Royal Bank of Canada : Structured Securities Base Prospectus (XS2819142949) USD 5MM 5.55% due 13 Jun 2034

PROHIBITION OF SALES TO EEA 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 European Economic Area ("EEA") without an up-to-datePRIIPS KID being in place with the prior written consent of RBC Europe Limited and provided in accordance with the PRIIPS Regulation. 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, 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. If the aforementioned consent of RBC Europe Limited has not been received then 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") without an up-to-dateUK PRIIPS KID being in place with the prior written consent of RBC Europe Limited and provided in accordance with the PRIIPS Regulation. 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 EUWA; or (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 (iii) not a qualified investor as defined in Article 2 of the UK Prospectus Regulation. If the aforementioned consent of RBC Europe Limited has not been received then 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.

THE NOTES ARE SUBJECT TO CONVERSION IN WHOLE OR IN PART - BY MEANS OF A TRANSACTION OR SERIES OF TRANSACTIONS AND IN ONE OR MORE STEPS - INTO COMMON SHARES OF ROYAL BANK OF CANADA OR ANY OF ITS AFFILIATES UNDER SUBSECTION 39.2(2.3) OF THE CANADA DEPOSIT INSURANCE CORPORATION ACT (CANADA) ("CDIC ACT") AND TO VARIATION OR EXTINGUISHMENT IN CONSEQUENCE AND SUBJECT TO THE APPLICATION OF THE LAWS OF THE PROVINCE OF ONTARIO AND THE FEDERAL LAWS OF CANADA APPLICABLE THEREIN IN RESPECT OF THE OPERATION OF THE CDIC ACT WITH RESPECT TO THE NOTES.

Pricing Supplement dated 13 June 2024

ROYAL BANK OF CANADA (a Canadian chartered bank)

1

Legal entity identifier (LEI): ES7IP3U3RHIGC71XBU11

Issue of USD 5,000,000 Callable Fixed Coupon Notes due June 2034

under the Programme for the Issuance of Securities

PART A- CONTRACTUAL TERMS

Any person making or intending to make an offer of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to either of Article 3 of the Prospectus Regulation or section 85 of the FSMA or to supplement a prospectus pursuant to either of Article 23 of the Prospectus Regulation or Article 23 of the UK Prospectus Regulation, in each case, in relation to such offer.

This document constitutes the Pricing Supplement for the Notes described herein. This document must be read in conjunction with the Structured Securities Base Prospectus dated July 14, 2023 as supplemented by the supplements dated August 29, 2023, December 18, 2023, January 03, 2024, March 04, 2024, April 02, 2024, and June 04, 2024 (the "Base Prospectus"). Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Base Prospectus. Copies of the Base Prospectus may be obtained from the offices of the Issuer, Royal Bank Plaza, 200 Bay Street, 8th Floor, South Tower, Toronto, Ontario, Canada and the offices of the Issuing and Paying Agent, 160 Queen Victoria Street, London EC4V 4LA, England and in electronic form on the Luxembourg Stock Exchange's website (www.bourse.lu).

For the purposes hereof:

"UK Prospectus Regulation" means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA;

"EUWA" means the European Union (Withdrawal) Act 2018; and

"FSMA" means the Financial Services and Markets Act 2000.

By investing in the Notes, each investor represents that:

1. Non-Reliance.It is acting for its own account, and it has made its own independent decisions to invest in the Notes and as to whether the investment in the Notes is appropriate or proper for it based upon its own judgement and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the Issuer or any Dealer as investment advice or as a recommendation to invest in the Notes, it being understood that information and explanations related to the terms and conditions of the Notes shall not be considered to be investment advice or a recommendation to invest in the Notes. No communication (written or oral) received from the Issuer or any Dealer shall be deemed to be an assurance or guarantee as to the expected results of the investment in the Notes.
2. Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts the terms and conditions and the risks of the investment in the Notes. It is also capable of assuming, and assumes, the risks of the investment in the Notes.
3. Status of Parties. Neither the Issuer nor any Dealer is acting as fiduciary for or adviser to it in respect of the investment in the Notes.

2

1. Issuer:
   Branch of Account / Branch:
2. (i) Series Number:
3. 1. Tranche Number:
4. Specified Currency or Currencies: (Condition 1.12)
5. Aggregate Principal Amount:
6. 1. Series:
   2. Tranche:
7. Issue Price:
8. (a) Specified Denominations:

1. 1. Calculation Amount:
   2. 1. Minimum Trading Size:
2. (i) Issue Date:
3. 1. Interest Commencement Date:
   1. Trade Date:
4. Maturity Date:
5. Interest Basis:
6. (a) Redemption Basis:
7. 1. Protection Amount:
8. Change of Interest Basis:
9. Put Option/ Call Option/ Trigger Early Redemption:
10. Date Board approval for issuance of Notes obtained:
11. Bail-inableSecurities:
12. Method of distribution:

Royal Bank of Canada

Toronto Branch

1 USD

USD 5,000,000

USD 5,000,000

USD 5,000,000

100% of the Aggregate Principal Amount USD 1,000

USD 1,000

USD 1,000

13 June 2024

Issue Date

29 May 2024

13 June 2034, subject to the details specified below under item 21

5.55% p.a Fixed Rate Redemption at par Not Applicable

Not Applicable

Call Option

(Further particulars specified below) Not Applicable

Yes

Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

16. Fixed Rate Note Provisions	Applicable
(Condition 4.02/4.02a)

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(i)	Rate(s) of Interest:	5.55% per annum
(ii)	Interest Payment Date(s):	The 13th of each June in each year, commencing
		on 13 June 2025, with a final payment on the
		Maturity Date, subject to adjustment for payment
		purpose only in accordance with the Business Day
		Convention set out in (iv) below, subject to the
		exercise of the Call Option as set out below
(iii)	Adjusted Interest Period(s):	Not Applicable
(iv)	Business Day Convention:	Following Business Day Convention
(v)	Fixed Coupon Amount(s):	Rate(s) of Interest multiplied by the Day Count
		Fraction multiplied by the Calculation Amount
(vi)	Broken Amount(s):	Not Applicable
(vii)	Day Count Fraction:	30/360
(viii)	Determination Dates:	Not Applicable
(ix)	Default Rate:	As set out in Condition 4.06

1. Other terms relating to the Not Applicable method of calculating interest
   for Fixed Rate Notes:

17.	Floating Rate Note Provisions	Not Applicable
	(Condition 4.03)
18.	Zero Coupon Note Provisions	Not Applicable
19.	Reference Item Linked Interest Notes	Not Applicable
20.	Dual Currency Note Provisions	Not Applicable
PROVISIONS RELATING TO REDEMPTION
21.	Call Option	Applicable
	(Condition 5.03)
	(i)	Optional Redemption Date(s):	The 13th of each June in each year, from and
			including 13 June 2026 up to and excluding the
			Maturity Date, subject to adjustment in
			accordance with the Following Business Day
			Convention

1. Optional Redemption Amount(s) of each Note:
2. Redeemable in part:
3. Notice period

Calculation Amount X 100%

Not Applicable

Minimum period: 5 (Five) London and New York Business Days

Maximum period: Not Applicable

4

22. Put Option	Not Applicable
(Condition 5.06)

23. Notice periods for Early Redemption for Taxation Reasons:

(i)	Minimum period:	30 days
(ii)	Maximum period:	60 days
24. TLAC Disqualification Events:	Not Applicable

25. Notice periods for Redemption for Illegality:

	(i)	Minimum period:	10 days
	(ii)	Maximum period:	30 days
26.	Trigger Early Redemption	Not Applicable
	(Condition 5.08 and Condition 30.02)
27.	Final Redemption Amount	100% x Calculation Amount

28. Early Redemption Amount

(i)	Early Redemption Amount(s)	As per Condition 5.10
	payable on redemption for
	taxation reasons, illegality or
	on event of default or other
	early redemption (including, in
	the case of Index Linked
	Notes, following an Index
	Adjustment Event in
	accordance with Condition 7,
	or in the case of Equity Linked
	Notes, following a Potential
	Adjustment Event and/or De-
	listing and/or Merger Event
	and/or Nationalisation and/or
	Insolvency and/or Tender
	Offer in accordance with
	Condition 8, or in the case of
	Equity Linked Notes, Index
	Linked Notes or Fund Linked
	Notes (involving ETFs),
	following an Additional
	Disruption Event (if applicable)
	(if required):

1. Early Redemption Amount includes amount in respect of accrued interest:

Yes: no additional amount in respect of accrued interest to be paid

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PROVISIONS RELATING TO REFERENCE ITEM LINKED NOTES

29. Settlement Method

Whether redemption of the Notes will be Cash Settlement by (a) Cash Settlement or (b) Physical

Delivery or (c) Cash Settlement and/or Physical Delivery and whether option to vary settlement:

30. Final Redemption Amount for Not Applicable

Reference Item Linked Notes

31.	Multi-Reference Item Linked Notes	Not Applicable
32.	Currency Linked Note Provisions	Not Applicable
33.	Commodity Linked Note Provisions	Not Applicable
34.	Index Linked Note Provisions (Equity	Not Applicable
	Indices only)
35.	Equity Linked Note Provisions	Not Applicable
36.	Fund Linked Note Provisions	Not Applicable
37.	Credit Linked Note Provisions	Not Applicable
38.	Dual Currency Note Provisions	Not Applicable
39.	Preference Share Linked Notes	Not Applicable

40. Bond Linked Redemption Note Not Applicable

Provisions

41.	Actively Managed Basket Linked Note	Not Applicable
	Provisions
42.	Physical Delivery	Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
43.	(i)	New Global Note:	No
	(ii)	Form of Notes:	Bearer Notes

1. Financial Centre(s), TARGET or other special provisions relating to payment dates:
2. Relevant Renminbi Settlement Centre

Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note

London and New York

Not Applicable

6

46. Talons for future Coupons to be attached No to Definitive Notes (and dates on which such Talons mature):

(Condition 1.06)

1. Details relating to Partly Paid Notes: Not Applicable amount of each payment comprising the
   Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:
2. Details relating to Instalment Notes: Not Applicable amount of each instalment ("Instalment
   Amounts"), date on which each payment is to be made ("Instalment Dates"):

49.	Redenomination provisions:	Not Applicable
50.	Consolidation provisions:	Not Applicable

51. Name and address of Calculation Agent: Royal Bank of Canada, London Branch

52.	Name and address of RMB Rate	Not Applicable
	Calculation Agent:
53.	Issuer access to the register of creditors	No
	(Sw. skuldboken) in respect of
	Swedish Notes:
54.	Exchange Date:	On or after 40 calendar days following the Issue
		Date
55.	The Aggregate Principal Amount of the	Not Applicable
	Notes issued has been translated into
	U.S. dollars at the rate of U.S.$1.00 = [ ],
	producing a sum of:
56.	Governing law of Notes (if other than the	Not Applicable
	laws of the Province of Ontario and the
	federal laws of Canada applicable
	therein):
57.	Alternative Payment Currency:	Not Applicable
58.	Masse:	Not Applicable

7

8

PART B - OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

Listing/Admission to trading:

Not Applicable

2. RATINGS

Ratings:

Not Applicable

1. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
   Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
2. OPERATIONAL INFORMATION

(i)	ISIN:	XS2819142949
(ii)	Common Code:	281914294
(iii)	CFI:	See the website of the Association of
		National Numbering Agencies (ANNA) or
		alternatively sourced from the responsible
		National Numbering Agency that assigned
		the ISIN
(iv)	FISN:	See the website of the Association of
		National Numbering Agencies (ANNA) or
		alternatively sourced from the responsible
		National Numbering Agency that assigned
		the ISIN
(v)	Any clearing system(s) other than	Not Applicable
	Euroclear and Clearstream, Luxembourg,
	their addresses and the relevant
	identification number(s):
(vi)	Any clearing system(s) other than Euroclear	Not Applicable
	and Clearstream, Luxembourg, their
	addresses and the relevant identification
	number(s):

1. Delivery:
2. Name(s) and address(es) of Initial Paying Agents, French Paying Agent, Registrar and Transfer Agents:

Delivery against payment

The Bank of New York Mellon, London Branch

160 Queen Victoria Street

London EC4V 4LA

1. Names and addresses of additional Paying Agent(s), Registrar and Transfer Agents (if any):
2. Intended to be held in a manner which would allow Eurosystem eligibility:

5. DISTRIBUTION

1. Method of distribution:
2. If syndicated, names of Managers:
3. Stabilising Manager(s) (if any):
4. If non-syndicated, name of Dealer:

Not Applicable

No

Whilst the designation is specified as "no" at the date of these Final Terms, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them the Notes may then be deposited with one of the ICSDs as common safe-keeper. Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.

Non-syndicated

Not Applicable

Not Applicable

RBC Europe Limited

100 Bishopsgate London EC2N 4AA

(v)	U.S. Selling Restrictions:	Super Reg S; TEFRA D rules apply
(vi)	Canadian Sales:	Canadian Sales Not Permitted
(vii)	Additional selling restrictions:	Not Applicable
(viii)	Prohibition of Sales to EEA Retail	Applicable, other than with respect to offers
	Investors:	of the Notes for which a PRIIPs KID is being
		prepared.
(ix)	Prohibition of Sales to UK Retail	Applicable, other than with respect to offers
	Investors:	of the Notes for which a UK PRIIPs KID is
		being prepared.
(x)	Prohibition of Offer to Private Clients in	Applicable
	Switzerland: