Common use of Reverse of Security Clause in Contracts

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, the Guarantors party thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof. The Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior notice, as a whole or in part, at any time prior to April 15, 2027, at the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.

Reverse of Security. This Security is one of a duly authorized issue of securities Securities of the Company designated as its 6 1/2% Convertible Subordinated Debentures due 2001 (herein called the “"Securities”"), limited in aggregate principal amount to $86,250,000 (including Securities issuable pursuant to the Initial Purchasers' over-allotment option, as provided for in the Purchase Agreement dated December 13, 1996 between the Company and the Initial Purchasers), issued and to be issued in one or more series under an Indenture, dated as of August 22December 18, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 1996 (as supplemented, herein called the “"Indenture”, which term shall have the meaning assigned to it in such instrument"), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo First Union National Bank, National Association, as Trustee (herein called the “"Trustee”", which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee Trustee, the holders of Senior Indebtedness and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Subject to and upon compliance with the provisions of the Indenture, the Holder of this Security is one of the series designated on the face hereof. The Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeentitled, as a whole or in partat his option, at any time prior to April 15, 2027, at after the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to 60th day following the date of original issuance of Securities pursuant to the Indenture and on or before the close of business on December 15, 2001, or in case this Security or a portion hereof is called for redemption, then in respect of this Security or such portion hereof until and including, but (unless the Company defaults in making the payment due upon redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis pointsnot after, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant second business day preceding the Redemption Date, to convert this Security (or any portion of the principal amount hereof which is $1,000 or an integral multiple thereof), at the principal amount hereof, or of such portion, into fully paid and non-assessable shares (calculated as to each conversion to the nearest 1/100th of a share) of Common Stock at a conversion price equal to $25.95 principal amount for each share of Common Stock (or at the current adjusted conversion price if an adjustment has been made as provided in the Indenture) by surrender of this Security, duly endorsed or assigned to the Company or in blank, to the Company at its office or agency maintained for that purpose pursuant to Section 1002 of the Indenture, accompanied by written notice to the Company in the form provided in this Security (or such other notice as is acceptable to the Company) that the Holder hereof elects to convert this Security, or if less than the entire principal amount hereof is to be converted, the portion hereof to be converted, and, in case such surrender shall be made during the period from the opening of business on any Regular Record Dates referred Date next preceding any Interest Payment Date to the close of business on such Interest Payment Date (unless this Security or the portion thereof being converted has been called for redemption), also accompanied by payment in funds acceptable to the Company of an amount equal to the interest payable on such Interest Payment Date on the face hereofprincipal amount of this Security then being converted. Subject to the aforesaid requirement for payment and, all in the case of a conversion after the Regular Record Date next preceding any Interest Payment Date and on or before such Interest Payment Date, to the right of the Holder of this Security (or any Predecessor Security) of record at such Regular Record Date to receive an instalment of interest (with certain exceptions provided in the Indenture), no payment or adjustment is to be made upon conversion on account of any interest accrued hereon or on account of any dividends on the Common Stock issued upon conversion. No fractional shares or scrip representing fractions of shares will be issued on conversion, but instead of any fractional share the Company shall pay a cash adjustment as provided in the Indenture. On or after April 15, 2027The conversion price is subject to adjustment as provided in the Indenture. In addition, the Notes may be redeemed Indenture provides that in whole, but not in part, at case of certain consolidations or mergers to which the Company is a redemption price equal 100% party or the sale or transfer of all or substantially all of the principal assets of the Company, the Indenture shall be amended, without the consent of any Holders of Securities, so that this Security, if then outstanding, will be convertible thereafter, during the period this Security shall be convertible as specified above, only into the kind and amount of securities, cash and other property receivable upon the Notes plus accrued interest thereon toconsolidation, but not includingmerger, sale or transfer by a holder of the date number of redemptionshares of Common Stock into which this Security might have been converted immediately prior to such consolidation, merger, sale or transfer (assuming such holder of Common Stock failed to exercise any rights of election and received per share the kind and amount received per share by a plurality of non-electing shares).

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Third Supplemental Indenture, dated as of December 14, 2018 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $998,543,000 in aggregate principal amount. The This Security is not redeemable prior to May 4, 2026 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is December 10, 2018. Prior to February 4, 2026 (the date that is three months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on February 4, 2026 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15February 4, 20272026 (the date that is three months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Nineteenth Supplemental Indenture, dated as of November 25, 2024 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $650,000,000 in aggregate principal amount. The This Security is not redeemable prior to November 25, 2029 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Nineteenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is November 20, 2024. Prior to October 25, 2029 (one month prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price (expressed as a percentage of the principal amountamount and rounded to three decimal places) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Eleventh Supplemental Indenture, dated as of February 8, 2021 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,250,000,000 in aggregate principal amount. The This Security is not redeemable prior to February 8, 2061 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Eleventh Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is February 3, 2021. Prior to August 8, 2060 (the date that is six months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on August 8, 2060 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 25 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15August 8, 20272060 (the date that is six months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Tenth Supplemental Indenture, dated as of December 4, 2020, and the Eleventh Supplemental Indenture, dated as of February 8, 2021 (the “Indenture”)) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, limited to $2,250,000,000 in aggregate principal amount. The This Security is not redeemable prior to June 4, 2051 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Tenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is December 1, 2020. Prior to December 4, 2050 (the date that is six months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on December 4, 2050 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15December 4, 20272050 (the date that is six months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Eighth Supplemental Indenture, dated as of March 10, 2009 the “Indenture”) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,000,000,000 in aggregate principal amount. This Security is not redeemable prior to the Stated Maturity, except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is March 10, 2009. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 30 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Seventeenth Supplemental Indenture, dated as of January 10, 2024 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,000,000,000 in aggregate principal amount. The This Security is not redeemable prior to April 10, 2034 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Seventeenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is January 4, 2024. Prior to January 10, 2034 (three months prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the principal amount“Optional Redemption Price”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Twenty-Third Supplemental Indenture, dated as of February 13, 2015 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $850,000,000 in aggregate principal amount. This Security is not redeemable prior to February 13, 2018 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is February 10, 2015. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 10 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security Note is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an the Subordinated Debt Securities Indenture, dated as of August 22May 21, 20112007 (the “Base Indenture”), as supplemented by the first supplemental indentureFirst Supplemental Indenture, dated as of December 8May 29, 20142007 (the “First Supplemental Indenture,” and together with the Base Indenture, and the second supplemental indenture, dated as of September 1, 2016 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trustee (herein called the “Trustee”, ,” which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the CompanyTrustee, the Trustee Company and the Holders holders of the Securities Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. The terms of the Securities include those stated in the Indenture and those made a part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, as in effect from time to time (the “TIA”). The Securities are subject to all such terms, and holders of the Securities are referred to the Indenture and the TIA for a statement of such terms. This Security Note is one of the series designated on the face hereof, limited in initial aggregate principal amount of $300,000,000; provided, however, that the aggregate principal amount of the Securities may be increased in the future without the consent of the holders of the Securities on the same terms and conditions as the Securities, except for issue date, issue price and, if applicable, the initial Interest Payment Date. Additional Securities issued in this manner will be consolidated with, and will form a single series with, the previously outstanding Securities unless such additional Securities will not be treated a fungible with the previously issued and outstanding Securities for U.S. federal income tax purposes. The Company may, on one or more occasions, so long as no Event of Default with respect to the Securities has occurred and is continuing, elect to defer one or more interest payments thereon at any time and from time to time for up to five consecutive years (which may include a combination of this series are semi-annual and quarterly Interest Periods) without being subject to redemption upon not less than 30 days’ the Alternative Payment Mechanism described in the Indenture (but not unless the Company elects to pay deferred interest). Further, the Company may defer interest payments on the Securities for a total of up to ten consecutive years due to one or more than 60 days’) prior noticeMarket Disruption Events, as described in the Indenture, without giving rise to an Event of Default and acceleration under the Indenture. Upon payment of all accrued and unpaid deferred interest on the Securities, the Company may again elect to defer interest as provided in Section 2.02(e) of the First Supplemental Indenture, but in no event may any Optional Deferral Period extend beyond the Maturity Date. The Company is subject to certain restrictions during any Optional Deferral Period, as set forth in Section 2.03 of the First Supplemental Indenture. On the fifth anniversary of the beginning of an Optional Deferral Period (if on such date such Optional Deferral Period has not ended) or, if earlier, immediately following the first Interest Payment Date during an Optional Deferral Period on which the Company elects to pay current interest, the Company is obligated to continuously use its Commercially Reasonable Efforts to issue Qualifying Securities and/or, at the Company’s option, its Qualifying Warrants until it has raised an amount of Eligible Proceeds at least equal to the aggregate amount of accrued and unpaid deferred interest on the Securities that shall be accrued and unpaid as of the next Interest Payment Date (other than interest accruing during the final interest period of the Securities, which can be paid from any source). Such obligation shall continue until all accrued and unpaid deferred interest has been paid in full. The Company’s obligation to use Commercially Reasonable Efforts to issue Qualifying Securities and/or, at its option, Qualifying Warrants to satisfy its obligation to pay accrued and unpaid deferred interest is subject to Market Disruption Events and the instructions or rulings of any Applicable Regulatory Authority, and does not apply on the Final Maturity Date, or the Acceleration Date of the Securities or in the case of a Business Combination. In complying with its obligations in respect of the Alternative Payment Mechanism, in no event shall the Company: (i) be required to issue Common Stock or Qualifying Warrants prior to the fifth anniversary of the commencement of an Optional Deferral Period to the extent that the number of such shares of Common Stock and the shares underlying such Qualifying Warrants, as of the date of their issuance, would exceed 2% of the total number of issued and outstanding shares of the Company’s Common Stock as of the date of the Company’s most recent publicly available consolidated financial statements; (ii) be permitted to issue Mandatorily Convertible Preferred Stock and Perpetual Non-cumulative Preferred Stock to the extent that the net proceeds of any issuance of Mandatorily Convertible Preferred Stock and/or Perpetual Non-cumulative Preferred Stock applied, together with the net proceeds of all prior issuances of any still-outstanding Mandatorily Convertible Preferred Stock and/or Perpetual Non-cumulative Preferred Stock applied during the current and all prior Optional Deferral Periods to pay interest on the Securities pursuant to the Alternative Payment Mechanism, would exceed 25% of the aggregate principal amount of the Securities initially issued under the Indenture; or (iii) be obligated to sell Qualifying Warrants or to apply the proceeds of any such sale to pay deferred interest on the Securities; however, the Company may, at the Company’s option, issue Qualifying Warrants and use the proceeds from such issuance to pay deferred interest on the Securities, subject to clause (i) above. The Company shall have the right to redeem the Securities before their maturity on any Interest Payment Date: (i) in whole or in part, on one or more occasions at any time on or after June 1, 2017, at a cash redemption price equal to the Par Redemption Amount; (ii) in whole or in part, on one or more occasions at any time prior to April 15June 1, 20272017, at the election of the Company, in cases not involving a “Tax Event” or “Rating Agency Event,” (each as defined hereinafter) at a Redemption Price (expressed as a percentage of the principal amount) cash redemption price equal to the greater of (iA) 100% of the principal amount of the Securities called for redemption Par Redemption Amount and (iiB) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities Make-whole Redemption Amount (exclusive of interest accrued to the date of redemptionas defined hereinafter); (iii) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at any time prior to June 1, 2017 and within 180 days after the occurrence of a “Tax Event,” at a cash redemption price equal 100% of to the principal amount of the Notes plus accrued interest thereon toPar Redemption Amount; or (iv) in whole, but not includingin part, at any time prior to June 1, 2017 and within 180 days after the date occurrence of redemption.a “Rating Agency Event” at a cash redemption price equal to the greater of the Par Redemption Amount or the Special Event Make-whole Redemption Amount (each as defined hereinafter). As used herein:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), ) issued and to be issued in one or more series under an the Junior Subordinated Indenture, dated as of August 22September 29, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2005 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo JPMorgan Chase Bank, National Association, as Trustee (herein called in such capacity, the “Trustee”, ,” which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and Trustee, the holders of Senior Debt, the Holders of the Securities and the holders of the Preferred Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. This All terms used in this Security is one of that are defined in the series designated on the face hereof. The Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior notice, as a whole Indenture or in partthe Amended and Restated Trust Agreement, at any dated as of September 29, 2005 (as modified, amended or supplemented from time prior to April 15time, 2027the “Trust Agreement”), at relating to the election of Deerfield Triarc Capital Trust I (the “Trust”) among the Company, as Depositor and the Trustees named therein shall have the meanings assigned to them in the Indenture or the Trust Agreement, as the case may be. The company may, at its option, redeem the Securities on or after October 30, 2010 subject to the terms and conditions of Article XI of the Indenture at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the principal amount hereof, together in the case of any such redemption, with accrued interest, including any Additional Interest, through but excluding the date fixed as the Redemption Date. In addition, upon the occurrence and during the continuation of a Special Event, the Company may, at its option, upon not less than thirty (30) days’ nor more than sixty (60) days’ written notice to the Holders of the Securities (unless a shorter notice period shall be satisfactory to the Trustee), redeem this Security, in whole but not in part, subject to the terms and conditions of Article XI of the Indenture at a Redemption Price equal to one hundred seven and one half percent (107.5%) of the principal amount hereof, together, in the case of any such redemption, with accrued interest, including any Additional Interest, through but excluding the date fixed as the Redemption Date; provided, however, that the Security may be redeemed in connection with a Special Event as set forth above on or after October 30, 2010 at a Redemption Price equal to 100% of the principal amount hereof, together, in the case of any such redemption, with accrued interest, through but excluding the date fixed as the Redemption Date. In the event of redemption of this Security in part only, a new Security or Securities for the unredeemed portion hereof will be issued in the name of the Holder hereof upon the cancellation hereof. If less than all the Securities are to be redeemed, the particular Securities to be redeemed shall be selected not more than sixty (60) days prior to the Redemption Date by the Trustee from the Outstanding Securities not previously called for redemption, by such method as the Trustee shall deem fair and appropriate and which may provide for the selection for redemption and (ii) the sum of a portion of the present values principal amount of any Security. The Indenture permits, with certain exceptions as therein provided, the Company and the Trustee at any time to enter into a supplemental indenture or indentures for the purpose of modifying in any manner the rights and obligations of the remaining scheduled payments Company and of the Holders of the Securities, with the consent of the Holders of not less than a majority in principal amount of the Outstanding Securities. The Indenture also contains provisions permitting Holders of specified percentages in principal amount of the Securities, on behalf of the Holders of all Securities, to waive compliance by the Company with certain provisions of the Indenture and interest on certain past defaults under the Indenture and their consequences. Any such Securities (exclusive consent or waiver by the Holder of interest accrued this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. No reference herein to the date Indenture and no provision of redemption) discounted this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and any premium, if any, and interest, including any Additional Interest (to the redemption date extent legally enforceable), on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) this Security at the Treasury Rate plus 50 basis pointstimes, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is restricted to transfers to “Qualified Purchasers” (as such term is defined in the Investment Company Act of 1940, as calculated amended), and is registrable in the Securities Register, upon surrender of this Security for registration of transfer at the office or agency of the Company maintained for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar and duly executed by, the Holder hereof or such ▇▇▇▇▇▇’s attorney duly authorized in writing, and thereupon one or more new Securities, of like tenor, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities are issuable only in registered form without coupons in minimum denominations of $100,000 and any integral multiple of $1,000 in excess thereof. As provided in the Indenture and subject to certain limitations therein set forth, Securities are exchangeable for a like aggregate principal amount of Securities and of like tenor of a different authorized denomination, as requested by the Independent Investment Banker upon whom Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. The Company, the Trustee and any paying agent of the Company or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Company, the Trustee nor any such agent shall be entitled affected by notice to rely conclusively the contrary. The Company and, by its acceptance of this Security or a beneficial interest herein, the Holder of, and any Person that acquires a beneficial interest in, this Security agree that, for such United States federal, state and local tax purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity it is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemptionintended that this Security constitute indebtedness.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Twenty-Second Supplemental Indenture, dated as of November 4, 2014 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $750,000,000 in aggregate principal amount. This Security is not redeemable prior to November 4, 2024 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is October 30, 2014. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Eighth Supplemental Indenture, dated as of March 10, 2009 the “Indenture”) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $750,000,000 in aggregate principal amount. This Security is not redeemable prior to the Stated Maturity, except that this Security may be redeemed pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is March 10, 2009. Interest will be computed on the basis of a 360-day year of twelve 30-day months. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the Guarantor and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company, the Guarantor and the Trustee with the consent of the Holders of a majority in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company or the Guarantor, or both, with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. As provided in and subject to the provisions of the Indenture, the Holder of this Security shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Securities of this series, the Holders of not less than 25% in principal amount of the Securities of this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default as Trustee and offered the Trustee reasonable indemnity, and the Trustee shall not have received from the Holders of a majority in principal amount of Securities of this series at the time Outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 60 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Security for the enforcement of any payment of principal hereof or interest hereon on or after the respective due dates expressed or provided for herein. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registrable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Company in any place where the principal of and interest on this Security are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities of this series are issuable only in registered form without coupons in denominations of $1,000 and integral multiples of $1,000 in excess thereof. As provided in the Indenture and subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticecertain limitations therein set forth, Securities of this series are exchangeable for a like aggregate principal amount of Securities of this series of a different authorized denomination, as requested by the Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a whole sum sufficient to cover any tax or other governmental charge payable in partconnection therewith. Prior to due presentment of this Security for registration of transfer, at any time prior to April 15, 2027, at the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the CompanyGuarantor, the Trustee and any paying agent of the Company, the Guarantor or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes (subject to Section 307 of the Indenture), whether or not this Security be overdue, and neither the Company, the Guarantor, the Trustee nor any such agent shall be entitled affected by notice to rely conclusively the contrary. The Indenture provides that the Company and the Guarantor, at the Guarantor’s option, (a) will be discharged from any and all obligations in respect of the Securities (except for such purposescertain obligations to register the transfer or exchange of Securities, plusreplace stolen, lost or mutilated Securities, maintain paying agencies and hold moneys for payment in trust) or (b) need not comply with certain restrictive covenants of the Indenture, in each casecase if the Company or the Guarantor deposits, accrued in trust, with the Trustee money or Government Obligations which through the payment of interest thereon toand principal thereof in accordance with their terms will provide money, but not includingin an amount sufficient to pay all the principal of and interest on the Securities on the dates such payments are due in accordance with the terms of such Securities and Guarantees, and certain other conditions are satisfied. Except in the limited circumstances described in Section 305 of the Indenture, the date Securities of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will this series shall be payable to issued in the Holders form of such Securities, or one or more Predecessor Global Securities and The Depository Trust Company shall be the Depositary for such Global Security or Securities, of record at . All terms used in this Security which are defined in the close of business on Indenture shall have the relevant Record Dates referred meanings assigned to on the face hereof, all as provided them in the Indenture. On or after April 15This Security shall be governed by and construed in accordance with the laws of the State of New York, 2027except that the authorization and execution of this Security shall be governed by the laws of the jurisdiction of organization of the Company. GUARANTEE OF BP P.L.C. For value received, BP p.l.c., a corporation duly organized and existing under the Notes may be redeemed laws of England and Wales (herein called the “Guarantor”, which term includes any successor corporation under the Indenture referred to in wholethe Security upon which this Guarantee is endorsed), but not hereby unconditionally guarantees to the Holder of the Security upon which this Guarantee is endorsed and to the Trustee referred to in part, at a redemption price equal 100% such Indenture due and prompt payment of the principal amount of and interest on such Security when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of acceleration, call for redemption or otherwise, according to the terms thereof and of the Notes plus accrued Indenture referred to therein. In case of the failure of BP CAPITAL MARKETS P.L.C., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under such Indenture) punctually to make any such principal or interest thereon to, but not includingpayment, the date Guarantor hereby agrees to cause any such payment to be made promptly when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of redemption.acceleration, call for redemption or otherwise, and as if such payment were made by the Company. The Guarantor hereby further agrees, subject to the limitations and exceptions set forth below, that if any deduction or withholding for any present or future taxes, assessments or other governmental charges of the jurisdiction (or any political subdivision or taxing authority thereof or therein) in which the Guarantor is incorporated, shall at any time be required by such jurisdiction (or any such political subdivision or taxing authority) in respect of any amounts to be paid by the Guarantor under this Guarantee, the Guarantor will pay to the Holder of such Security such additional amounts as may be necessary in order that the net amounts paid to such Holder of such Security who, with respect to any such tax, assessment or other governmental charge, is not resident in such jurisdiction, after such deduction or withholding, shall be not less than the amounts specified in such Security to which such Holder is entitled; provided, however, that the Guarantor shall not be required to make any payment of additional amounts (1) for or on account of any such tax, assessment or governmental charge imposed by the United States or any political subdivision or taxing authority thereof or therein or (2) for or on account of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Seventeenth Supplemental Indenture, dated as of January 10, 2024 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,250,000,000 in aggregate principal amount. The This Security is not redeemable prior to April 10, 2029 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Seventeenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is January 4, 2024. Prior to March 10, 2029 (one month prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the principal amount“Optional Redemption Price”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company Issuer (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 23, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2020 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among the CompanyIssuer, the Guarantors party thereto and ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the CompanyIssuer, the Guarantors, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof; provided, however, that the Issuer may from time to time or at any time, without the consent of the Holders of the Securities, create and issue additional Securities with terms and conditions identical to those of the Securities (except for the issue date, the issue price and the first interest payment date), which additional Securities shall increase the aggregate principal amount of, and shall be consolidated and form a single series with, the Securities; provided that if such additional Securities are not fungible with the Securities for U.S. federal income tax purposes, such additional Securities will have a different CUSIP number from the Securities. This Security is an unsecured obligation of the Issuer and ranks in right of payment on parity with all other unsecured and unsubordinated indebtedness of the Issuer (and without any preference among themselves) and the Guarantees are unsecured obligations of the Guarantors and will rank on a parity with all other unsecured and unsubordinated indebtedness of the Guarantors, except, in each case, for indebtedness mandatorily preferred by law. The Securities of this series are subject to redemption upon not less than 30 days’ at the option of the Issuer on any date prior to April 23, 2027 (but not more than 60 days’) prior noticeany such date, as a “Make-Whole Redemption Date”), in whole or from time to time in part, at any time prior to April 15, 2027, at the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) redemption price equal to the greater of (i1) 100% of the principal amount of the Securities called for redemption being redeemed and (ii2) the sum of Make-Whole Amount for the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposesbeing redeemed, plus, in each either case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Make-Whole Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereofDate, all as provided in the Indenture. On Notwithstanding the foregoing, installments of interest on Securities that are due and payable on Interest Payment Dates falling on or after April 15, 2027, prior to a Make-Whole Redemption Date will be payable on the Notes may be redeemed Interest Payment Date in whole, but not accordance with their terms and in part, at a redemption price equal 100% accordance with the provisions of the principal amount Indenture. For the purposes of the Notes plus accrued interest thereon to, but not including, the date of redemption.this Security:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Sixteenth Supplemental Indenture, dated as of May 11, 2023 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,500,000,000 in aggregate principal amount. The This Security is not redeemable prior to September 11, 2033 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Sixteenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is May 9, 2023. Prior to June 11, 2033 (three months prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the principal amount“Optional Redemption Price”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security Note is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an the Subordinated Debt Securities Indenture, dated as of August 22May 21, 20112007 (the “Base Indenture”), as supplemented by the first supplemental indentureFirst Supplemental Indenture, dated as of December 8May 29, 20142007 (the “First Supplemental Indenture,” and together with the Base Indenture, and the second supplemental indenture, dated as of September 1, 2016 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trustee (herein called the “Trustee”, ,” which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the CompanyTrustee, the Trustee Company and the Holders holders of the Securities Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. The terms of the Securities include those stated in the Indenture and those made a part of the Indenture by reference to the Trust Indenture Act of 1939, as amended, as in effect from time to time (the “TIA”). The Securities are subject to all such terms, and holders of the Securities are referred to the Indenture and the TIA for a statement of such terms. This Security Note is one of the series of Securities designated on the face hereof, limited in initial aggregate principal amount of $300,000,000; provided, however, that the aggregate principal amount of the Securities may be increased in the future without the consent of the holders of the Securities on the same terms and conditions as the Securities, except for issue date, issue price and, if applicable, the initial Interest Payment Date. Additional Securities issued in this manner will be consolidated with, and will form a single series with, the previously outstanding Securities unless such additional Securities will not be treated a fungible with the previously issued and outstanding Securities for U.S. federal income tax purposes. The Company may, on one or more occasions, so long as no Event of Default with respect to the Securities has occurred and is continuing, elect to defer one or more interest payments thereon at any time and from time to time for up to five consecutive years (which may include a combination of this series are semi-annual and quarterly Interest Periods) without being subject to redemption upon not less than 30 days’ the Alternative Payment Mechanism described in the Indenture (but not unless the Company elects to pay deferred interest). Further, the Company may defer interest payments on the Securities for a total of up to ten consecutive years due to one or more than 60 days’) prior noticeMarket Disruption Events, as described in the Indenture, without giving rise to an Event of Default and acceleration under the Indenture. Upon payment of all accrued and unpaid deferred interest on the Securities, the Company may again elect to defer interest as provided in Section 2.02(e) of the First Supplemental Indenture, but in no event may any Optional Deferral Period extend beyond the Maturity Date. The Company is subject to certain restrictions during any Optional Deferral Period, as set forth in Section 2.03 of the First Supplemental Indenture. On the fifth anniversary of the beginning of an Optional Deferral Period (if on such date such Optional Deferral Period has not ended) or, if earlier, immediately following the first Interest Payment Date during an Optional Deferral Period on which the Company elects to pay current interest, the Company is obligated to continuously use its Commercially Reasonable Efforts to issue Qualifying Securities and/or, at the Company’s option, its Qualifying Warrants until it has raised an amount of Eligible Proceeds at least equal to the aggregate amount of accrued and unpaid deferred interest on the Securities that shall be accrued and unpaid as of the next Interest Payment Date (other than interest accruing during the final interest period of the Securities, which can be paid from any source). Such obligation shall continue until all accrued and unpaid deferred interest has been paid in full. The Company’s obligation to use Commercially Reasonable Efforts to issue Qualifying Securities and/or, at its option, Qualifying Warrants to satisfy its obligation to pay accrued and unpaid deferred interest is subject to Market Disruption Events and the instructions or rulings of any Applicable Regulatory Authority, and does not apply on the Final Maturity Date, or the Acceleration Date of the Securities or in the case of a Business Combination. In complying with its obligations in respect of the Alternative Payment Mechanism, in no event shall the Company: (i) be required to issue Common Stock or Qualifying Warrants prior to the fifth anniversary of the commencement of an Optional Deferral Period to the extent that the number of such shares of Common Stock and the shares underlying such Qualifying Warrants, as of the date of their issuance, would exceed 2% of the total number of issued and outstanding shares of the Company’s Common Stock as of the date of the Company’s most recent publicly available consolidated financial statements; (ii) be permitted to issue Mandatorily Convertible Preferred Stock and Perpetual Non-cumulative Preferred Stock to the extent that the net proceeds of any issuance of Mandatorily Convertible Preferred Stock and/or Perpetual Non-cumulative Preferred Stock applied, together with the net proceeds of all prior issuances of any still-outstanding Mandatorily Convertible Preferred Stock and/or Perpetual Non-cumulative Preferred Stock applied during the current and all prior Optional Deferral Periods to pay interest on the Securities pursuant to the Alternative Payment Mechanism, would exceed 25% of the aggregate principal amount of the Securities initially issued under the Indenture; or (iii) be obligated to sell Qualifying Warrants or to apply the proceeds of any such sale to pay deferred interest on the Securities; however, the Company may, at the Company’s option, issue Qualifying Warrants and use the proceeds from such issuance to pay deferred interest on the Securities, subject to clause (i) above. The Company shall have the right to redeem the Securities before their maturity on any Interest Payment Date: (i) in whole or in part, on one or more occasions at any time on or after June 1, 2017, at a cash redemption price equal to the Par Redemption Amount; (ii) in whole or in part, on one or more occasions at any time prior to April 15June 1, 20272017, at the election of the Company, in cases not involving a “Tax Event” or “Rating Agency Event,” (each as defined hereinafter) at a Redemption Price (expressed as a percentage of the principal amount) cash redemption price equal to the greater of (iA) 100% of the principal amount of the Securities called for redemption Par Redemption Amount and (iiB) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities Make-whole Redemption Amount (exclusive of interest accrued to the date of redemptionas defined hereinafter); (iii) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at any time prior to June 1, 2017 and within 180 days after the occurrence of a “Tax Event,” at a cash redemption price equal 100% of to the principal amount of the Notes plus accrued interest thereon toPar Redemption Amount; or (iv) in whole, but not includingin part, at any time prior to June 1, 2017 and within 180 days after the date occurrence of redemption.a “Rating Agency Event” at a cash redemption price equal to the greater of the Par Redemption Amount or the Special Event Make-whole Redemption Amount (each as defined hereinafter). As used herein:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company Subsidiary Issuer designated as its 4.40% Notes due May 30, 2021 (herein called the “Securities”), issued limited (except as otherwise provided in the Indenture referred to below and except as provided in the second succeeding paragraph) in aggregate principal amount to $1,350,000,000, which may be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 indenture (as supplemented, herein called the “Indenture”) dated as of June 1, which term shall have the meaning assigned to it in such instrument), 2011 among the Company, the Guarantors party thereto and ▇▇▇▇▇ Fargo BankSubsidiary Issuer, National AssociationCitibank, N.A., as Trustee indenture agent (herein called the “Indenture Agent,” which term includes any successor Indenture Agent under the Indenture) and Wilmington Trust Company, as trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties duties, obligations and immunities thereunder of the Company, the Trustee Subsidiary Issuer, the Guarantor, the Trustee, the Indenture Agent and the Holders of the Securities Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one a global Security representing $[—] aggregate principal amount at maturity of the series designated Securities. Payment of the principal of (and premium, if any) and interest on this Security will be made at the office or agency of the Company maintained for that purpose in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that payment of interest may be made at the option of the Subsidiary Issuer (i) by check mailed to the address of the Person entitled thereto as such address shall appear on the face hereofSecurity Register or (ii) by wire transfer to an account maintained in the United States by the Person entitled to such payment as specified in the Security Register. The Notwithstanding the foregoing, payments of principal, premium, if any, and interest on a global Security registered in the name of a Depositary or its nominee will be made by wire transfer of immediately available funds. Principal paid in relation to any Security of this series at Maturity shall be paid to the Holder of such Security only upon presentation and surrender of such Security to such office or agency referred to above. As provided for in the Indenture, the Subsidiary Issuer may from time to time without notice to, or the consent of, the Holders of the Securities, create and issue additional Securities of this series under the Indenture, equal in rank to the Outstanding Securities of this series in all respects (or in all respects except for the issue price, the payment of interest accruing prior to the issue date of the new Securities of this series and/or the first payment of interest following the issue date of the new Securities of this series) so that the new Securities of this series shall be consolidated and form a single series with the Outstanding Securities of this series and have the same terms as to status, redemption or otherwise as the Outstanding Securities of this series. The Company will pay to the Holder of this Security such Additional Amounts and other amounts as may be payable under Section 1005 of the Indenture. Whenever in this Security there is mentioned, in any context, the payment of principal (or premium, if any), interest or any other amount payable under or with respect to this Security, such mention shall be deemed to include mention of the payment of Additional Amounts to the extent that, in such context, Additional Amounts are, were or would be payable in respect thereof. The Securities are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior ’ notice, at any time, as a whole or in part, at any time prior to April 15, 2027, at the election of the CompanySubsidiary Issuer, at a Redemption Make-whole Price (expressed as a percentage of defined below) payable on the principal amountdate specified in such notice (the “Optional Redemption Date”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued outside France in one or more series under an Indenture, dated as of August 22October 2, 20112009, as supplemented by the first supplemental indenture, dated as of December 8October 11, 20142018, and the second supplemental indenture, dated as of September 1July 22, 2016 2020, the third supplemental indenture, dated June 17, 2021, and the fourth supplemental indenture dated April 5, 2024 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as issuer, TotalEnergies SE, as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo BankThe Bank of New York Mellon, National Associationacting through its London Branch, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited in aggregate principal amount to U.S.$1,250,000,000. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’’ notice by mail, as follows: (A) prior noticeto January 5, as a 2034 (three months prior to the Stated Maturity), the Company may redeem the Securities at its option, in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price (expressed redemption price(expressed as a percentage of principal amount and rounded to three decimal places) (the principal amount“Optional Make-Whole Redemption Price”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (iia) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) thereon discounted to the relevant redemption date (assuming the notes matured on January 5, 2034) on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 15 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled less (b) interest accrued to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal and (ii) 100% of the principal amount of the Notes notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date and (B) on or after January 5, 2034 (three months prior to Stated Maturity), the Company may redeem the Securities, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not includingto the redemption date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemptionfollowing definitions are applicable.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Eighth Supplemental Indenture, dated as of March 10, 2009 the “Indenture”) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,500,000,000 in aggregate principal amount. This Security is not redeemable prior to the Stated Maturity, except that this Security may be redeemed pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is March 10, 2009. Interest will be computed on the basis of a 360-day year of twelve 30-day months. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the Guarantor and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company, the Guarantor and the Trustee with the consent of the Holders of a majority in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company or the Guarantor, or both, with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. As provided in and subject to the provisions of the Indenture, the Holder of this Security shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Securities of this series, the Holders of not less than 25% in principal amount of the Securities of this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default as Trustee and offered the Trustee reasonable indemnity, and the Trustee shall not have received from the Holders of a majority in principal amount of Securities of this series at the time Outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 60 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Security for the enforcement of any payment of principal hereof or interest hereon on or after the respective due dates expressed or provided for herein. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registrable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Company in any place where the principal of and interest on this Security are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities of this series are issuable only in registered form without coupons in denominations of $1,000 and integral multiples of $1,000 in excess thereof. As provided in the Indenture and subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticecertain limitations therein set forth, Securities of this series are exchangeable for a like aggregate principal amount of Securities of this series of a different authorized denomination, as requested by the Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a whole sum sufficient to cover any tax or other governmental charge payable in partconnection therewith. Prior to due presentment of this Security for registration of transfer, at any time prior to April 15, 2027, at the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the CompanyGuarantor, the Trustee and any paying agent of the Company, the Guarantor or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes (subject to Section 307 of the Indenture), whether or not this Security be overdue, and neither the Company, the Guarantor, the Trustee nor any such agent shall be entitled affected by notice to rely conclusively the contrary. The Indenture provides that the Company and the Guarantor, at the Guarantor’s option, (a) will be discharged from any and all obligations in respect of the Securities (except for such purposescertain obligations to register the transfer or exchange of Securities, plusreplace stolen, lost or mutilated Securities, maintain paying agencies and hold moneys for payment in trust) or (b) need not comply with certain restrictive covenants of the Indenture, in each casecase if the Company or the Guarantor deposits, accrued in trust, with the Trustee money or Government Obligations which through the payment of interest thereon toand principal thereof in accordance with their terms will provide money, but not includingin an amount sufficient to pay all the principal of and interest on the Securities on the dates such payments are due in accordance with the terms of such Securities and Guarantees, and certain other conditions are satisfied. Except in the limited circumstances described in Section 305 of the Indenture, the date Securities of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will this series shall be payable to issued in the Holders form of such Securities, or one or more Predecessor Global Securities and The Depository Trust Company shall be the Depositary for such Global Security or Securities, of record at . All terms used in this Security which are defined in the close of business on Indenture shall have the relevant Record Dates referred meanings assigned to on the face hereof, all as provided them in the Indenture. On or after April 15This Security shall be governed by and construed in accordance with the laws of the State of New York, 2027except that the authorization and execution of this Security shall be governed by the laws of the jurisdiction of organization of the Company. GUARANTEE OF BP P.L.C. For value received, BP p.l.c., a corporation duly organized and existing under the Notes may be redeemed laws of England and Wales (herein called the “Guarantor”, which term includes any successor corporation under the Indenture referred to in wholethe Security upon which this Guarantee is endorsed), but not hereby unconditionally guarantees to the Holder of the Security upon which this Guarantee is endorsed and to the Trustee referred to in part, at a redemption price equal 100% such Indenture due and prompt payment of the principal amount of and interest on such Security when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of acceleration, call for redemption or otherwise, according to the terms thereof and of the Notes plus accrued Indenture referred to therein. In case of the failure of BP CAPITAL MARKETS P.L.C., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under such Indenture) punctually to make any such principal or interest thereon to, but not includingpayment, the date Guarantor hereby agrees to cause any such payment to be made promptly when and as the same shall become due and payable, whether at the Stated Maturity, by declaration of redemption.acceleration, call for redemption or otherwise, and as if such payment were made by the Company. The Guarantor hereby further agrees, subject to the limitations and exceptions set forth below, that if any deduction or withholding for any present or future taxes, assessments or other governmental charges of the jurisdiction (or any political subdivision or taxing authority thereof or therein) in which the Guarantor is incorporated, shall at any time be required by such jurisdiction (or any such political subdivision or taxing authority) in respect of any amounts to be paid by the Guarantor under this Guarantee, the Guarantor will pay to the Holder of such Security such additional amounts as may be necessary in order that the net amounts paid to such Holder of such Security who, with respect to any such tax, assessment or other governmental charge, is not resident in such jurisdiction, after such deduction or withholding, shall be not less than the amounts specified in such Security to which such Holder is entitled; provided, however, that the Guarantor shall not be required to make any payment of additional amounts (1) for or on account of any such tax, assessment or governmental charge imposed by the United States or any political subdivision or taxing authority thereof or therein or (2) for or on account of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Eighth Supplemental Indenture, dated as of April 6, 2020 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $500,000,000 in aggregate principal amount. The This Security is not redeemable prior to April 6, 2027 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is April 2, 2020. Prior to February 6, 2027 (the date that is two months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on February 6, 2027 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 45 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15February 6, 20272027 (the date that is two months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), ) issued and to be issued in one or more series under an Indenture, dated as of August 22May 18, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2009 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo Bank, National AssociationNA, as Trustee trustee (herein called the “Trustee”, ,” which term includes any successor trustee under the Indenture), to which the Indenture and all indentures supplemental thereto (including as supplemented by an Officers’ Certificate pursuant thereto) reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof. This Security is not subject to redemption prior to its maturity. If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company and the Trustee with the consent of the Holders of more than 50% in principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Company with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. The Indenture contains provisions for defeasance at any time of the entire indebtedness of the Company on this Security upon compliance by the Company with certain conditions set forth therein, which provisions apply to this Security. No reference herein to the Indenture and no provision of this Security or of the Indenture shall, without the consent of the Holder, alter or impair the right of the Holder, which is absolute and unconditional, to receive payment of principal of and any premium and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed, except for Section 113 of the Indenture (which limits interest to the maximum amount permissible by law), the provisions of which are incorporated herein by reference. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registerable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Company in any place where the principal of and any premium and interest on this Security are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities of this series are issuable only in registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof. As provided in the Indenture and subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticecertain limitations therein set forth, as Securities of this series are exchangeable for a whole or in part, at any time prior to April 15, 2027, at the election of the Company, at a Redemption Price (expressed as a percentage of the principal amount) equal to the greater of (i) 100% of the like aggregate principal amount of the Securities called for redemption and (ii) the sum of the present values this series of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis pointsdifferent authorized denomination, as calculated requested by the Independent Investment Banker upon whom Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. Prior to due presentment of this Security for registration of transfer, the Company, the Trustee and any paying agent of the Company or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Company, the Trustee nor any such agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable affected by notice to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemptioncontrary.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Eighteenth Supplemental Indenture, dated as of May 17, 2024, and the Nineteenth Supplemental Indenture, dated as of November 25, 2024 (the “Indenture”)) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, limited to $1,150,000,000 in aggregate principal amount. The This Security is not redeemable prior to November 17, 2027 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Eighteenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is May 15, 2024. Prior to October 17, 2027 (one month prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price (expressed as a percentage of the principal amountamount and rounded to three decimal places) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22March 25, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 1998 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and J. ▇. ▇▇▇▇▇▇ Fargo BankTrust Company, National Association, the successor-in-interest to Chase Manhattan Trust Company, National Association, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof. The Company may, without the consent of the Holders of Securities of this series, increase the initial principal amount of the Securities in the future (by “reopening” the series and issuing more Securities) on the same terms and conditions and with the same CUSIP numbers as the Securities. The Securities of this series are subject to redemption upon not more than 60 or less than 30 days’ (but not more than 60 days’) prior noticenotice by mail, as a at any time or from time to time, in whole or in part, at any time prior to April 15, 2027, at the election option of the CompanyCompany on any date (a “Redemption Date”), at a Redemption Price (expressed as a percentage of the principal amount) redemption price equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and to be redeemed, or (ii) as determined by an Independent Investment Banker, the sum of the present values of the remaining scheduled payments of principal and interest on such Securities thereon (exclusive of interest accrued to the date of redemptionsuch Redemption Date) discounted to the redemption date such Redemption Date on a semi-annual semiannual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each either case, accrued and unpaid interest thereon to, but not including, on the date principal amount being redeemed to such Redemption Date; provided that installments of redemption, but interest installments whose Stated Maturity is on Securities which are due and payable on an Interest Payment Date falling on or prior to such the relevant Redemption Date will shall be payable to the Holders holders of such Securities, or one or more Predecessor Securities, of record registered as such at the close of business on the relevant Regular Record Dates referred Date, according to on the face hereof, all as provided in terms and the provisions of the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued outside France in one or more series under an Indenture, dated as of August 22February 17, 20112012, as supplemented by the first supplemental indenture, dated as of December 8February 19, 2014, 2019 and the second fourth supplemental indentureindenture dated June 29, dated as of September 1, 2016 2020 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as issuer, TOTAL S.A., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo BankThe Bank of New York Mellon, National Associationacting through its London Branch, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited in aggregate principal amount to U.S.$800,000,000. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’’ notice by mail, as follows: (A) prior noticeto December 29, as a 2059 (six months prior to the Stated Maturity), the Company has the right to redeem the 2060 notes in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a redemption price (the “Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities to be redeemed that would be due if such Securities 2060 Notes matured on December 29, 2059 (exclusive six months prior to the Stated Maturity) (not including any portion of payments of interest accrued to the relevant redemption date of redemption(any such date, the “Redemption Date”)) discounted to the redemption date relevant Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 30 basis points, as calculated by plus accrued and unpaid interest to (but excluding) the Independent Investment Banker upon whom the Company, the Trustee relevant Redemption Date and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is (B) on or after December 29, 2059 (six months prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027Stated Maturity), the Notes may shall be redeemed redeemable in whole, but not whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, to (but not includingexcluding) the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemptionfollowing definitions are applicable.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “"Securities”"), issued and to be issued in one or more series under an Indenture, dated as of August 2215, 20111994, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, First Supplemental Indenture dated as of September 130, 2016 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument)1994, among the Company, the Guarantors party thereto and ▇▇▇▇▇ Fargo Bank, National AssociationXTRA Corporation, as Trustee Guarantor (herein called the “Trustee”, a "Guarantor," which term includes any successor trustee Guarantor to XTRA Corporation under the Indenture), and The First National Bank of Boston ("Bank of Boston"), as Trustee and, as to the First Supplemental Indenture, XTRA Missouri, Inc. as Guarantor, as further supplemented by the Second Supplemental Indenture dated as of May __, 1997 among the Company, XTRA Corporation, as Guarantor, and State Street Bank and Trust Company (as successor in interest to Bank of Boston), as Trustee (as so supplemented, the "Indenture"), to which Indenture reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof. The Securities of If an Initial Redemption Date is specified on the face hereof, this series are Security is subject to redemption upon notice by first-class mail given not less than 30 days’ (but not nor more than 60 days’) days prior noticeto the date fixed for redemption, at any time as a whole or in part, at any time prior to April 15on or after the Initial Redemption Date, 2027if any, specified on the face hereof, at the election of the Company, at a the Redemption Price Prices, if any, specified on the face hereof, (expressed as a percentage in percentages of the principal amount) ), and thereafter at a redemption price equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and this Security, plus accrued interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis pointsRedemption Date; provided, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but that interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, Securities (or one or more Predecessor Securities, ) of record at the close of business on the relevant Record Dates Date referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Third Supplemental Indenture, dated as of December 14, 2018 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,399,835,000 in aggregate principal amount. This Security is not redeemable prior to May 6, 2022 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is December 10, 2018. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Twenty-Fourth Supplemental Indenture, dated as of March 17, 2015 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,000,000,000 in aggregate principal amount. This Security is not redeemable prior to March 17, 2022 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is March 12, 2015. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Third Supplemental Indenture, dated as of December 14, 2018 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $564,953,000 in aggregate principal amount. The This Security is not redeemable prior to September 19, 2022 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is December 10, 2018. Prior to August 19, 2022 (the date that is one month prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on August 19, 2022 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 12.5 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15August 19, 20272022 (the date that is one month prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Fifteenth Supplemental Indenture, dated as of February 13, 2023 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $2,250,000,000 in aggregate principal amount. The This Security is not redeemable prior to February 13, 2033 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Fifteenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is February 9, 2023. Prior to November 13, 2032 (three months prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the principal amount“Optional Redemption Price”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “"Securities”"), issued and to be issued outside France in one or more series under an Indenture, dated as of August 22February 17, 20112012, as supplemented by the first supplemental indenture, dated as of December 8February 19, 2014, and the second supplemental indenture, dated as of September 1, 2016 2019 (as supplemented, herein called the “"Indenture”, which term shall have the meaning assigned to it in such instrument"), among the Company, as issuer, TOTAL S.A., as Guarantor (herein called the Guarantors party thereto "Guarantor"), and ▇▇▇▇▇ Fargo BankThe Bank of New York Mellon, National Associationacting through its London Branch, as Trustee (herein called the “"Trustee”", which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited in aggregate principal amount to U.S.$1,250,000,000. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’’ notice by mail, as follows: (A) prior noticeto November 19, as a 2028 (three months prior to the Stated Maturity), the Notes shall be redeemable in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a redemption price (the "Optional Make-Whole Redemption Price (expressed as a percentage of the principal amountPrice") equal to the greater of (i) 100% of the principal amount of the Securities called for redemption Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities to be redeemed (exclusive not including any portion of payments of interest accrued to the relevant redemption date of redemption(any such date, the "Redemption Date")) discounted to the redemption date relevant Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 15 basis points, as calculated by plus accrued and unpaid interest to (but excluding) the Independent Investment Banker upon whom the Company, the Trustee relevant Redemption Date and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is (B) on or after November 19, 2028 (three months prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027Stated Maturity), the Notes may shall be redeemed redeemable in whole, but not whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, to (but not includingexcluding) the Redemption Date. For purposes of determining the Optional Make-Whole Redemption Price, the date of redemptionfollowing definitions are applicable.

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an a Indenture, dated as of August 22June 14, 20112022 (the “Base Indenture”), as supplemented by the first supplemental indenturethat First Supplemental Indenture, dated as of December 8June 14, 20142022 (the “First Supplemental Indenture,” and together with the Base Indenture, and the second supplemental indenture, dated as of September 1, 2016 (as supplemented, herein called the “Indenture”, which term shall have the meaning assigned to it in such instrument), among between the Company, the Guarantors party thereto Company and ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), to which the Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the CompanyTrustee, the Trustee Company and the Holders of the Securities Securities, and to which Indenture reference is hereby made for a statement of the terms upon which the Securities of this series designated on the face hereof are, and are to be, authenticated and delivered. This By the terms of the Indenture, the Securities are issuable in series that may vary as to amount, date of maturity, rate of interest, rank and in any other respect provided in the Indenture. The indebtedness evidenced by this Security is one subordinate and junior in right of payment to all Senior Debt to the extent provided in the Indenture, and each Holder of this Security, by such H▇▇▇▇▇’s acceptance of this Security, covenants and agrees to the subordination provided in the Indenture and shall be bound by the provisions of the series designated on Indenture. Senior Debt shall continue to be Senior Debt and entitled to the face benefits of these subordination provisions irrespective of any amendment, modification, or waiver of any term of the Senior Debt or extension or renewal of the Senior Debt. Each Holder hereof, by his, her or its acceptance hereof, waives all notice of the acceptance of the subordination provisions contained herein and in the Indenture by each holder of Senior Debt, whether now outstanding or hereafter created, incurred, assumed or guaranteed, and waives reliance by each such Holder upon said provisions. The Indenture contains provisions for defeasance of this Security upon compliance with certain conditions set forth in the Indenture. If certain Events of Default with respect to Securities of this series are subject shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. Any Event of Default with respect to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticethis Security may be waived by the Holder hereof, as a and if provided in the Indenture. The Company may, at its option, redeem the Securities of this series, in whole or in part, at any time prior or in part from time to April 15, 2027, at the election of the Companytime, at a Redemption Price (expressed as a percentage of the principal amount) redemption price equal to the greater of (i) 100% of the principal amount of the Securities called for redemption to be redeemed plus accrued and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis pointsunpaid interest, as calculated by the Independent Investment Banker upon whom the Companyif any, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not includingexcluding, the date of redemptionRedemption Date, but interest installments whose Stated Maturity is on any Interest Payment Date on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April June 15, 2027. The Company may also, at its option, redeem the Notes may be redeemed Securities of this series before the Stated Maturity Date, in whole, but not in part, at any time, upon the occurrence of a Tier 2 Capital Event, a Tax Event or if the Company is required to register as an investment company pursuant to the Investment Company Act of 1940, as amended. Any such redemption will be at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed plus accrued interest thereon and unpaid interest, if any, to, but not includingexcluding, the date Redemption Date fixed by the Company. Notwithstanding any of redemption.the foregoing, to the extent then required under or pursuant to applicable regulations of the Federal Reserve, this Security may not be repaid prior to the Stated Maturity Date without the prior written consent of the Federal Reserve. In the event of redemption of this Security in part only, a new Security or Securities of this series and of like tenor for the unredeemed portion hereof will be issued in the name of the Holder hereof upon the cancellation hereof. The provisions of Article XI of the Base Indenture and Article VII of the First Supplemental Indenture shall apply to the redemption of any Securities of this series by the Company. In the event that any payment on the Securities of this series is subject to withholding of any U.S. federal income tax or other tax or assessment (as a result of a change in law or otherwise), the Company will not pay additional amounts with respect to such tax or assessment. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of, premium (if any) and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registrable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Company maintained under Section 1002 of the Base Indenture for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series and of like tenor, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. Prior to due presentment of this Security for registration of transfer, the Company, the Trustee and any agent of the Company or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Company, the Trustee nor any such agent shall be affected by notice to the contrary. All terms used in this Security which are defined in the Indenture shall have the meanings assigned to them in the Indenture. Nothing in this Security, express or implied, shall give to any person, other than the Holders of the Securities of this series, the parties hereto and their permitted successors hereunder, any benefit of any legal or equitable right, remedy or claim hereunder. All notices under this Security shall be in writing and, in the case of the Company, addressed to the Company at 1▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, Attention: Chief Financial Officer, or, in the case of the Trustee, addressed to the Trustee at R▇▇▇▇▇ Square North, 1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: West Bancorporation, Inc. Administrator or to such other address of the Trustee as the Trustee may notify the Holders of the Securities of this series. All notices to the Holder of this Security will be given to the Holder at its address as it appears in the Security Register. All covenants and agreements by the Company in this Security and the Indenture shall bind the Company’s successors and assigns, including successors by operation of law resulting from a merger or consolidation of the Company, or successors resulting from the transfer of the Company’s assets and liabilities substantially or entirely, to another entity (“Successors”). Any Successor shall expressly assume in writing all the Company’s obligations hereunder prior to becoming a Successor, and upon becoming a Successor, shall perform all the Company’s obligations hereunder and make all payments due hereunder. In case any provision in this Security shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. EACH OF THE COMPANY, THE TRUSTEE AND EACH HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF, HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT IT MAY HAVE TO TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS SECURITY, THE INDENTURE, OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. This Security shall be governed by and construed in accordance with the laws of the State of New York (including but not limited to N.Y. General Obligations Law Section 5-1401 and any successor statute thereto), without regard to the conflicts of law provisions thereof. To assign this Security, fill in the form below:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “"Securities”"), issued and to be issued in one or more series under an a Junior Subordinated Indenture, dated as of August 22[______] __, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 1998 (as supplemented, herein called the “"Indenture”, which term shall have the meaning assigned to it in such instrument"), among between the Company and Wilmington Trust Company, the Guarantors party thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee (herein called the “"Trustee”", which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the CompanyTrustee, the Trustee Company and the Holders of the Securities Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, limited in aggregate principal amount to $_________. All terms used in this Security that are defined in the Indenture and in the Amended and Restated Trust Agreement, dated as of _________________, 1998, as amended (the "Trust Agreement"), for AMERICAN COIN MERCHANDISING TRUST I among the Company, as depositor, the Trustees named therein and the holders, from time to time, of undivided beneficial interests in the assets of AMERICAN COIN MERCHANDISING TRUST I, shall have the meanings assigned to them in the Indenture or the Trust Agreement, as the case may be. The Securities of this series are Company may at any time, at its option, on or after _______________, 2003, and subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticethe terms and conditions of Article XI of the Indenture, as a redeem this Security in whole or in part, at any time prior or in part from time to April 15time, 2027, at the election of the Companywithout premium or penalty, at a Redemption Price (expressed as a percentage of the principal amount) redemption price equal to the greater of (i) accrued and unpaid interest on the Security so redeemed to the Redemption Date, plus 100% of the principal amount thereof. Upon the occurrence and during the continuation of a Tax Event or Investment Company Event in respect of AMERICAN COIN MERCHANDISING TRUST I, the Company may, at its option, at any time within 90 days of the Securities called for redemption and (ii) the sum occurrence of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis pointsTax Event or Investment Company Event, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plusredeem this Security, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, whole but not in part, subject to the provisions of Section 11.7 and the other provisions of Article XI of the Indenture, at a redemption price equal to the accrued and unpaid interest on the Security so redeemed to the Redemption Date, plus 100% of the principal amount thereof. In the event of redemption of this Security in part only, a new Security or Securities of this series for the portion hereof not redeemed will be issued in the name of the Notes plus accrued interest thereon toHolder hereof upon the cancellation hereof. The Indenture contains provisions for satisfaction and discharge of the entire indebtedness of this Security upon compliance by the Company with certain conditions set forth in the Indenture. The Indenture permits, but not includingwith certain exceptions as therein provided, the date Company and the Trustee at any time to enter into a supplemental indenture or indentures for the purpose of redemption.modifying in any manner the rights and obligations of the Company and of the Holders of the Securities, with the consent of the Holders of not less than a majority in principal amount of the

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22, 2011, as supplemented by the first supplemental indenture, dated as of December March 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2002 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Twenty-Sixth Supplemental Indenture, dated as of September 16, 2016 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,000,000,000 in aggregate principal amount. The This Security is not redeemable prior to January 16, 2027 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is September 13, 2016. Prior to October 16, 2026 (the date that is three months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on October 16, 2026 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15October 16, 20272026 (the date that is three months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Sixth Supplemental Indenture, dated as of February 24, 2020 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,250,000,000 in aggregate principal amount. The This Security is not redeemable prior to February 24, 2050 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is February 19, 2020. Prior to August 24, 2049 (the date that is six months prior to the scheduled maturity date for the Securities), the Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities of this series to be redeemed that would be due if such Securities matured on August 24, 2049 (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, on the date principal amount of redemption, but interest installments whose Stated Maturity is on or prior the Securities of this series to such Redemption Date will be payable redeemed to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the IndentureRedemption Date. On or after April 15August 24, 20272049 (the date that is six months prior to the scheduled maturity date for the Securities), the Notes may be redeemed Securities of this series are subject to redemption, in whole, but not whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus accrued interest and unpaid interest, if any, thereon to, but not includingexcluding, the date of redemption.. For purposes of determining the Optional Redemption Price, the following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture) (such Base Indenture as supplemented by the Third Supplemental Indenture, dated as of December 14, 2018 (the “Indenture”), ) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, initially limited to $1,101,787,000 in aggregate principal amount. This Security is not redeemable prior to May 10, 2023 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture; the date specified for the Securities of this series, for purposes of said Section 1108, is December 10, 2018. The Securities of this series are subject to redemption upon not less than 30 days’ (but not nor more than 60 days’) prior notice’ notice by mail, as a whole or in part, at any time prior and from time to April 15, 2027time, at the election of the Company, at a redemption price (the “Optional Redemption Price (expressed as a percentage of the principal amountPrice”) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption of this series to be redeemed, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such the Securities of this series to be redeemed (exclusive not including any portion of payments of interest accrued to the date of redemptionredemption (the “Redemption Date”)) discounted to the redemption date Redemption Date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 20 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plustogether with, in each case, accrued and unpaid interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not includingSecurities of this series to be redeemed to the Redemption Date. For purposes of determining the Optional Redemption Price, the date of redemption.following terms shall apply:

Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued and to be issued in one or more series under an Indenture, dated as of August 22June 4, 2011, as supplemented by the first supplemental indenture, dated as of December 8, 2014, and the second supplemental indenture, dated as of September 1, 2016 2003 (as supplemented, herein called the “Base Indenture”, which term shall have the meaning assigned to it in such instrument), among the Company, as Issuer, BP p.l.c., as Guarantor (herein called the Guarantors party thereto “Guarantor”), and ▇▇▇▇▇ Fargo The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture)) (such Base Indenture as supplemented by the Eighteenth Supplemental Indenture, dated as of May 17, 2024, and the Nineteenth Supplemental Indenture, dated as of November 25, 2024 (the “Indenture”)) to which Indenture and all indentures supplemental thereto reference is hereby made to the Indenture for a statement of the respective rights, limitations limitation of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof, limited to $1,950,000,000 in aggregate principal amount. The This Security is not redeemable prior to November 17, 2034 (the “Stated Maturity”), except that this Security may be redeemed in accordance with the terms specified below and pursuant to Section 1108 of the Indenture (as amended pursuant to the Eighteenth Supplemental Indenture); the date specified for the Securities of this series, for purposes of said Section 1108, is May 15, 2024. Prior to August 17, 2034 (three months prior to their maturity date) (the “Par Call Date”), the Company may redeem the Securities of this series are subject to redemption upon not less than 30 days’ (but not more than 60 days’) prior noticeat its option, as a in whole or in part, at any time prior and from time to April 15, 2027, at the election of the Companytime, at a Redemption Price (expressed as a percentage of the principal amountamount and rounded to three decimal places) equal to the greater of (i) 100% of the principal amount of the Securities called for redemption and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such Securities (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semi-annual basis (assuming a 360-day calendar year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, as calculated by the Independent Investment Banker upon whom the Company, the Trustee and any paying agent shall be entitled to rely conclusively for such purposes, plus, in each case, accrued interest thereon to, but not including, the date of redemption, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture. On or after April 15, 2027, the Notes may be redeemed in whole, but not in part, at a redemption price equal 100% of the principal amount of the Notes plus accrued interest thereon to, but not including, the date of redemption.of: