2 years Termsheet EUR

Phoenix Plus Worst Of on SA, Bouygues SA and Unibail-Rodamco-Westfield

This Termsheet is available exclusively in English.

The product described in this document (“Notes”) does not constitute a participation in a collective investment scheme within the meaning of the Swiss Federal Act on Collective Investment Schemes (“CISA”). Therefore, the Notes are not subject to authorization and supervision by the Swiss Financial Market Supervisory Authority FINMA (“FINMA”), and investors in the Notes will not benefit from protection under the CISA or supervision by FINMA. Investors in the Notes bear a credit risk on the Issuer and ultimately on the Guarantor.

The Notes may be distributed in or from Switzerland exclusively to Qualified Investors, and this Termsheet shall not be dispatched, copied to or otherwise made available to, the public (see also section “Additional Important Information - Selling Restrictions” below).

The Notes are not Specified Notes for purposes of Section 871(m) of the U.S. Internal Revenue Code of 1986.

1. PRODUCT DESCRIPTION

OVERVIEW The Phoenix Plus Worst Of is a product that offers an attractive return if on any Valuation Date the Closing Price of all the Underlyings is higher than or equal to a barrier level. In return for this, the investor takes the risk that he will receive a Final Redemption Amount in respect of the potential negative performanceof the worst performing Underlying at the Maturity Date (3 May 2021) of the product. This will be the case if the Closing Price of at least one of the Underlyings is lower than the Strike (70% of S(0,k)) at the last Valuation Date (26 April 2021). In this scenario, the Final Redemption Amount will be less than 100% of the Specified Denomination.

In addition, the Notes feature an automatic early redemption option: if on any Valuation Date on which an Early Redemption may be triggered during the term of the Notes, the performance of each Underlying(k) is higher than or equal to the relevant Autocall Barrier, the Notes will be automatically redeemed in cash on the Automatic Early Redemption Date immediately following such Valuation Date (and therefore, prior to the (scheduled) Maturity Date (3 May 2021) of the Notes). The Note will then be redeemed at an amount equal to 100% of the Specified Denomination.

Payments due under the Notes are guaranteed by the Guarantor by a first demand guarantee governed by English Law (English Courts having jurisdiction) without recourse to the Issuer.

SVSP Product Type 1220 - Reverse Convertible

ISIN Code XS1968519840

Common Code 196851984

Issue Size / Aggregate Nominal EUR 600,000 (i.e. 600 Notes) (subject to the issue of additional Notes) Amount Specified Currency / Specified EUR 1,000 Denomination Issue Price 100%

Capital Protection No

Minimum Investment EUR 100,000 (i.e. 100 Notes)

Minimum Trading EUR 1,000 (i.e. 1 Note)

DATES Launch Date 24 April 2019

Valuation Date(0) 24 April 2019 (i.e. "first Valuation Date")

Issue Date 2 May 2019

Interest Commencement Date Issue Date

Valuation Date(i) (i from 1 to 7) 24 July 2019, 24 October 2019, 24 January 2020, 24 April 2020, 24 July 2020, 26 October 2020, 25 January 2021

Valuation Date(8) 26 April 2021 (i.e. "last Valuation Date")

Termsheet 1 / 6

SG Reference: PTP-824083 Maturity Date 3 May 2021

KEY PARAMETERS Underlying(s): The following Shares (each an "Underlying(k)" and together the "Basket") as defined below:

k Company Bloomberg Ticker Exchange Website Strike

1 AXA SA CS FP Paris www.axa.com EUR 16.5515

2 Bouygues SA EN FP www.bouygues.fr EUR 24.388

3 Unibail-Rodamco-Westfield URW NA Euronext Amsterdam www.unibail-rodamc EUR 108.85 o.com

AXA SA : ISIN : FR0000120628; Bouygues SA : ISIN : FR0000120503; Unibail-Rod