RNS ANNOUNCEMENT

NATIONWIDE BUILDING SOCIETY

€45,000,000,000 GLOBAL COVERED BOND PROGRAMME

9 February 2023

Amendments to certain Covered Bond Swap Agreements

On 21 December 2022, the schedule and credit support annex to a number of  Covered Bond Swap Agreements relating to certain Series of Covered Bonds (as listed below) issued under the €45,000,000,000 Global Covered Bond Programme were amended pursuant to an amendment agreement between Nationwide Building Society as Covered Bond Swap Provider, the LLP and the Security Trustee (the Covered Bond Swap Amendment Agreement). The types of amendments, among others, that were made are set out below. Not all of these amendments were made to each of the Covered Bond Swap Agreements as the existing terms of such Covered Bond Swap Amendment Agreements were not identical:

(a)        amendments to reflect certain new ratings criteria published (or republished, as applicable) by Fitch on 8 August 2022 and 4 November 2021, S&P on 16 December 2021 and Moody's on 8 August 2022;

(b)        amendments to reflect new regulatory requirements, such as those related to the United Kingdom's withdrawal from the European Union;

(c)        amendments to reflect the discontinuation of EONIA by amending the interest rate provision applied to EUR cash collateral to replace references to EONIA with €STR;

(d)        amendments to provide that the Covered Bond Swap Provider pay the LLP any negative interest payable by the LLP under the applicable Covered Bond Swap Collateral Account; and

(e)        miscellaneous, formal, minor, technical, amendments, such as updating dates, updating notice provisions, correcting manifest errors, and implementing operational process-related amendments.

The relevant Series of Covered Bonds

The following are the relevant Series of Covered Bonds for which the Covered Bond Swap Agreements have been amended:

·          GBP 750,000,000 5.625 per cent. Series 2011-02 Covered Bonds due January 2026

·          EUR 30,000,000 4.74 per cent. Series 2011-04 Covered Bonds due March 2031

·          EUR 132,000,000 4.924 per cent. Series 2011-05 N Regulated Covered Bonds due November 2025

·          EUR 50,000,000 4.699 per cent. Series 2011-06 N Regulated Covered Bonds due March 2023

·          EUR 50,000,000 5.01 per cent. Series 2011-09 N Regulated Covered Bonds due April 2032

·          EUR 100,000,000 4.65 per cent. Series 2011-13 N Regulated Covered Bonds due August 2026

·          EUR 40,000,000 4.4325 per cent. Series 2011-14 N Regulated Covered Bonds due August 2029

·          EUR 50,000,000 4.12 per cent. Series 2011-15 N Regulated Covered Bonds due September 2026

·          EUR 103,000,000 3.77 per cent. Series 2011-17 N Regulated Covered Bonds due October 2027

·          EUR 40,000,000 3.75 per cent. Series 2011-18 N Regulated Covered Bond due October 2029

·          EUR 77,000,000 3.90 per cent. Series 2011-23 N Regulated Covered Bonds due November 2032

·          EUR 116,000,000 3.81 per cent. Series 2012-02 N Regulated Covered Bonds due February 2027

·          EUR 88,000,000 3.832 per cent. Series 2012-03 N Regulated Covered Bonds due February 2030

·          EUR 157,500,000 3.555 per cent. Series 2012-06 N Regulated Covered Bonds due March 2028

·          EUR 750,000,000 2.25 per cent. Series 2014-02 Regulated Covered Bonds due June 2029

·          EUR 56,000,000 1.94 per cent. Series 2014-04 N Regulated Covered Bonds due September 2039

·          EUR 50,000,000 2.0665 per cent. Series 2014-05 N Regulated Covered Bonds due September 2039

·          EUR 50,000,000 1.6925 per cent. Series 2014-07 Regulated Covered Bonds due March 2039

·          EUR 50,000,000 1.00 per cent. Series 2015-01 Regulated Covered Bonds due January 2030

·          EUR 750,000,000 0.625 per cent. Series 2015-02 Regulated Covered Bonds due March 2027

·          EUR 25,000,000 0.746 per cent. Series 2015-03 N Regulated Covered Bonds due June 2035

·          EUR 50,000,000 0.750 per cent. Series 2015-05 Regulated Covered Bonds due 2035

·          EUR 105,000,000 1.351 per cent. Series 2015-06 Regulated Covered Bonds due June 2034

·          EUR 100,000,000 1.7025 per cent. Series 2015-07 Regulated Covered Bonds due July 2031

·          EUR 25,000,000 1.77 per cent. Series 2015-08 N Regulated Covered Bonds due July 2035

·          EUR 45,000,000 1.760 per cent. Series 2015-09 N Regulated Covered Bonds due July 2035

·          EUR 35,000,000 1.54 per cent. Series 2015-12 Regulated Covered Bonds due November 2035

·          EUR 50,000,000 1.62 per cent. Series 2015-13 Regulated Covered Bonds due December 2032

·          EUR 25,000,000 1.68 per cent. Series 2015-14 Regulated Covered Bonds due December 2035

·          EUR 25,000,000 1.673 per cent. Series 2016-01 Regulated Covered Bonds due January 2041

·          EUR 30,000,000 1.618 per cent. Series 2016-02 Regulated Covered Bonds due January 2041

·          EUR 51,000,000 1.395 per cent. Series 2016-03 Regulated Covered Bonds due February 2036

·          EUR 50,000,000 1.345 per cent. Series 2016-04 Regulated Covered Bonds due February 2036

·          EUR 40,000,000 1.336 per cent. Series 2016-05 Regulated Covered Bonds due February 2041

·          EUR 25,000,000 Floating Rate Series 2016-06 Regulated Covered Bonds due March 2023

·          EUR 30,000,000 1.331 per cent. Series 2016-08 Regulated Covered Bonds due March 2036

·          EUR 50,000,000 1.425 per cent. Series 2016-09 Regulated Covered Bonds due March 2038

·          EUR 50,000,000 1.195 per cent. Series 2016-10 Regulated Covered Bonds due March 2031

·          EUR 40,000,000 1.39 per cent. Series 2016-11 Regulated Covered Bonds due March 2036

·          EUR 60,000,000 1.42 per cent. Series 2016-14 Regulated Covered Bonds due April 2041

·          EUR 25,000,000 1.5725 per cent. Series 2016-15 Regulated Covered Bonds due May 2041

·          EUR 1,000,000,000 1.375 per cent. Series 2017-02 Regulated Covered Bonds due June 2032

·          EUR 50,000,000 1.481 per cent. Series 2017-03 Regulated Covered Bonds due December 2037

·          EUR 30,000,000 1.160 per cent. Series 2018-03 Regulated Covered Bonds due October 2038

·          EUR 20,000,000 1.040 per cent. Series 2019-03 N Regulated Covered Bonds due June 2044

·          CHF 250,000,000 0.00% Series 2019-04 Regulated Covered Bonds due July 2025

·          CHF 150,000,000 0.1675% Series 2019-05 Regulated Covered Bonds due July 2031

·          CHF 100,000,000 0.485% Series 2019-06 Regulated Covered Bonds due July 2044

·          EUR 500,000,000 0.500% Series 2021-02 Regulated Covered Bonds due May 2041

·          EUR 500,000,000 2.250 per cent. Series 2022-01 Regulated Covered Bonds due May 2037

·          CHF 185,000,000 0.9194% Series 2022-02 Regulated Covered Bonds due December 2025

·          CHF 175,000,000 1.5203% Series 2022-03 Regulated Covered Bonds due December 2029