ABN AMRO Securities (USA) LLC

Banco Bilbao Vizcaya Argentaria, SA

CIBC World Markets Corp.

Commerz Markets LLC

Danske Markets Inc.

Lloyds Securities Inc.

Natixis Securities Americas LLC

UniCredit Capital Markets LLC

Wells Fargo Securities, LLC

Citigroup Global Markets Inc.

ING Bank N.V. Belgian Branch

Mizuho Securities USA Inc.

nabSecurities, LLC

National Bank of Abu Dhabi PJSC

RB International Markets (USA) LLC

RBS Securities Inc.

SMBC Nikko Securities America, Inc.

SG Americas Securities, LLC

Net Proceeds to Issuer:

Interest Payment Dates:

Call Features:

By its acquisition of the Notes, each noteholder (including each beneficial owner) will acknowledge, agree to be bound by and consent to the exercise of any UK bail-in power (as defined below) by the relevant UK resolution authority (as defined below) that may result in (i) the reduction or cancellation of all, or a portion, of the principal amount of, or interest on, the Notes and/or (ii) the conversion of all, or a portion, of the principal amount of, or interest on, the Notes into our or another person’s shares or other securities or other obligations, including by means of an amendment or modification to the terms of the Indenture or of the Notes to give effect to the exercise by the relevant UK resolution authority of such UK bail-in power, and the rights of the noteholders will be subject to the provisions of any UK bail-in power which are expressed to implement such a reduction, cancellation or conversion.

For these purposes, a “UK bail-in power” is any statutory write-down and/or conversion power existing from time to time under any laws, regulations, rules or requirements relating to the resolution of credit institutions, investment firms and their parent undertakings incorporated in the United Kingdom in effect and applicable in the United Kingdom to HSBC Holdings or its subsidiary undertakings, including but not limited to the UK Banking Act 2009, as the same may be amended from time to time (whether pursuant to the UK Financial Services (Banking Reform) Act 2013 or otherwise), and any laws, regulations, rules or requirements which are implemented, adopted or enacted within the context of a European Union directive or regulation of the European Parliament and of the Council establishing a framework for the recovery and resolution of credit institutions, investment firms and their parent undertakings, pursuant to which obligations of a credit institution, investment firm, its parent undertaking or any of its affiliates can be cancelled, written down and/or converted into shares or other securities or obligations of the obligor or any other person (and a reference to the “relevant UK resolution authority” is to any authority with the ability to exercise a UK bail-in power).

Special Event Redemption

Governing Law

Day Count Convention:

Minimum Denominations:

Repayment of Principal and Payment of Interest after Exercise of UK Bail-in Power

$200,000 and integral multiples of $1,000 in excess thereof

No repayment of the principal amount of the Notes or payment of interest on the Notes will become due and payable after the exercise of any UK bail-in power by the relevant UK resolution authority unless, at the time that such repayment or payment, respectively, is scheduled to become due, such repayment or payment would be permitted to be made by HSBC Holdings under the laws and regulations of the United Kingdom and the EU applicable to HSBC Holdings and its subsidiary undertakings.

Listing:

Principal Paying Agent:

CUSIP:

ISIN: