*Note:
A securities rating is not a recommendation to buy, sell or hold securities. Ratings may be subject to revision
or withdrawal at any time, and each rating should be evaluated independently of any other rating.
Lloyds
Banking Group plc has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication
relates. Before you invest, you should read the prospectus in that registration statement and other documents Lloyds Banking Group
plc has filed with the SEC for more complete information about Lloyds Banking Group plc and this offering. You may get these documents
for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, Lloyds Banking Group
plc and any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by
calling Barclays Bank PLC at 1-888-603-5847, J.P. Morgan Securities plc at +44-207-134-2468, Lloyds Bank Corporate Markets plc at
+44-207-050-6060, RBC Europe Limited at +44-207-029-0110 or The Toronto-Dominion Bank at +44 (0)20 7628 2262.
We
currently expect delivery of the Additional Tier 1 Securities to occur on or about January 17, 2023, which will be the fifth business
day following the pricing of the Additional Tier 1 Securities (such settlement cycle being referred to as “T+5”). Under
Rule 15c6-1 of the U.S. Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle
in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade Additional
Tier 1 Securities on the date of pricing or the next two succeeding business days will be required, by virtue of the fact that the
Additional Tier 1 Securities initially will settle in T+5, to specify an alternate settlement cycle at the time of any such trade
to prevent a failed settlement. Purchasers of Additional Tier 1 Securities who wish to trade Additional Tier 1 Securities on the
date of pricing or the next two succeeding business days should consult their own advisors.
**MiFID
II product governance /ECPs-only/ U.K. MIFIR professionals /ECPs-only – No PRIIPs KID/No U.K. PRIIPs KID/ FCA CoCo restriction applies
/ PROHIBITION OF SALES TO U.K. AND EEA RETAIL INVESTORS
–
Manufacturer target market (MiFID II / U.K. MiFIR product governance) is eligible counterparties and professional clients only (all
distribution channels). No PRIIPs or U.K. PRIIPs key information document (KID) has been prepared as not available to retail in EEA.
No sales to retail clients in the EEA or the U.K.
This
announcement is directed only at (i) persons who are outside the United Kingdom (the “U.K.”), or (ii) persons who are
in the U.K. who are (a) persons who have professional experience in matters relating to investments falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (b) otherwise, persons
to whom this announcement may lawfully be communicated pursuant to the Order (all such persons together being referred to as “relevant
persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not
relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons
and will be engaged in only with relevant persons.
Singapore
Securities and Futures Act Product Classification—Solely for the purposes of its obligations pursuant to Sections 309B(1)(a)
and 309B(1)(c) of the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”), we have determined, and hereby
notify all relevant persons (as defined in Section 309A of the SFA) that the Additional Tier 1 Securities are “prescribed capital
markets products” (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018) and “Excluded
Investment Products” (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16:
Notice on Recommendations on Investment Products).
Any
legends, disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such
legends, disclaimers or other notices have been automatically generated as a result of this communication having been sent via Bloomberg
or another email system.
