Form 424B3 NATIONAL RURAL UTILITIES
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Rule 424 (b)
(3)
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Registration No.:
333-249702
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NATIONAL RURAL UTILITIES COOPERATIVE FINANCE
CORPORATION ("National Rural")
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Member
Capital Securities
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Trade
Date
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June
30, 2022
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Pricing
Supplement No.
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717
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| Pricing Supplement Date |
June
30, 2022
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| Prospectus Supplement Date |
June
17, 2022
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Base Prospectus
Date
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October 28,
2020
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Principal
Amount
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$500,000.00
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Issue
Price
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100%
of Principal Amount
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Original Issue
Date
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July 6,
2022
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Maturity
Date
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July
6,
2052
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Interest
Rate
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5.50%
per annum
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Regular
Record Dates
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Each March
15 and September 15
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Interest Payment Dates
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Each
April 1 and October 1
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First
Coupon Date
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October 3,
2022
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Product
Ranking
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Subordinate to all existing and future senior
indebtedness of National Rural and all existing
subordinated indebtedness of National Rural that is held by or
transferable by non-members of National Rural.
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Optional
Redemption
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Redeemable at the option of National Rural, in whole or
in part, at any time after July 6, 2027 at a redemption price equal
to 100% of the principal amount to be redeemed together with
accrued and unpaid interest, if any, to the redemption
date.
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Option
to Extend Interest Payment Period
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National Rural will have the right to extend the
interest payment period to a period not exceeding 10 consecutive
semi-annual interest payment periods. At the end of a
deferral period, National Rural must pay all interest then accrued
and unpaid together with interest thereon at the same rate as
specified for the securities.
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Restrictions on
Transfer
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The securities can only be sold or transferred to other
National Rural voting members upon the written consent of National
Rural.
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Agents
Commission
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None
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| Form of Note (Book-Entry or Certificated) |
Certificated
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Denominations/Multiples |
$25,000/$5,000
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Listing
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None
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Member
Capital Securities may be issued by the Company in an unlimited
aggregate principal amount.
Validity of the Member Capital Securities
In the
opinion of Hogan Lovells US LLP, as counsel to the Company, when
the notes offered by this pricing supplement have been executed and
issued by the Company and authenticated by the trustee pursuant to
the indenture, and delivered against payment as contemplated
herein, such notes will constitute valid and binding obligations of
the Company, subject to the effect of (a) bankruptcy, insolvency,
reorganization, receivership, moratorium and other laws affecting
creditors' rights (including, without limitation, the effect of
statutory and other law regarding fraudulent conveyances,
fraudulent transfers and preferential transfers), and (b) the
exercise of judicial discretion and the application of principles
of equity, good faith, fair dealing, reasonableness,
conscionability and materiality (regardless of whether the
applicable agreements are considered in a proceeding in equity or
at law).
This
opinion is based as to matters of law solely on applicable
provisions of the following, as currently in effect: (i) the
District of Columbia General Cooperative Association Act of 2010
(the "Cooperative Association Act") and (ii) the laws of the State
of New York (but not including any laws, statutes, ordinances,
administrative decisions, rules or regulations of any political
subdivision below the state level). In addition, this opinion is
subject to customary assumptions about the trustee's authorization,
execution and delivery of the indenture and its authentication of
the notes and the validity, binding nature and enforceability of
the indenture with respect to the trustee, all as stated in the
letter of such counsel dated October 30, 2020, which has been filed
as an exhibit to a Current Report on Form 8-K by the Company on
October 30, 2020.
Calculation of Filing Fee Tables
424(b)(3)
(Form
Type)
National Rural Utilities Cooperative Finance
Corporation
(Exact
Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
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Security
Type
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Security
Class Title
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Fee
Calculation or Carry Forward Rule
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Amount
Registered
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Proposed
Maximum Offering Price Per Unit
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Maximum
Aggregate Offering Price
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Fee
Rate
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Amount
of Registration Fee
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Fees to Be Paid
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Debt
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Member Capital
Securities, Series 2022
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457(r)
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$500,000
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100%
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$500,000
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0.0000927
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$46.35
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Total
Offering Amount
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$500,000
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Net Fee
Due
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$46.35
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