Mashreqbank PSC : Amendment to the terms and conditions

MASHREQBANK PSC (the "Issuer")

Legal Entity Identifier (LEI): 5493000SA3K24EQKA103

NOTICE OF SUCCESSOR RATE AND ADJUSTMENT SPREAD

to all holders of the following outstanding securities of the Issuer

(each a "Series" and, together, the "Notes" and the holders thereof, the "Holders")

U.S.$100,000,000 Floating Rate Notes due 22 May 2024 (ISIN XS2001236038) U.S.$12,000,000 Floating Rates Notes due December 2024 (ISIN XS2091944657)

USD 27,440,000 Floating Rate Notes due 28 May 2024 (ISIN XS2004409608) USD 15,000,000 Floating Rates Notes due December 2024 (ISIN XS2093092034)

each issued under the

U.S.$ 5,000,000,000 Euro Medium Term Note Programme

13 June 2023

The Issuer notes the announcements by the United Kingdom Financial Conduct Authority1 and ICE Benchmark Administration2 on 5 March 2021 regarding the future cessation and loss of representativeness of certain LIBOR benchmarks.

The Issuer, in consultation with The Bank of New York Mellon, London Branch (the "Calculation Agent"), wishes to determine a successor rate (as outlined in supplement number 70 to the 2006 ISDA Definitions) in respect of the relevant Notes, to replace the relevant ISDA Rate (as defined in the terms and conditions of the relevant Notes) (the "Successor Rate"). Accordingly, the Issuer has determined the relevant Successor Rate and adjustment spread (the "Adjustment Spread") set out below for the purposes of each Series of Notes. The relevant Successor Rate and Adjustment Spread for each Series of the Notes are effective from the Interest Period starting on or about: (i) 22 August 2023, in respect of the U.S.$100,000,000 Floating Rate Notes due 22 May 2024; (ii) 16 September 2023, in respect of the U.S.$12,000,000 Floating Rates Notes due December 2024; (iii) 28 August 2023, in respect of the USD 27,440,000 Floating Rate Notes due 2 8 May 2024; and (iv) 16 September 2023, in respect of the USD 15,000,000 Floating Rates Notes due December 2024.

The Successor Rate is Secured Overnight Financing Rate (SOFR), compounded in arrear, applying a 5 day backward-shifted observation period.

The Adjustment Spread is set at 26.161bps in line with the public statements of the Alternative Reference Rates Committee and applying the International Swaps and Derivatives Association fixed fallback spread for 3-month USD LIBOR. This Adjustment Spread will be fixed until the maturity of each Series of the Notes.

1

2

https://www.fca.org.uk/news/press-releases/announcements-end-liborhttps://ir.theice.com/press/news-details/2021/ICE-Benchmark-Administration-Publishes-Feedback-Statement-for-the-Consultation-on-Its-Intention-to-Cease-the-Publication-of-LIBOR-Settings/default.aspx

Accordingly, for each Series of the Notes, interest in respect of the relevant Series will be calculated on the basis of the Successor Rate plus the Adjustment Spread, and the relevant original Margin in respect of that Series.

The Rate of Interest in respect of each Interest Period commencing after 30 June 2023 for each Series of Notes shall be calculated in accordance with ISDA Determination on the basis of the following terms:

• Floating Rate Option: SOFR
• Designated Maturity: 3 months
• Reset Date: The first day of each interest period
• Calculation Method: Compounded Daily
• Observation Method: Observation Shift
• Observation Look-Back Period: 5 Business Days