Vol Advantage Index (the “Reference Asset”) on the applicable Coupon Determination Date is greaterthan or equal to 60.00% of its Initial Value ►Callable quarterly at the Principal Amount plus the applicable Contingent Coupon on any Call Observation Date on or afterJanuary 28, 2027 if the Closing Level of the Reference Asset is at or above its Call Threshold (100.00% of its Initial Value) ►If the Notes are not called and the Reference Asset declines by more than 40.00%, there is full exposure to declines in theReference Asset, and you will lose all or a portion of your Principal Amount. ►Term: 5 years, if not called ►All payments on the Notes are subject to the credit risk of Marex Group Limited (“Marex”) Application has been made for the Autocallable Contingent Income Barrier Notes (the “Notes”) offered hereunder to be admitted tolisting and trading on the Vienna Multilateral Trading Facility (“Vienna MTF”) of the Vienna Stock Exchange. The Vienna MTF is not aregulated market as defined by Directive 2014/65/EU (as amended, “MiFID II”). It is, however, a multilateral trading facility (MTF) forpurposes of MiFID II. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapprovedof the Notes or passed upon the accuracy or the adequacy of this document or the accompanying prospectus, prospectus supplementor underlying supplement. Any representation to the contrary is a criminal offense. Any offering of the Notes will be made pursuant to Article 1(4) of Regulation (EU) 2017/1129 (as amended), including as it forms partof domestic law of the United Kingdom. Accordingly, no prospectus is required to be published in connection with such offering of theNotes in any member state of the European Economic Area (the "EEA") or the United Kingdom (the "UK"). See page ii of theaccompanying prospectus supplement for further restrictions on offers and sales of the Notes in the EEA and the UK. Investment in the Notes involves certain risks. You should refer to “Risk Factors” beginning on page PS-8 of this document,page S-1 of the accompanying prospectus supplement and page S-1 of the accompanying underlying supplement. The Estimated Initial Value of the Notes on the Pricing Date is expected to be between $860.00 and $910.00 per Note, which will beless than the price to public. The market value of the Notes at any time will reflect many factors and cannot be predicted withaccuracy. See “Summary—Estimated Initial Value” on page PS-4 and “Risk Factors” beginning on page PS-8 of this document foradditional information. (1)Marex Capital Markets Inc. (“MCMI”), an affiliate of ours, will act as the agent for the sale of the Notes. MCMI will pNotes from us at an underwriting discount of up to $10.00 per $1,000 Principal Amount for distribution to other registedealers or will offer the Notes directly to investors. MCMI will use the underwriting discount to pay selling concess(including custodial or clearing fees) to other registered broker-dealers. See “Supplemental Plan of Distribution (Interest)” on page PS-22 of this document. The Notes: SUMMARY The information in this “Summary” section is qualified by the more detailed information set forth in the underlying supplement, theprospectus supplement and the prospectus. See “General” in this document. The MerQube US Large-Cap Vol Advantage Index (Bloomberg symbol: MQUSLVA) July28, 2031, subject to adjustment as described under “Additional Terms of the Notes—Valuation Dates”in the accompanying underlying supplement. 3 business days after the Final Valuation Date, expected to be July 31, 2031. The Maturity Date is subjectto adjustment as described under “Additional Terms of the Notes—Interest Payment Dates, CouponPayment Dates, Call Payment Dates and Maturity Date” in the accompanying underlying supplement. If the Closing Level of the Reference Asset is at or above its Call Threshold on any Call Observation Date,the Notes will be automatically called, and you will receive a cash payment, per $1,000 Principal Amount,equal to the Principal Amount plus the applicable Contingent Coupon on the corresponding Call PaymentDate. If the Closing Level of the Reference Asset is greater than or equal to the Coupon Trigger on aCoupon Determination Date,you will receive the Contingent Coupon of $39.25 per $1,000 PrincipalAmount on the applicable Coupon Payment Date. If the Closing Level of the Reference Asset is less than the Coupon Trigg