First Abu Dhabi Bank PJSC: Issuer Documents

MIFID II Product Governance/Professional Investors and ECPs only for the target market – Directive 2014/65/EU (as amended, “MiFID II“). Any person subsequently offers, sells or recommends the Note(a “MiFID II Dealer“) should consider:

1. The target market for the Notes is only eligible counterparties and professional clients, each as defined in MiFID II; (ii) all appropriate channels for distributing the Notes to eligible counterparties and professional clients. However, MiFID II Distributors subject to MiFID II are responsible for conducting their own target market assessment of the instrument (by adopting or refining the target market assessment) and identifying appropriate distribution channels.

UK MIFIR product governance/professional investors and the only target market for ECPs – For the purposes of each manufacturer’s product approval process only, the target market assessment of the Notes concludes that: (i) the Notes are targeted only to eligible counterparties, as defined in the FCA Manual Commercial Profile Manual and professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of domestic law under the European Union (Withdrawal) Act 2018 (“UKMiFIR”); and (ii) all channels for distributing the Notes to qualified counterparties and professional clients are appropriate. Anyone who subsequently issues, sells or recommends the Notes (“Distributor“) shall take into account the manufacturer’s target market assessment; however, dealers bound by the FCA Handbook Product Intervention and Product Governance Sourcebooks are responsible for conducting their own target market assessment on the note (by adopting or refining the manufacturer’s target market assessment) and Identify appropriate distribution channels.

final terms

Final Terms January 20, 2023

First Abu Dhabi Bank PJSC

Legal Entity Identifier (LEI): 2138002Y3WMK6RZS8H90 Issued 600,000,000 USD 4.375%. $20,000,000,000 Notes Due 2028

Euro Medium Term Note Program

SECTION A – CONTRACT TERMS

Terms used herein should be deemed to be used in accordance with the Base Prospectus dated July 7, 2022, the First Supplemental Base Prospectus dated July 28, 2022 and the Base Prospectus Dated October 27, 2022. The conditions set forth in the two Supplementary Base Prospectuses, which together constitute the Base Prospectus (“base prospectus“) for the purposes of Regulation (EU) 2017/1129, as it is under the European Union (Withdrawal) Act 2018 (“UK Prospectus Regulations“). This document constitutes the final terms in relation to the offering of the Notes described herein for the purposes of the UK Prospectus Regulations and must be read in conjunction with the base prospectus to obtain all relevant information.

The underlying prospectus is available on the Market News section of the London Stock Exchange website (http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html) and the registered office of the bank at FAB Building, Khalifa Business Park – Al Qurm District, PO Box 6316, Abu Dhabi, United Arab Emirates and the treasury agent at Citigroup Centre, Canada Place, Canary Wharf, London, E14 during normal business hours 5LB, UK.