FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to rule 13a-16 or 15d-16 of

The Securities Exchange Act of 1934

For the month of ~~January~~February, 2019

National Bank of Greece S.A.

(Translation of registrant’s name into English)

86 Eolou Street, 10232 Athens, Greece

(Address of principal executive offices)

[Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.]

Form 20-F x Form 40-F o

[Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934.]

Yes o No x

[If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ]

~~Athens,~~NATIONAL ~~January 24th,~~BANK ~~2019~~OF GREECE S.A.

~~ANNOUNCEMENT~~REPLACEMENT OF INTEREST RATE SWAP (IRS) CONTRACT BY THE ISSUANCE OF GREEK GOVERNMENT BONDS (GGBS)

~~The National Bank of Greece (the “Bank”) announces that~~Athens, ~~during the Board of Directors session held today, the resignation of Mr. Dimitrios Dimopoulos from the position of Executive Board Member was announced.~~15/02/2019

ByThe ~~decision~~Hellenic ofRepublic ~~the~~and National Bank’s ~~Board~~ of ~~Directors~~Greece ~~during~~have agreed to cancel the ~~same~~interest ~~session~~rate swap (IRS) contract of 31/12/2008, ~~Mr. Dimitrios~~whose ~~Kapotopoulos~~initial nominal value was €5,500,000,000 ~~General~~and ~~Manager~~its ofnon-depreciated ~~Corporate~~value ~~Banking~~stands at €4,038,000,000. ~~was~~This ~~elected~~instrument aswill ~~Executive~~be ~~Member~~replaced ofby the ~~Board,~~issuance inof ~~accordance~~Greek ~~with~~Government ~~the~~bonds ~~Bank’s~~(GGBs) ~~Articles~~maturing of2023, ~~Association~~2025 and ~~the~~2026 ~~current~~of ~~corporate~~a ~~governance~~total ~~framework~~nominal value of €3,314,250,000 in— ~~replacement~~i.e. representing the current value of ~~Mr. Dimopoulos~~the ~~who~~IRS ~~shall~~— ~~continue~~which ~~providing~~will ~~advisory~~be ~~services~~fully disbursed to NBG under the ~~Bank’s~~following ~~Management.~~terms:

The National Bank of Greece extends a warm thank you to Mr. Dimitrios Dimopoulos for his long-standing cooperation and substantial contribution to the workings of the Bank’s Board of Directors.

	ISIN	Maturity	Coupon		Nominal Value
GGB	GR0112009718	20/3/2023	2.90	%	€	250,250,000
GGB	GR0116007924	20/3/2025	3.25	%	€	964,000,000
GGB	GR0118018663	20/3/2026	3.55	%	€	2,100,000,000

ItThis istransaction ~~noted~~generates ~~that,~~benefits infor ~~accordance~~both ~~with~~parties. For its part, the ~~provisions~~Hellenic ofRepublic enhances the ~~legal~~reduction ~~and~~in ~~regulatory~~public ~~framework~~debt by around €724 million, increasing the ~~election~~share of ~~credit~~fixed ~~institutions~~rate liabilities in the Government’s ~~Board~~debt ~~members~~portfolio isby ~~subject~~circa to2.5% ~~approval~~at ~~and~~no ~~constant~~further ~~review~~cost byfor the ~~Single~~Hellenic ~~Supervisory~~Republic ~~Mechanism~~at ~~(SSM)~~a time of ~~the~~historically ~~European~~low ~~Central~~reference ~~Bank~~rates.

The reduction of €724 million stems from the difference between, the non-depreciated value of €4,038,000,000, which is currently charged to the public debt and will be reduced upon termination of the IRS contract, and, the nominal value of €3,314,250,000 of the new GGBs that will be given to NBG for payment of the equivalent current value of the IRS.

It’s worth noting that this benefit for the public debt has been made possible by the significant drop in benchmark interest rates (mainly due to the policy of Quantitative Easing), though without creating a burden for NBG, as the associated interest rate risk has been fully and effectively hedged.

This transaction brings benefits to National Bank of Greece as the GGBs will earn annual interest income of €110 million, while eliminating the need to hedge the IRS (together with the substantial associated cost). It also simplifies the Bank’s asset structure, securing a reduction in funding costs, and further enhancing the liquidity coverage ratio (LCR).

This transaction is part of NBG’s strategic plan that aims at the effective leverage of the Bank’s strong liquidity, and significant strengthening of the Group’s net interest income and return on equity.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	National Bank of Greece S.A.
	/s/ Ioannis Kyriakopoulos
	(Registrant)
Date: January 24, 2019
Date: February 15, 2019
	Chief Financial Officer
	/s/ George Angelides
	(Registrant)
Date: January 24, 2019
Date: February 15, 2019
	Director, Financial Division

Filing Compare · NATIONAL BANK OF GREECE SA