FINAL TERMS

PROHIBITION OF SALES TO EEA RETAIL INVESTORS - Other than with respect to offers or sales of the Notes, or the Notes otherwise being made available, in the Republic of Poland for which a PRIIPs KID is being prepared during the period from (and including) 3 June 2024 to (and including) the Maturity Date, the Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (the "Prospectus Regulation"). Consequently, save as provided above, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

PROHIBITION OF SALES TO UK RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom ("UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"); (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or

  1. not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

MIFID II product governance / Retail investors, professional investors and ECPs - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties, professional clients and retail clients, each as defined in MiFID II; (ii) all channels for distribution to eligible counterparties and professional clients are appropriate; and (iii) the following channels for distribution of the Notes to retail clients are appropriate - investment advice, portfolio management and pure execution services, subject to the distributor's suitability and appropriateness obligations under MiFID II, as applicable. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels, subject to the distributor's suitability and appropriateness obligations under MiFID II, as applicable.

Final Terms dated 23 May2024

Santander International Products plc

Legal entity identifier (LEI): 549300EBI9IZCEJIF589

Issue of up to EUR 50,000,000 Capital Protected Notes Linked to Advanced Micro Devices, Inc. and

Broadcom Inc. shares.

Guaranteed by

BANCO SANTANDER, S.A.

under the

EUR 10,000,000,000 Euro Medium Term Note Programme

Any person making or intending to make an offer of the Notes may only do so:

  1. in those Non-exempt Offer Jurisdictions mentioned in Paragraph 7 of Part B below, provided such person is a Dealer or an Authorised Offeror (as such term is defined in the Base Prospectus (as defined below) and that the offer is made during the Offer Period specified in that paragraph and that any conditions relevant to the use of the Base Prospectus are complied with; or
  2. otherwise, in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer.

Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances.

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 25 July 2023 which constitutes a base prospectus for the purposes of the Prospectus Regulation (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation. These Final Terms contain the final terms of the Notes and must be read in conjunction with such Base Prospectus in order to obtain all the relevant information. Prospective investors should note that investing in the Notes entails certain risks including (without limitation) the risk that the Issue Price may be greater than the market value of the Notes and the risk that the Calculation Agent may exercise its discretion in such a way as to affect amounts due and payable under the Notes and/or their Maturity Date. For a more detailed description of certain of the risks involved, see "Risk Factors" on pages 23 to 85 of the Base Prospectus.

A summary of the Notes is annexed to these Final Terms. The Base Prospectus has been published on the website of The Irish Stock Exchange plc trading as Euronext Dublin (www.live.euronext.com) in an agreed electronic format.

(i)

Issuer:

Santander International Products plc

Guarantor:

Banco Santander, S.A.

(i)

Series Number:

2057

Tranche Number:

1

Date on which the Notes will be

Not Applicable

consolidated and form a single

Series:

Applicable Annex(es):

Annex 1: Equity Linked Conditions

Annex 7: Payout Conditions

Type of securities:

Notes

Specified Currency or Currencies:

Euro ("EUR")

Aggregate Principal Amount of Notes:

Series:

Up to EUR 50,000,000

Tranche:

Up to EUR 50,000,000

Issue Price:

100% of the Aggregate Principal Amount

(i)

Specified Denominations:

EUR 1,000

Calculation Amount:

EUR 1,000

(i)

Issue Date:

27 June 2024

Interest Commencement Date:

Issue Date

Trade Date:

25 June 2024

Maturity Date:

29 June 2026, adjusted in accordance with the Modified

Following Business Day Convention

Interest Basis:

Equity Linked: please see the section headed

"Provisions Applicable to Equity Linked Notes" below

for more details

(further particulars specified in items 19 and 22 below)

Redemption/Payment basis:

Redemption at par

See item 32 below

Reference Item(s):

The following Reference Item(s)(k) (from k = 1 to k =

2) will apply for Interest determination purposes:

For k=1: Common stock (each a "Share") of Advanced

Micro Devices, Inc (the "Share Issuer") (Bloomberg

Code: AMD US ) (ISIN: US0079031078)

For k=2: Common stock (each a "Share") of

Broadcom, Inc (the "Share Issuer") (Bloomberg Code:

AVGO US ) (ISIN: US11135F1012 )

Change

of

Interest

or

Not Applicable

Redemption/Payment Basis:

Put/Call Options:

Not Applicable

Settlement Exchange Rate Provisions:

Not Applicable

(i)

Status of the Notes:

Senior

Status of the Guarantee:

Senior Preferred

Date

Board

approval

for

27 March 2024

issuance of Notes obtained:

Knock-in Event:

Not Applicable

Knock-out Event:

Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

Interest:

Applicable

Interest Payment Date(s):

29 June 2026, adjusted in accordance with the Modified

Following Business Day Convention

Margin(s):

Not Applicable

Minimum Interest Rate:

Not Applicable

Maximum Interest Rate:

Not Applicable

Day Count Fraction:

Not Applicable

Rate of Interest:

In respect of the Interest Payment Date the Rate of

Interest shall be determined by the Calculation Agent in

accordance with the following formula(e):

Rate of Interest (ix) - Digital One Barrier:

(A)

If the Coupon Barrier Condition is satisfied in

respect of a ST Coupon Valuation Date:

Constant Percentage 1;

(B)

Otherwise:

Constant Percentage 2

Where:

"Constant Percentage 1" means 6.00% "Constant Percentage 2" means 4.00% "Coupon Barrier" means 100%.

"Coupon Barrier Condition" means, in respect of the ST Valuation Date, that the Coupon Barrier Value on such ST Valuation Date, as determined by the Calculation Agent, is greater than or equal to Coupon Barrier.

"Coupon Barrier Value" means, in respect of the ST Coupon Valuation Date, Worst Value.

"Initial Closing Price" means the RI Closing Value of a Reference Item on the Valuation Date, which shall be the Strike Date.

"RI Closing Value" means, in respect of a Reference Item and the ST Valuation Date, the Settlement Price (as defined in the Equity Linked Conditions).

"RI Initial Value" means, in respect of a Reference

Item, the Initial Closing Price.

"RI Value" means, in respect of a Reference Item and

the ST Valuation Date, (i) the RI Closing Value for such

Reference Item in respect of such ST Valuation Date,

divided by (ii) the relevant RI Initial Value (expressed

as a percentage).

"ST Coupon Valuation Date(s)" means the Coupon

Valuation Date.

"ST Valuation Date" means each ST Coupon

Valuation Date or, for the purposes of the Initial

Closing Price, the Strike Date.

"Worst Value" means, in respect of a ST Valuation

Date, the RI Value for the Reference Item(s) with the

lowest or equal lowest RI Value for any Reference Item

in the Basket in respect of such ST Valuation Date.

Specified

Interest

Amount

Not Applicable

Multiplier:

Fixed Rate Note Provisions

Not Applicable

Floating Rate and CMS Linked Note

Not Applicable

Provisions

Equity

Linked

Note

interest

Applicable - please refer to "Provisions Applicable to

provisions:

Equity Linked Notes" below, for more information

Inflation

Linked

Note

interest

Not Applicable

provisions:

ETF

Linked

Note

interest

Not Applicable

provisions:

Fund

Linked

Note

interest

Not Applicable

provisions:

Foreign Exchange (FX) Rate Linked

Not Applicable

Note interest provisions:

EUA Contract Linked Note interest

Not Applicable

provisions:

Reference Item Rate Linked Note

Not Applicable

interest provisions

Zero Coupon Note Provisions

Not Applicable

PROVISIONS RELATING TO REDEMPTION

Call Option

Not Applicable

Put Option:

Not Applicable

Final Redemption Amount of each

Calculation Amount * 100%

Note:

Final Payout:

Not Applicable

Automatic Early Redemption:

Not Applicable

Early Redemption Amount:

Early Redemption Amount (Tax) per

Market Value less Associated Costs

Calculation Amount

payable

on

redemption for taxation reasons:

Redemption

Amount(s)

per

Market Value less Associated Costs

Calculation Amount payable on an

event of default:

Termination

Amount(s)

per

Not Applicable

Calculation Amount payable on an

occurrence of an Extraordinary Fund

Event:

Early

Redemption Amount

per

Market Value less Associated Costs

Calculation Amount payable following

an early redemption in all other cases

pursuant to the Conditions:

Fair Market Value Interest Element:

Applicable

Equity

Linked

Note

redemption

Not Applicable

provisions:

ETF

Linked Note

redemption

Not Applicable

provisions:

Inflation Linked

Note

redemption

Not Applicable

provisions:

Credit

Linked

Note

redemption

Not Applicable

provisions:

Fund

Linked

Note

redemption

Not Applicable

provisions:

EUA

Contract

Linked

Note

Not Applicable

Redemption Provisions:

Foreign Exchange (FX) Rate Linked

Not Applicable

Note redemption provisions:

Reference Item Rate Linked Note

Not Applicable

redemption provisions

PROVISIONS APPLICABLE TO EQUITY LINKED NOTES

Equity Linked Note Provisions:

Applicable

The provisions of Annex 1 of the Terms and Conditions

(Additional Terms and Conditions for Equity Linked

Notes) shall apply

Type of Notes:

Share Basket Linked Notes

Share(s)/Share

Basket/Single

Reference Items (k)

Share

Index/Share

Index

Basket:

Share Index Sponsor(s):

Not Applicable

Exchange(s):

NASDAQ GS

Related Exchange(s):

All Exchanges

Exchange Business Day:

(All Shares Basis)

Scheduled Trading Day:

(All Shares Basis)

Exchange

Business

Day

Modified Following Business Day Convention

Convention:

Strike Date:

25 June 2024

Strike Period and Strike Days:

Not Applicable

Averaging:

Not Applicable

Coupon Valuation Date(s):

22 June 2026

Coupon Valuation Time:

Scheduled Closing Time

Redemption Valuation Date(s):

Not Applicable

Redemption Valuation Time:

Not Applicable

Observation Date(s):

Not Applicable

Observation Period:

Not Applicable

Valuation

Date

and Specified

The definition of "Valuation Date" in Condition 21 will

Maximum Days of Disruption:

apply, for which purpose the Specified Maximum Days

of Disruption will be equal to three Scheduled Trading

Days

Exchange Rate:

Not Applicable

Business Day Convention:

Modified Following Business Day Convention

PROVISIONS APPLICABLE TO ETF LINKED NOTES

ETF Linked Note Provisions:

Not Applicable

PROVISIONS APPLICABLE TO INFLATION LINKED NOTES

Inflation Linked Note Provisions:

Not Applicable

PROVISIONS RELATING TO CREDIT LINKED NOTES

Credit Linked Note Provisions:

Not Applicable

PROVISIONS APPLICABLE TO FUND LINKED NOTES

Fund Linked Note Provisions:

Not Applicable

PROVISIONS APPLICABLE TO FOREIGN EXCHANGE (FX) RATE LINKED NOTES

Foreign Exchange (FX) Rate Linked Not Applicable

Note Provisions:

PROVISIONS APPLICABLE TO EUA CONTRACT LINKED NOTES

EUA Contract Linked Note Provisions: Not Applicable

PROVISIONS APPLICABLE TO REFERENCE ITEM RATE LINKED NOTES

Reference Item Rate Linked Note Not Applicable

Provisions:

PROVISIONS APPLICABLE TO PHYSICAL DELIVERY, VARIATION OF SETTLEMENT AND PAYMENT DISRUPTION

Provisions applicable to Physical

Not Applicable

Delivery:

Variation of Settlement:

The Issuer does not have the option to vary settlement

in respect of the Notes as set out in Condition 7(k)(ii)

Payment Disruption Event:

Not Applicable

PROVISIONS APPLICABLE TO PARTLY PAID NOTES

Partly Paid Notes:

Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE NOTES

Form of Notes:

Bearer Notes:

Temporary Global Note exchangeable for a Permanent

Global Note which is exchangeable for definitive

Bearer Notes in the limited circumstances specified in

the Permanent Global Note

Additional Business Centres:

T2

Additional Financial Centre for

T2

Condition 7(j):

New Global Note Form:

No

Talons for future Coupons or Receipts

No

to be attached to definitive Bearer

Notes (and dates on which such Talons mature):

Details relating to Instalment Notes:

Not Applicable

amount

of

each

instalment

("Instalment Amount"), date on

which each payment is to be made

("Instalment Date"):

Consolidation provisions:

Not Applicable

Calculation Agent:

Banco Santander, S.A.

Modifications:

Not Applicable

Renminbi Settlement Centre(s):

Not Applicable

PURPOSE OF FINAL TERMS

These Final Terms comprise the final terms required for issue and admission to trading on the regulated market of Euronext Dublin of the Notes described herein pursuant to the EUR 10,000,000,000 Euro Medium Term Note Programme of Santander International Products plc.

RESPONSIBILITY

The Issuer and the Guarantor accept responsibility for the information contained in these Final Terms. Information relating to each Reference Item(s) has been extracted from Bloomberg. Each of the Issuer and the Guarantor confirms that such information has been accurately reproduced and that, so far as it is aware, and is able to ascertain from information published by Bloomberg, no facts have been omitted which would render the reproduced information inaccurate or misleading.

Signed on behalf of the Issuer:

Signed on behalf of the Guarantor:

By:

By:

_______________________

_______________________

Duly authorised

Duly authorised

By:

_______________________

Duly authorised

PART B - OTHER INFORMATION

LISTING

Listing

The Irish Stock Exchange plc trading as Euronext

Dublin ("Euronext Dublin")

Admission to trading

Application has been made by the Issuer (or on its

behalf) to Euronext Dublin for the Notes to be

admitted to the Official List and trading on its

regulated market with effect from the Issue Date

Estimate of total expenses related

EUR 1,500

to admission to trading

RATINGS

Ratings:

The Notes to be issued have not been rated

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER

Save as discussed in "Plan of Distribution" and "General Information", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND ESTIMATED TOTAL EXPENSES

Reasons for the offer: Estimated net proceeds: Estimated total expenses:

See "Use of Proceeds" in the Base Prospectus Up to EUR 50,000,000

  1. EUR 1,500 (listing expenses)
  2. EUR 1,750 (paying agency and tax agency expenses)

PERFORMANCE OF INDEX/FORMULA/ETF/FUND/CURRENCY/REFERENCE ENTITY, EXPLANATION OF EFFECT ON VALUE OF INVESTMENT AND OTHER INFORMATION CONCERNING THE REFERENCE ITEM

Information in relation to the past and future performance and volatility of Advanced Micro Devices, Inc. (ISIN: US0079031078) and Broadcom Inc. (ISIN: US11135F1012) and can be obtained free of charge from Bloomberg.

The Issuer does not intend to provide post-issuance information.

OPERATIONAL INFORMATION

ISIN:

XS2825559649

Common Code:

282555964

CUSIP Code:

Not Applicable

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Disclaimer

Banco Santander SA published this content on 31 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 May 2024 08:50:03 UTC.