Form DSTRBRPT EUROPEAN BANK FOR RECONS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

100 F Street, N.E.

Washington, D.C. 20549

REPORT OF

EUROPEAN BANK FOR RECONSTRUCTION AND DEVELOPMENT

In respect of the issue of

TRY 2,000,000,000 40.00 per cent. Notes due 8 September 2028

by the European Bank for Reconstruction and Development pursuant to its EUR 60,000,000,000 Global Medium Term Note Programme

Filed pursuant to Rule 3 of Regulation EBRD

Dated 4 September 2026

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The following information is filed pursuant to Rule 3 of Regulation EBRD in respect of the issue of the Turkish Lira (“TRY”) 2,000,000,000 40.00 per cent. Notes due 8 September 2028 (the “Notes”) of the European Bank for Reconstruction and Development (the “Bank”) pursuant to the Bank’s EUR 60,000,000,000 Global Medium Term Note Programme. As authorized by Rule 4 of Regulation EBRD, certain information is to be provided in the form of an Offering Circular dated 3 July 2012, as supplemented by the Supplementary Offering Circulars dated 22 July 2019 and 13 June 2024 and a Pricing Supplement dated 4 September 2026 (together, the “Offering Circular”).

The Notes, the terms of which are described in the Offering Circular, will constitute direct and unsecured obligations of the Bank and will rank pari passu without any preference among themselves, and, subject to certain conditions set forth in the Offering Circular, equally with all its other unsecured and unsubordinated obligations. Citibank, N.A., London Branch (the “Agent”) will act as Agent and Registrar of the Bank in respect of the Notes.

Further to a Purchaser’s Confirmation dated 4 September 2026 (the “Purchaser’s Confirmation”) provided by Mizuho International plc (“Mizuho”) pursuant to a Programme Agreement dated 3 July 2012 (the “Programme Agreement”), Mizuho has agreed to purchase the Notes. The obligations of Mizuho are subject to certain conditions as set forth in the Purchaser’s Confirmation and the Programme Agreement.

None.

 

Mizuho has agreed to pay the fees and expenses of the Agent and any paying agents, the fees and expenses of Cleary Gottlieb Steen & Hamilton LLP, legal advisers to the Bank in connection with the necessary United States filing, all expenses in connection with the issue, authentication, packaging and initial delivery of the Notes and the preparation of the registered notes, the preparation and printing of the Notes (except definitive notes), the relevant Pricing Supplement and any amendments or supplements thereto, if any, and the cost of any publicity agreed by the Bank in connection with the issue of the Notes, as set forth in the Purchaser’s Confirmation.

 

The net proceeds to the Bank from the sale of the Notes will be included in the ordinary capital resources of the Bank and used in its ordinary operations as described in the Offering Circular.

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* Previously filed with the Securities and Exchange Commission on 17 July 2012.

** Previously filed with the Securities and Exchange Commission on 27 August 2019.

*** Previously filed with the Securities and Exchange Commission on 1 July 2024.

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