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ING GROEP NV

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Feb 26, 2026

ING$31.82-2.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

(Mark One)

☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

For the fiscal year ended 31 December 2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:001-14642

ING GROEP NV

(Exact name of Registrant as specified in its charter)

ING GROUP

(Translation of Registrant’s name into English)

(Jurisdiction of incorporation or organization)

P.O. Box 1800,1000 BV Amsterdam

(Address of principal executive offices)

Erwin Olijslager

Telephone: +31 20 564 7705

E-mail: Erwin.Olijslager@ing.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each classTrading symbolsName of each exchange on which registered
American Depositary SharesINGNew York Stock Exchange
Ordinary sharesNew York Stock Exchange(i)
3.950% Fixed Rate Senior Notes due 2027ING27New York Stock Exchange
4.550% Fixed Rate Senior Notes due 2028ING28New York Stock Exchange
4.050% Fixed Rate Senior Notes due 2029ING29New York Stock Exchange
1.726% Callable Fixed-to-Floating Rate Senior Notes due 2027ING27ANew York Stock Exchange
2.727% Callable Fixed-to-Floating Rate Senior Notes due 2032ING32New York Stock Exchange
Callable Floating Rate Senior Notes due 2027ING27BNew York Stock Exchange
4.017% Callable Fixed-to-Floating Rate Senior Notes due 2028ING28ANew York Stock Exchange
4.252% Callable Fixed-to-Floating Rate Senior Notes due 2033ING33New York Stock Exchange
6.083% Callable Fixed-to-Floating Rate Senior Notes due 2027ING27CNew York Stock Exchange
$500,000,000 Callable Floating Rate Senior Notes due 2027ING27DNew York Stock Exchange
$1,250,000,000 6.114% Callable Fixed-to-Floating Rate Senior Notes due 2034ING34New York Stock Exchange
5.335% Callable Fixed-to-Floating Rate Senior Notes due 2030ING30New York Stock Exchange
5.550% Callable Fixed-to-Floating Rate Senior Notes due 2035ING35New York Stock Exchange
4.858% Callable Fixed-to-Floating Rate Senior Notes due 2029ING29ANew York Stock Exchange
5.066% Callable Fixed-to-Floating Rate Senior Notes due 2031ING31New York Stock Exchange
5.525% Callable Fixed-to-Floating Rate Senior Notes due 2036ING36New York Stock Exchange
Callable Floating Rate Senior Notes due 2029ING29BNew York Stock Exchange

(i)Not for trading, but only in connection with the registration of American Depositary Shares representing

such ordinary shares, pursuant to the requirements of the Securities and Exchange Commission.

Securities registered or to be registered pursuant to Section 12(g) of the Act. None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the

close of the period covered by the annual report.

Ordinary Shares, nominal value EUR 0.01 per Ordinary Share 2,902,437,688

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities

Act. ☒Yes ☐ No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports

pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes☒ No

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or

15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of

the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant

was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to

be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or

for such shorter period that the registrant was required to submit and post such files). ☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated

filer, or an emerging growth company. See definition of “large accelerated filer,” accelerated filer,” and “emerging

growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by

check mark if the registrant has elected not to use the extended transition period for complying with any new or

revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.☐

†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s

assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the

Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit

report.☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial

statements of the registrant included in the filing reflect the correction of an error to previously issued financial

statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis

of incentive based compensation received by any of the registrant’s executive officers during the relevant recovery

period pursuant to §240.10D-1(b).☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements

included in this filing:

U.S. GAAP ☐International Financial Reporting Standards as issued by the International Accounting Standards Board ☒Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial

statement item the registrant has elected to follow.

☐ Item 17 ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2 of the Exchange Act). ☐ Yes☒ No

ING Group Annual Report on Form 20-FContentsPart IPart IIPart IIIAdditional informationFinancial statements5
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