Royal Bank of Canada : Structured Securities Base Prospectus (XS2775819811) USD 2MM 0% due 16 May 2029

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. 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") 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. Consequently, save as provided above, 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 16 May 2024

ROYAL BANK OF CANADA (a Canadian chartered bank)

Legal entity identifier (LEI): ES7IP3U3RHIGC71XBU11

Issue of USD 2,000,000 Callable Floating Rate Notes due May 2029

under the Programme for the Issuance of Securities

PROHIBITION OF OFFER TO PRIVATE CLIENTS IN SWITZERLAND - Other than with respect to offers of the Notes for which a key information document according to the Swiss Federal Financial Services Act ("FinSA") or an equivalent document under FinSA has been prepared the Notes are not intended to be offered or recommended to private clients within the meaning FinSA in Switzerland. For these purposes, a private client means a person who is not one (or more) of the following: (i) a professional client as defined in Article 4(3) FinSA (not having opted-inon the basis of Article 5(5) FinSA) or Article 5(1) FinSA; or (ii) an institutional client as defined in Article 4(4) FinSA; or (iii) a private client with an asset management agreement according to Article 58(2) FinSA.

This Pricing Supplement has not been and will not be filed and deposited with a review body in Switzerland for entry on the list according to Article 64(5) FinSA. Accordingly, the Notes may not be publicly offered, directly or indirectly, in Switzerland within the meaning of FinSA, other than pursuant to an exemption under Article 36(1) FinSA. Neither this Pricing Supplement nor any other offering or marketing material relating to the Notes constitutes a prospectus pursuant to FinSA, and neither this Pricing Supplement nor any other offering or marketing material relating to the Notes may be publicly distributed or otherwise made publicly available in Switzerland.

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, and subject as provided in the sections entitled "Prohibition of Sales to EEA Retail Investors" and "Prohibition of Sales to UK Retail Investors" above.

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, and April 02, 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, United Kingdom 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.

1.	Issuer:		Royal Bank of Canada
	Branch of Account / Branch:	Toronto Branch
2.	(i)	Series Number:
	(ii)	Tranche Number:	1
3.	Specified Currency or Currencies:	USD
	(Condition 1.12)
4.	Aggregate Principal Amount:	USD 2,000,000
	(i)	Series:	USD 2,000,000
	(ii)	Tranche:	USD 2,000,000
5.	Issue Price:	100.00% of the Aggregate Principal Amount
6.	(a)	Specified Denominations:	USD 1,000
	(b)	Calculation Amount:	USD 1,000
	(c)	Minimum Trading Size:	USD 1,000
7.	(i)	Issue Date:	16 May 2024

1. Interest Commencement Date: Issue Date

	(iii)	Trade Date:	1 May 2024
8.	Maturity Date:	16 May 2029
9.	Interest Basis:	SOFR Floating Rate (further details specified below)
10.	(a)	Redemption Basis:	Redemption at par
	(b)	Protection Amount:	Not Applicable

11.	Change of Interest or	Not Applicable
	Redemption/Payment Basis:
12.	Put Option/ Call Option/ Trigger Early	Call Option
	Redemption:	(Further particulars specified below)
13.	Date Board approval for issuance of	Not Applicable
	Notes obtained:
14.	Bail-inable Securities:	Yes
15.	Method of distribution:	Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

1. Fixed Rate Note Provisions (Condition 4.02 / 4.02a)
2. Floating Rate Note Provisions (Condition 4.03)
3. 1. Specified Period(s):
   2. Interest Payment Date(s):

Not Applicable

Applicable

Not Applicable

The 16th of each August, November, February and May in each year, commencing 16th August 2024, with a final payment on the Maturity Date, adjusted for payment purposes 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

1. First Interest Payment Date:
2. Business Day Convention:
3. Business Centre(s):
4. Manner in which the Rate(s) of Interest is/are to be determined:
5. Screen Rate Determination:
6. • Reference Rate:
   • Term Rate:
   • Overnight Rate:
   • Relevant Swap Rate:
   • Calculation Method:

16 August 2024

Following Business Day Convention

London and New York

From (and including) the Issue Date to (but excluding) the Maturity Date interest shall be payable quarterly in arrear and accrue at a per annum rate determined according to the following formula:

Min [ Max (Reference Rate + Margin, Minimum Rate of Interest), Maximum Rate of Interest]

Applicable

SOFR

Not Applicable

Applicable

Not Applicable

Compounded Daily Rate

	- Observation Method:	Lag
	- Interest Determination	The 5th U.S. Government Securities Business Day prior
	Dates(s):	to the relevant Interest Payment Date
	- Rate Determination Date	Not Applicable
	- Relevant Screen Page:	Not Applicable
	- Designated Maturity:	Not Applicable
	- Relevant Time:	Such time as the Rate of Interest is to be determined
	- Reference Banks:	Not Applicable
	- Swap Rate Frequency:	Not Applicable
	- Swap Rate Time:	Not Applicable
	- Swap Rate Currency:	Not Applicable
	- Compounded:	Not Applicable
	- Underlying RFR Rate:	Not Applicable
	- Administrator:	Not Applicable
	- Relevant Financial Centre:	New York
	- Observation Look-Back	5 U.S. Government Securities Business Days
	Period:
(viii)	ISDA Rate Determination:	Not Applicable
(ix)	Linear Interpolation:	Not Applicable
(x)	Margin(s):	1.00%
(xi)	Minimum Rate of Interest:	3.65%
	(Condition 4.04)
(xii)	Maximum Rate of Interest:	6.00%
	(Condition 4.04)
(xiii)	Day Count Fraction	30/360 (Unadjusted)
(xiv)	Default Rate:	As set out in Condition 4.06
(xv)	Fall back provisions, rounding	As set out in Condition 4.03
	provisions, denominator and
	any other terms relating to the
	method of calculating interest
	on Floating Rate Notes, if
	different from those set out in
	the Conditions:

18.	Zero Coupon Note Provisions	Not Applicable
19.	Reference Item Linked Interest	Not Applicable
	Notes
20.	Dual Currency Note Provisions	Not Applicable
PROVISIONS RELATING TO REDEMPTION
21.	Call Option	Applicable
	(Condition 5.03)
	(i)	Optional Redemption Date(s):	Each 16th of each August, November, February and
			May, commencing 16th May 2026, up to and including
			16th February 2029, subject to adjustment in
			accordance with the Following Business Day
			Convention
	(ii)	Optional Redemption	Calculation Amount X 100%
		Amount(s) of each Note:
	(iii)	Redeemable in part:	Not Applicable
	(iv)	Notice period	Minimum period: 10 (Ten) London and New York
			Business Days
			Maximum period: Not Applicable
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 Event	Not Applicable

25. Notice periods for Redemption for Illegality

	(i)	Minimum period:	30 days
	(ii)	Maximum period:	60 days
26.	Trigger Early Redemption	Not Applicable
	(Condition 5.09)
27.	Final Redemption Amount of each	100.00% per Calculation Amount
	Note

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 and/or the
	method of calculating the
	same (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), or in the case of
	Fund Linked Notes, following
	a Fund Event or De-listing,
	Material Underlying Event,
	Merger Event, Nationalisation
	or Tender Offer in accordance
	with Conditions 11 and 12) (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

PROVISIONS RELATING TO REFERENCE ITEM LINKED NOTES

29. Settlement Method

	Whether redemption of the Notes will	Cash Settlement
	be 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	Not Applicable
	Provisions
34.	Index Linked Note Provisions	Not Applicable
	(Equity 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	Not Applicable
	Note Provisions
42.	Physical Delivery	Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
43.	(i)	New Global Note:	No
	(ii)	Form of Notes:	Registered Notes
44.	Financial Centre(s) or other special	London and New York
	provisions relating to payment dates:
45.	Relevant Renminbi Settlement	Not Applicable
	Centre:
46.	Talons for future Coupons or	No
	Receipts to be attached to Definitive
	Notes (and dates on which such
	Talons mature):
	(Condition 1.06)
47.	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]:
48.	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	Royal Bank of Canada, London Branch
	Agent:	100 Bishopsgate
		London, EC2N 4AA
52.	Issuer access to the register of	Not Applicable
	creditors (Sw. skuldboken) in respect
	of Swedish Notes:
53.	Other terms or special conditions:	Not Applicable
54.	Exchange Date:	Not Applicable
55.	The Aggregate Principal Amount of	Not Applicable
	the 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	Not Applicable
	the laws of the Province of Ontario
	and the federal laws of Canada
	applicable therein):
57.	Alternative Currency Payment:	Not Applicable
58.	Masse:	Not Applicable

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in this Pricing Supplement.

Signed on behalf of the Issuer:

Nicole Blackwood

By: Vice President, Transaction Management Group

Duly authorized

Guillaume Horent

By: Global Head of Structured Rates Trading

Duly authorized

PART B - OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

Listing/Admission to trading:

Not Applicable

2. RATINGS

Ratings:

Not Applicable

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

The Issue Price may include a fee or commission payable to a distributor or third party, such fee or commission will be determined by a number of factors including but not limited to Maturity Date of the note, hedging costs and legal fees. Further details in respect of the fee or commission are available upon request.

4. OPERATIONAL INFORMATION

(i)

ISIN:

XS2775819811