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加拿大皇家银行美股招股说明书(2026-08-13版)

2026-08-13 美股招股说明书 芥末豆
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August 2026Pricing Supplement dated August __, 2026Registration Statement No. 333-275898Filed Pursuant to Rule 424(b)(2) CompletionDated August 13,2026 STRUCTURED INVESTMENTSOpportunities in U.S. Equities Dual Directional Buffered PLUS Based on the Performance of the S&P 500® Index dueSeptember 6, 2028 Dual Directional Buffered Performance Leveraged Upside SecuritiesSMPrincipal at Risk SecuritiesUnlike conventional debt securities, the Dual Directional Buffered Performance Leveraged Upside SecuritiesSM (the“Buffered PLUS”) do not pay interest and provide a minimum payment at maturity of only 10% of the stated principalamount. At maturity, if the final underlier value isgreater thanthe initial underlier value, investors will receive the statedprincipal amount of their investment plus a return reflecting the leveraged upside performance of the underlier, subject tothe maximum upside payment at maturity. If the final underlier value isless than or equal tothe initial underlier value butgreater than or equal tothe buffer value, which is equal to 90% of the initial underlier value, at maturity investors willreceive the stated principal amount plus an unleveraged positive return equal to the absolute value of the percentagedecline of the underlier from the initial underlier value to the final underlier value, which will effectively be limited to apositive return of 10%. However, if the final underlier value isless thanthe buffer value, investors will lose 1% of thestated principal amount for every 1% that the final underlier value is less than the initial underlier value in excess of thebuffer amount of 10%, subject to the minimum payment at maturity of 10% of the stated principal amount.Investors maylose up to 90% of the stated principal amount of the Buffered PLUS.The Buffered PLUS are for investors who seekan equity index-based return and who are willing to risk a significant portion of their principal and forgo current income andupside above the maximum upside payment at maturity in exchange for the upside leverage and buffer features, which, ineach case, apply to a limited range of performance of the underlier, and an unleveraged absolute value return feature,which applies only if the final underlier value is less than the initial underlier value but greater than or equal to the buffervalue. The Buffered PLUS are senior unsecured debt securities issued as part of Royal Bank of Canada’s Senior GlobalMedium-Term Notes, Series J program. All payments on the Buffered PLUS are subject to the credit risk of Royal Bank ofCanada. (1)RBCCM, acting as agent for Royal Bank of Canada, will receive a fee of $25.00 per Buffered PLUS and will pay toMorgan Stanley Wealth Management (“MSWM”) a fixed sales commission of $20.00 for each Buffered PLUS. See“Supplemental Plan of Distribution (Conflicts of Interest)” below.(2) Of the amount received by RBCCM, acting as agent for Royal Bank of Canada, RBCCM will pay MSWM a structuringfee of $5.00 for each Buffered PLUS.* 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 product supplement.The initial estimated value of the Buffered PLUS determined by us as of the pricing date, which we refer to as the initial estimated value, is expected to be between $918.80 and $968.80 per Buffered PLUS and will be less thanthe public offering price of the Buffered PLUS. The final pricing supplement relating to the Buffered PLUS will setforth the initial estimated value. The market value of the Buffered PLUS at any time will reflect many factors,cannot be predicted with accuracy and may be less than this amount. We describe the determination of the initialestimated value in more detail below.An investment in the Buffered PLUS involves certain risks. See “Risk Factors” beginning on page 5 of this document and “Risk Factors” in the accompanying prospectus, prospectus supplement and product supplement.You should read this document together with the documents listed below, each of which can be accessed via thehyperlinks below, before you decide to invest. Please also see “Additional Information about the Buffered PLUS”in this document.Prospectus dated DecemberProspectus Supplementdated December 20, 2023Underlying Supplement No.Product Supplement No. 1B 20, 20231A dated May 16, 2024dated July 22, 2025None of the Securities and Exchange Commission (the “SEC”), any state securities commission or any other regulatory body has approved or disapproved of the Buffered PLUS or passed upon the adequacy or accuracy of this document. Anyrepresentation to the contrary is a criminal offense. The Buffered PLUS 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 Buffered PLUS are not bail-inable notes and are not subject to conve