Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage (the “securities”) do not guarantee the repayment of the stated principal amount. Instead, the securities offer the opportunity for investors to earn the contingent coupon on each coupon payment date on which the securities are outstanding. If the closing price of the underlying shares is equal to or greater than the call threshold level on any determination date (other than the final determination date), on the corresponding coupon payment date the securities will be redeemed early for an amount per security equal to the stated principal amount plus the contingent coupon with respect to such coupon payment date plus any previously unpaid contingent coupons. If the closing price of the underlying shares is less than the call threshold level on any determination date (other than the final determination date) and greater than the coupon barrier, on the corresponding coupon payment date the securities will not be redeemed early and investors will receive the contingent coupon plus any previously unpaid contingent coupons. If the securities are not redeemed early and the closing price of the underlying shares on the final determination date (the “final price”) is equal to or greater than the downside threshold level, on the maturity date investors will receive an amount per security equal to the stated principal amount plus the contingent coupon with respect to the maturity date plus any previously unpaid contingent coupons. If, however, the securities are not redeemed early and the final price is less than the downside threshold level, on the maturity date, investors will receive the stated principal amount + [1 x (Reference Return + 20.00%) x Downside Leverage Factor]. Accordingly, the securities do not guarantee any return of principal at maturity. Investors may lose up to 100% of the stated principal amount of the securities. The securities are senior unsecured debt securities of HSBC USA Inc. (“HSBC”), and all payments on the securities are subject to the credit risk of HSBC.

If the securities are not redeemed early and the final price is less than the downside threshold level, you will lose 1.25% of the Principal Amount for each 1% that the final price is below the downside threshold level and, in extreme situations, you could lose all of your initial investment.

Reference Return:

The quotient, expressed as a percentage, calculated as follows:

final price – initial price

initial price

Downside Leverage Factor:

100/80.00, which is equal to 1.25.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

* The pricing date, original issue date and the other dates set forth above are subject to change, and will be set forth in the pricing supplement relating to the securities.

The estimated initial value of the securities on the trade date is expected to be between $935.00 and $995.00 per security, which will be less than the price to public. The market value of the securities at any time will reflect many factors and cannot be predicted with accuracy. See “Estimated initial value” above and “Risk Factors” beginning on page 10 of this document for additional information. Investment in the securities involves certain risks. See “Risk Factors” beginning on page 10 of this free writing prospectus, page S-1 of the Stock-Linked Underlying Supplement and page S-1 of the prospectus supplement.

Neither the U.S. Securities and Exchange Commission, or SEC, nor any state securities commission has approved or disapproved the securities, or determined that this free writing prospectus or the accompanying Stock-Linked Underlying Supplement, prospectus supplement or prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

HSBC has filed a registration statement (including a prospectus, a prospectus supplement and Stock-Linked Underlying Supplement) with the SEC for the offering to which this free writing prospectus relates. Before you invest, you should read the prospectus, prospectus supplement and Stock-Linked Underlying Supplement in that registration statement and other documents HSBC has filed with the SEC for more complete information about HSBC and this offering.

You may get these documents for free by visiting EDGAR on the SEC’s web site at www.sec.gov. Alternatively, HSBC Securities (USA) Inc. or any dealer participating in this offering will arrange to send you the prospectus, prospectus supplement and Stock-Linked Underlying Supplement if you request them by calling toll-free 1-866-811-8049.

You should read this document together with the related Stock-Linked Underlying Supplement, prospectus supplement and prospectus, each of which can be accessed via the hyperlinks below.

The securities are not deposit liabilities or other obligations of a bank and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency of the United States or any other jurisdiction, and involve investment risks including possible loss of the stated principal amount invested due to the credit risk of HSBC.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage

The Buffered Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025 based on the performance of the Common Stock of Pfizer Inc., which we refer to as the securities, provide an opportunity for investors to receive a coupon payment, which is an amount equal to at least $10.85 per month (equivalent to at least 13.02% per annum of the stated principal amount) per security, with respect to each monthly valuation date on which the closing price of the underlying shares is greater than or equal to 80.00% of the initial price, which we refer to as the downside threshold level. The monthly contingent coupon payment, if any, will be payable monthly on the relevant contingent coupon payment date. The actual coupon payment will be determined on the trade date. If the securities have not been previously redeemed, the coupon payment will be payable on the relevant coupon payment date, which is the third business day after the related determination date, except that the coupon payment date for the final determination date will be the maturity date.

If the closing price of the underlying shares is less than the coupon barrier on an observation date, the contingent coupon applicable to such observation date will not be payable to you on the relevant coupon payment date. In addition, if a contingent coupon is not paid on a coupon payment date because the closing price of the underlying shares on that observation date is less than the coupon barrier, such contingent coupon will be paid on a later coupon payment date if the closing price of the underlying shares is equal to or greater than the coupon trigger on such later observation date, up to and including the final valuation date. Once a previously unpaid contingent coupon has been paid on a later coupon payment date, it will not be paid again on any subsequent coupon payment date. You may not receive any Contingent Coupon payments over the term of the securities.

If the closing price of the underlying shares is equal to or greater than the call threshold level on any of the determination dates other than the final determination date, the securities will be automatically redeemed for an early redemption amount equal to (i) the stated principal amount plus (ii) the coupon payment with respect to the related coupon payment date together with any previously unpaid contingent coupons with respect to any prior Determination Dates.

If the securities have not previously been redeemed early and the final price is equal to or greater than 80.00% of the initial price, which we refer to as the downside threshold level, the payment at maturity will be the sum of (i) the stated principal amount and (ii) the contingent coupon otherwise due on such date together with any previously unpaid contingent coupons with respect to any prior Determination Dates.

If, however, the securities are not redeemed early and the final price is less than the downside threshold level, the payment at maturity will be the stated principal amount + [1 x (Reference Return + 20.00%) x Downside Leverage Factor]. In this case, investors will lose 1.25% of the Principal Amount for each 1% that the final price is below the downside threshold level, and in extreme situations, investors could lose all of their initial investment. In addition, investors will not participate in any appreciation of the underlying shares.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

The securities offer the opportunity for investors to receive the contingent coupon equal to at least $10.85 per month (equivalent to at least 13.02% per annum of the stated principal amount) per security on each coupon payment date on which the securities are outstanding. The actual contingent coupon will be determined on the trade date. Payments on the securities will vary depending on the closing price or final price of the underlying shares on each determination date and/or the final determination date, respectively, relative to the call threshold level and the downside threshold level, as follows:

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

The following diagrams illustrate the potential outcomes for the securities depending on (1) the closing price and (2) the final price, relative to the initial price and the downside threshold level.

For more information about the payout upon an early redemption or at maturity in different hypothetical scenarios, see “Hypothetical Examples” beginning on the following page.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

The below examples assume the following and are purely hypothetical (the actual terms of your security will be determined on the trade date; amounts may have been rounded for ease of analysis):

Since the securities are called on the first Observation Date, HSBC will pay you on the applicable Call Settlement Date a total of $1,010.85 per $1,000 Note, reflecting your Principal Amount plus the Contingent Coupon of $10.85. The total return on the securities would be 1.085%. No further amount will be owed to you under the securities.

Example 2 — The Securities are called on the Eleventh Observation Date and the Official Closing Price is below the Coupon Barrier on the first ten Observation Dates

Even though the Official Closing Price of the underlying shares is below the coupon barrier on the first ten Observation Dates, since the securities are called on the third Observation Date and the Official Closing Price of the underlying shares is above the initial price on the eleventh Observation Date, HSBC will pay you a total of $1,119.35 per $1,000 Note, reflecting your Principal Amount plus the Contingent Coupon of $10.85 plus the ten previously unpaid Contingent Coupons of $108.50. The total return on the securities would be 11.935%.

Example 3 — The Securities are NOT called on any of the Observation Dates, the official closing price is below the Coupon Barrier on the first eleven Observation Dates and the Final Price of the Underlying Shares is greater than or equal to the Downside threshold level

Even though the official closing price of the underlying shares is below the coupon barrier on the first eleven Observation Dates, since the securities are not called and the final price of the underlying shares is above the downside threshold level and coupon barrier, HSBC will pay you a total of $1,130.20 at maturity per $1,000 Note, reflecting your Principal Amount plus the Contingent Coupon of $10.85 plus the eleven previously unpaid Contingent Coupons of $119.35. The total return on the securities would be 13.02%.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

Example 4 — The Securities are NOT called on any of the Observation Dates and the Final Price of the Underlying Shares is below the downside threshold level

Since the securities are not called and the final price is below the downside threshold level, HSBC will pay you at maturity $500.00 per security. In addition, the final contingent coupon will not be payable because the final price is also below the coupon barrier. When added to the contingent coupon payment of $119.35 received in respect of the first eleven observation dates, HSBC will have paid you $619.35 per Note, for a -38.065% total return on the securities.

Investing in the securities involves significant risks. The securities differ from ordinary debt securities in that HSBC is not necessarily obligated to repay the full amount of your initial investment. If the securities are not automatically redeemed early and the final price is less than the downside threshold level, in extreme situations you could lose all of your initial investment.

Any payment to be made on the securities, including any repayment of principal, depends on the ability of HSBC to satisfy its obligations as they come due. If HSBC were to default on its obligations under the securities, you could lose all of your initial investment.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

The securities may be suitable for you if:

You fully understand the risks of an investment in the securities, including the risk of loss of all of your initial investment.

You are willing to make an investment that is exposed to the Downside Leverage Factor of 1.25x for each percentage point that the Reference Return is below -20.00% and you understand that the Downside Leverage Factor may magnify your losses up to a 100% loss of your investment.

You believe that the final price of the underlying shares will be equal to or greater than the downside threshold level.

You understand that you may not receive any contingent coupon payments over the term of the securities.

You believe that the official closing price of the underlying shares on some or all of the Observation Dates and the final price will not be below the coupon barrier.

You understand and accept that you will not participate in any appreciation in the price of the underlying shares and that any positive return is limited to the contingent coupons received, which will depend on the applicable number of coupon payment dates on which the securities remain outstanding.

You can tolerate fluctuations in the price of the securities prior to maturity that may be similar to or exceed the downside price fluctuations of the underlying shares.

You are willing to invest in the securities based on the contingent coupon, the downside threshold level and the call threshold level indicated on the cover hereof.

You are willing to forgo any dividends paid on in the underlying shares.

You are willing to invest in securities that may be redeemed prior to the maturity date and you are otherwise willing to hold such securities to maturity, a term of approximately 12 months, and accept that there may be little or no secondary market.

The securities may not be suitable for you if:

You do not fully understand the risks of an investment in the securities, including the risk of loss of all of your initial investment.

You require an investment designed to provide a full return of principal at maturity.

You are unwilling to make an investment that is exposed to the Downside Leverage Factor of 1.25x for each percentage point that the Reference Return is below -20.00%, up to a 100% loss of your investment.

You believe that the final price of the underlying shares is likely to be less than the downside threshold level.

You believe that the official closing price of the underlying shares on some or all of the Observation Dates or the final price will be below the coupon barrier.

You seek an investment that participates in the appreciation in the price of the underlying shares or that has unlimited return potential.

You cannot tolerate fluctuations in the price of the securities prior to maturity that may be similar to or exceed the downside price fluctuations of the underlying shares.

You are unwilling to invest in the securities based on the contingent coupon, the downside threshold level or the call threshold level indicated on the cover hereof.

You prefer to receive any dividends paid on the underlying shares.

You are unable or unwilling to hold securities that may be redeemed prior to the maturity date, or you are otherwise unable or unwilling to hold such securities to maturity, a term of approximately 12 months, or you seek an investment for which there will be an active secondary market.

You prefer the lower risk, and therefore accept the potentially lower returns, of conventional debt securities with comparable maturities issued by HSBC or another issuer with a similar credit rating.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

You do not seek an investment for which there will be an active secondary market.

You are willing to accept the risk and return profile of the securities versus a conventional debt security with a comparable maturity issued by HSBC or another issuer with a similar credit rating.

You are comfortable with the creditworthiness of HSBC, as Issuer of the securities.

You seek an investment for which there will be an active secondary market.

You are not willing or are unable to assume the credit risk associated with HSBC, as Issuer of the securities.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

We urge you to read the section “Risk Factors” beginning on page S-1 in the accompanying prospectus supplement and page S-1 of the accompanying Stock-Linked Underlying Supplement. Investing in the securities is not equivalent to investing directly in the underlying shares. You should understand the risks of investing in the securities and should reach an investment decision only after careful consideration, with your advisors, of the suitability of the securities in light of your particular financial circumstances and the information set forth in this free writing prospectus and the accompanying Stock-Linked Underlying Supplement, prospectus supplement and prospectus.

In addition to the risks discussed below, you should review “Risk Factors” in the accompanying prospectus supplement and Stock-Linked Underlying Supplement including the explanation of risks relating to the securities described in the following sections:

“—General Risks Related to Reference Stocks” in the Stock-Linked Underlying Supplement.

You will be subject to significant risks not associated with conventional fixed-rate or floating-rate debt securities.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

Please read the discussion under “Additional Information About the Securities – Additional Provisions – Tax considerations” in this document concerning the U.S. federal income tax consequences of an investment in the securities. Pursuant to the terms of the securities, you agree to treat a security for U.S. federal income tax purposes as a single financial contract that

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

provides for contingent payments that will be treated as ordinary income to you at the time received or accrued in accordance with your regular method of tax accounting. If the Internal Revenue Service (“IRS”) were successful in asserting an alternative treatment for the securities, the timing and character of income or loss on the securities might differ significantly from the tax treatment described herein. Non-U.S. Holders should note that the entire amount of the contingent payments will be subject to U.S. federal income tax withholding at a 30% rate (or at a lower rate under an applicable income tax treaty), and we will not be required to pay any additional amounts with respect to amounts withheld. We do not plan to request a ruling from the IRS regarding the tax treatment of the securities, and the IRS or a court may not agree with the tax treatment described herein.

In 2007, the U.S. Treasury Department and the IRS released a notice requesting comments on the U.S. federal income tax treatment of “prepaid forward contracts” and similar instruments. While it is not clear whether the securities would be viewed as similar to the prepaid forward contracts described in the notice, it is possible that any U.S. Treasury Department regulations or other guidance issued after consideration of these issues could materially and adversely affect the tax consequences of an investment in the securities, possibly with retroactive effect. The notice focuses on a number of issues, the most relevant of which for holders of the securities are the character and timing of income or loss and the degree, if any, to which income realized by non-U.S. investors should be subject to withholding tax. Both U.S. and Non-U.S. Holders should consult their tax advisors regarding the U.S. federal income tax consequences of an investment in the securities, including possible alternative treatments, the issues presented by this notice and any tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdictions.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

This document relates only to the securities offered hereby and does not relate to the Underlying shares or other securities of Pfizer Inc. We have derived all disclosures contained in this document regarding the common stock of Pfizer Inc. from the publicly available documents described in the preceding paragraph. In connection with the offering of the securities, neither we nor the agent has participated in the preparation of such documents or made any due diligence inquiry with respect to Pfizer Inc. Neither we nor the agent has made any independent investigation as to the accuracy or completeness of such publicly available documents or any other publicly available information regarding Pfizer Inc. Furthermore, we cannot give any assurance that all events occurring prior to the date hereof (including events that would affect the accuracy or completeness of the publicly available documents described in the preceding paragraph) that would affect the trading prices of the underlying shares (and therefore the prices of the underlying shares at the time we price the securities) have been publicly disclosed. Subsequent disclosure of any such events or the disclosure of or failure to disclose material future events concerning Pfizer Inc. could affect the value received at maturity with respect to the securities and therefore the value of the securities.

Neither the issuers nor any of their respective affiliates makes any representation to you as to the performance of the underlying shares.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

Please read this information in conjunction with the summary terms on the front cover of this document.

Buffered Contingent Income Auto-Callable Securities with Memory and Downside Leverage due March 17, 2025

SUMMARY TERMS
Issuer:	HSBC USA Inc. (“HSBC”)
Underlying shares:	The common stock of Pfizer Inc. (Bloomberg symbol: PFE UN).
Aggregate principal amount:	$
Stated principal amount:	$1,000 per security
Issue price:	$1,000 per security
*Pricing date:**	March 11, 2024
*Trade date:**	March 12, 2024
*Original issue date:**	March 15, 2024 (3 business days after the trade date)
*Maturity date:**	March 17, 2025, subject to adjustment as described in the accompanying Stock-Linked Underlying Supplement.
Early redemption:	If, on any determination date (other than the final determination date), the closing price of the underlying shares is equal to or greater than the call threshold level, the securities will be redeemed early and we will pay you on the applicable Coupon Payment Date (which will also be the “Call Settlement Date”) a cash payment per Note equal to your Principal Amount plus the Contingent Coupon otherwise due on such date together with any previously unpaid Contingent Coupons with respect to any prior Observation Dates. No further payments will be made on the securities once they have been redeemed.
Early redemption amount:	The early redemption amount will be an amount equal to (i) the stated principal amount plus (ii) the Contingent Coupon otherwise due on such date together with any previously unpaid Contingent Coupons with respect to any prior Observation Dates.
Contingent coupon payment:	On each coupon payment date on which the closing price of the underlying shares is equal to or greater than the coupon barrier, we will pay a coupon payment of at least $10.85 per month (equivalent to at least 13.02% per annum of the stated principal amount) per security on the related coupon payment date plus any previously unpaid contingent coupons, unless the securities were previously redeemed early. The actual coupon payment will be determined on the trade date. You may not receive any coupon payments over the term of the securities.
*Determination dates:**	April 12, 2024, May 13, 2024, June 12, 2024, July 12, 2024, August 12, 2024, September 12, 2024, October 14, 2024, November 12, 2024, December 12, 2024, January 13, 2025, February 12, 2025 and March 12, 2025 (the Final Valuation Date), each subject to adjustment as described in the accompanying Stock-Linked Underlying Supplement
*Coupon Payment dates:**	April 17, 2024, May 16, 2024, June 17, 2024, July 17, 2024, August 15, 2024, September 17, 2024, October 17, 2024, November 15, 2024, December 17, 2024, January 16, 2025, February 18, 2025 and March 17, 2025 (the Maturity Date), each subject to adjustment as described in the accompanying Stock-Linked Underlying Supplement.

Expected Observation Dates	Expected Coupon Payment Dates	Expected Contingent Coupons
April 12, 2024	April 17, 2024	$10.85
May 13, 2024	May 16, 2024	$10.85
June 12, 2024	June 17, 2024	$10.85
July 12, 2024	July 17, 2024	$10.85
August 12, 2024	August 15, 2024	$10.85
September 12, 2024	September 17, 2024	$10.85
October 14, 2024	October 17, 2024	$10.85
November 12, 2024	November 15, 2024	$10.85
December 12, 2024	December 17, 2024	$10.85
January 13, 2025	January 16, 2025	$10.85
February 12, 2025	February 18, 2025	$10.85
March 12, 2025 (the Final Valuation Date)	March 17, 2025 (the Maturity Date)	$10.85

(1)	HSBC Securities (USA) Inc., acting as agent for HSBC, will receive a fee of $1.00 per $1,000 stated principal amount and will pay Morgan Stanley Wealth Management a fixed sales commission of $0.50 for each security they sell. See “Additional Information About the Securities — Supplemental plan of distribution (conflicts of interest).”
(2)	Of the $1.00 per $1,000 stated principal amount received by HSBC Securities (USA) Inc., acting as agent for HSBC, HSBC Securities (USA) Inc. will pay Morgan Stanley Wealth Management a structuring fee of $0.50 for each security.

Call threshold level:	$28.37, which is equal to 100.00% of the initial price
Downside threshold level:	$22.696, which is equal to 80.00% of the initial price
Coupon barrier:	$22.696, which is equal to 80.00% of the initial price
Initial price:	$28.37, which was the official closing price of the underlying shares on the pricing date
Final price:	The official closing price of the underlying shares on the final determination date.
Estimated initial value:	The estimated initial value of the securities is expected to be less than the price you pay to purchase the securities. The estimated initial value does not represent a minimum price at which we or any of our affiliates would be willing to purchase your securities in the secondary market, if any, at any time. The estimated initial value will be calculated on the trade date and will be set forth in the pricing supplement to which this free writing prospectus relates. See "Risk Factors — The estimated initial value of the securities, which will be determined by us on the trade date, is expected to be less than the price to public and may differ from the market value of the securities in the secondary market, if any."
CUSIP / ISIN:	40447AM76 / US40447AM760
Listing:	The securities will not be listed or displayed on any securities exchange or any electronic communications network.
Calculation Agent:	HSBC Securities (USA) Inc., an affiliate of HSBC. See “Additional Information About the Securities — Supplemental plan of distribution (conflicts of interest).”

Hypothetical Initial Price:	$100.00
Hypothetical Call Threshold Level:	$100.00, which is equal to 100.00% of the hypothetical initial price
Hypothetical Downside Threshold Level:	$80.00, which is 80.00% of the hypothetical initial price
Hypothetical Coupon Barrier:	$80.00, which is 80.00% of the hypothetical initial price
Hypothetical Contingent Coupon:	$10.85 (equivalent to 13.02% per annum of the stated principal amount) per security for each applicable Coupon Payment Date
Observation Dates:	Monthly
Stated Principal Amount:	$1,000 per security
Downside Leverage Factor:	100/80.00, which is equal to 1.25

Date	Official closing price	Payment (per Note)
First Observation Date	$130.00 (at or above initial price)	$1,010.85 (Payment at Redemption)
Total Payment: $1,010.85 (1.085% return)

Dates	Official closing price	Payment (per Note)
First Observation Date	$35.00 (below coupon barrier; below initial price)	$0.00 (Contingent Coupon Not Paid)
Second through Tenth Observation Date	Various (below coupon barrier; below initial price)	$0.00 (Contingent Coupon Not Paid)
Eleventh Observation Date	$130.00 (at or above initial price)	$119.35 (Contingent Coupon)
Total Payment: $1,119.35 (11.935% return) (Payment at Redemption)

Dates	Official closing price/Final price	Payment (per Note)
First Observation Date	$67.00 (below coupon barrier; below initial price)	$0.00 (Contingent Coupon Not Paid)
Second through Tenth Observation Date	Various (below coupon barrier; below initial price)	$0.00 (Contingent Coupon Not Paid)
Eleventh Observation Date	$65.00 (below coupon barrier; below initial price)	$0.00 (Contingent Coupon Not Paid)
Final Valuation Date	$91.00 (at or above downside threshold level and coupon barrier; below Initial price)	$1,130.20 (Payment at Maturity)
Total Payment: $1,130.20 (13.02% return)

Dates	Official closing price /Final price	Payment (per Note)
First Observation Date	$90.00 (at or above coupon barrier; below initial price)	$10.85 (Contingent Coupon)
Second through Tenth Observation Date	Various (at or above coupon barrier; below initial price)	$97.65 (Contingent Coupon)
Eleventh Observation Date	$92.00 (at or above coupon barrier; below initial price)	$10.85 (Contingent Coupon)
Final Valuation Date	$40.00 (below downside threshold level and coupon barrier)	$1,000 + [($1,000 x (Reference Return + 20.00%) x Downside Leverage Factor] = $1,000 + ($1,000 x (-60%+20%) x 100/80.00 = $1,000 + ($1,000 x -40%) x 1.25 = $1,000 – $500.00 = $500.00 (Payment at Maturity)
Total Payment: $619.35 (-38.065% return)

Bloomberg Ticker Symbol:	PFE	52 Week High (on 04/11/2023):	$41.79
Current Share Price:	$28.37	52 Week Low (on 03/04/2024):	$25.89
52 Weeks Ago:	$39.86

Additional Provisions
Listing:	The securities will not be listed or displayed on any securities exchange or any electronic communications network.
CUSIP:	40447AM76
ISIN:	US40447AM760
Minimum ticketing size:	$1,000 / 1 security
Events of default and acceleration:	If the securities have become immediately due and payable following an event of default (as defined in the accompanying prospectus) with respect to the securities, the calculation agent will determine the accelerated payment due and payable at maturity in the same general manner as described in “Summary Terms - Payment at maturity” in this free writing prospectus except that the accelerated contingent coupon will be calculated on the basis of a 360-day year consisting of twelve 30-day months. In that case, the scheduled trading day preceding the date of acceleration will be used as the final determination date for purposes of determining the final price. If a market disruption event exists with respect to the underlying shares on that scheduled trading day, then the accelerated final determination date for the underlying shares will be postponed for up to 5 scheduled trading days (in the same manner used for postponing the originally scheduled final determination date). The accelerated maturity date will then be the third business day following the postponed accelerated final determination date. If the securities have become immediately due and payable following an event of default, you will not be entitled to any additional payments with respect to the securities. For more information, see “Description of Debt Securities—Senior Debt Securities—Events of Default” in the prospectus.
Tax considerations:	Prospective investors should note that the discussion under the section called “U.S. Federal Income Tax Considerations” in the accompanying prospectus supplement does not apply to the securities issued under this document and is superseded by the following discussion. The following summary is a general discussion of the material U.S. federal tax consequences of ownership and disposition of the securities. This discussion applies only to initial investors in the securities who: ·      purchase the securities at their “issue price”; and ·      hold the securities as capital assets, within the meaning of Section 1221 of the Internal Revenue Code of 1986, as amended (the “Code”). This discussion does not describe all of the tax consequences that may be relevant to a holder in light of the holder’s particular circumstances or to holders subject to special rules, such as: ·      certain financial institutions; ·      insurance companies; ·      certain dealers and traders in securities, commodities or foreign currencies; ·      investors holding the securities as part of a “straddle,” conversion transaction, integrated transaction or constructive sale transaction; ·      investors subject to special tax accounting rules under Section 451(b) of the Code; ·      U.S. Holders, as defined below, whose functional currency is not the U.S. dollar; ·      partnerships or other entities classified as partnerships for U.S. federal income tax purposes; ·      regulated investment companies; ·      real estate investment trusts; ·      tax-exempt entities, including an “individual retirement account” or “Roth IRA”, as defined in Section 408 or 408A of the Code, respectively; or ·      persons subject to the alternative minimum tax. As the law applicable to the U.S. federal income taxation of instruments such as the securities is technical and complex, the discussion below necessarily represents only a general summary. Moreover, the effect of any applicable state, local or non-U.S. tax laws is not discussed. This discussion is based on the Code, administrative pronouncements, judicial decisions and final, temporary and proposed U.S. Treasury Department regulations, all as of the date hereof, changes to any of which subsequent to the date of this document may affect the tax consequences described herein. Persons considering the purchase of the securities should consult their tax advisors with regard to the application of the U.S. federal income tax laws to their particular situations as well as any tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.