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 Document Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 September 8, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Madeleine Joy Mateo Christian Windsor Lory Empire Michael Volley Re: Klarna Group plc Registration Statement on Form F-1 Filed September 2, 2025, as amended File No. 333-285826 Acceleration Request Requested Date: September 9, 2025 Requested Time: 4:00 P.M. Eastern Time Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), we, as the representatives of the several underwriters (the “Representatives”), hereby join in the request of Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “Company”), that the effective date of the above-referenced Registration Statement on Form F-1 be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time, on September 9, 2025, or as soon thereafter as practicable, or at such other time thereafter as the Company or its outside counsel, Davis Polk & Wardwell LLP, may request by telephone to the staff of the Securities and Exchange Commission. Pursuant to Rule 460 under the Securities Act, we, as the Representatives, wish to advise you that we will take reasonable steps to secure adequate distribution of the preliminary prospectus to underwriters, dealers, institutions and others prior to the requested effective time of the Registration Statement. We, the undersigned Representatives, hereby represent that we are in compliance and will comply, and have been informed by the other participating underwriters that they are in compliance and will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the offering pursuant to the above-referenced Registration Statement and Preliminary Prospectus. [ Signature Page Follows ] Very truly yours, Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Morgan Stanley & Co. LLC, As Representatives of the several Underwriters GOLDMAN SACHS & CO. LLC By: /s/ Danielle Freeman                                          Name: Danielle Freeman Title: Managing Director J.P. MORGAN SECURITIES LLC By: /s/ Blair Seideman                                               Name: Blair Seideman Title: Executive Director MORGAN STANLEY & CO. LLC By: /s/ Rizvan Dhalla                                                Name: Rizvan Dhalla Title: Managing Director [ Signature Page to Underwriters’ Acceleration Request Letter ]

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 Document Klarna Group plc 10 York Road London SE1 7ND United Kingdom Tel.: +44 8081 893 333 September 8, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Klarna Group plc (the “Company”) Registration Statement on Form F-1 Registration No. 333-285826 Attention: Ms. Madeleine Joy Mateo, Mr. Christian Windsor, Ms. Lory Empie and Mr. Michael Volley Dear Ms. Mateo, Mr. Windsor, Ms. Empie and Mr. Volley: Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant hereby requests that the effective date for the Registration Statement referred to above be accelerated so that it will be declared effective at 4:00 p.m. Eastern Time on September 9, 2025 or at such later time as the Company or its counsel may orally request via telephone call to the staff of the Securities and Exchange Commission. By separate letter, the underwriters of the issuance of the securities being registered join in this request for acceleration. Please do not hesitate to contact Byron Rooney of Davis Polk & Wardwell LLP at (212) 450-4658 or byron.rooney@davispolk.com with any questions with respect to this letter. Sincerely, Klarna Group plc By: /s/ Niclas Neglén Name: Niclas Neglén Title: Chief Financial Officer and Director

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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com September 8, 2025 Re: Klarna Group plc Amendment No. 3 to Registration Statement on Form F-1 Filed September 2, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to Amendment No. 3 to the Company’s Registration Statement on Form F-1, filed with the Commission on September 2, 2025 (the “ Registration Statement ”), contained in the Staff’s letter dated September 5, 2025. The Company has revised the Registration Statement in response to the Staff’s comments and is filing Amendment No. 4 to the Registration Statement (“ Amendment No. 4 ”) concurrently with this letter. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in Amendment No. 4 where the revised language addressing a particular comment appears. 1 Amendment No. 3 to Form F-1 Key Credit Metrics, page 149 1. We note your response and revised disclosure related to prior comment 1 and your chart of delinquency rates on page 150. Please address the following: • The note below the chart states that the metric includes all loans extended by Klarna in the relevant period, regardless of whether such loans currently remain on Klarna's balance sheet. Please tell us in detail and revise to clarify what this means and to more clearly explain how the metric is calculated including what information is included in the numerator and denominator. For example, is the metric based on loan balances or loan counts, does it include only loans extended during a particular time period (e.g., the quarter) or is it calculated using all loans outstanding at a point in time, does it include loans that have been sold, does the denominator include loans that have been paid off, etc. • If the metric includes loans sold by Klarna, please revise the title and the disclosure under the chart to remove (Consolidated Basis) or to more clearly identify the loans included in the metric since (Consolidated Basis) may imply the metric only includes loans that are on-balance sheet or tell us why you believe the wording is appropriate. • We note your disclosure that indicates that the metric for fair financing loans is “at 6 months” which appears to contradict the title of the chart that states “at 60 days.” Please revise your disclosure, as needed, to clarify what the chart is showing for each loan product. Please revise other disclosure throughout your filing that shows similar information as needed. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 4 on pages 149-151 in response. Key Credit Metrics, page 149 2. We note your disclosure on page F-40 that you generally write-off consumer receivables when an outstanding balance is 180 days past due. Please tell us in detail and revise to clarify what the “at 60 days” means in the cumulative net charge-off rates at 60 days charts on pages 152 and 153. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that the reference to “at 60 days” in the titles of the cumulative net charge-off rates charts included in the Registration 2 Statement was inadvertent. Accordingly, the Company has updated Amendment No. 4 on page 152 in response. Liquidity and Capital Resources, page 173 3. We note your response to prior comment 3, as well as your disclosure about the forward-flow agreement on page 181. We also note that the agreement with Santander that permits you to access up to €1.4B in warehouse funding, which appears to be a substantial addition to your available capital resources to absorb any temporary need for additional liquidity. Consequently, please address this agreement and any other sources of liquidity. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has updated Amendment No. 4 on pages 48, 173 and 179-180 in response. *                                        *                                       * Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP 3

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<TEXT>
 September 5, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Amendment No. 3 to Registration Statement on Form F-1
 Filed September 2, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your amended registration statement and have the
following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our August 25,
2025 letter.

Amendment No. 3 to Form F-1
Key Credit Metrics, page 149

1. We note your response and revised disclosure related to prior comment 1
and
 your chart of delinquency rates on page 150. Please address the
following:

 The note below the chart states that the metric includes all loans
extended by
 Klarna in the relevant period, regardless of whether such loans
currently remain
 on Klarna's balance sheet. Please tell us in detail and revise to
clarify what this
 means and to more clearly explain how the metric is calculated
including what
 information is included in the numerator and denominator. For
example, is the
 metric based on loan balances or loan counts, does it include only
loans extended
 September 5, 2025
Page 2

 during a particular time period (e.g., the quarter) or is it
calculated using all loans
 outstanding at a point in time, does it include loans that have been
sold, does the
 denominator include loans that have been paid off, etc.
 If the metric includes loans sold by Klarna, please revise the
title and the
 disclosure under the chart to remove (Consolidated Basis) or to more
clearly
 identify the loans included in the metric since (Consolidated Basis)
may imply the
 metric only includes loans that are on-balance sheet or tell us why
you believe
 the wording is appropriate.
 We note your disclosure that indicates that the metric for fair
financing loans is
 "at 6 months" which appears to contradict the title of the chart
that states "at 60
 days." Please revise your disclosure, as needed, to clarify what the
chart is
 showing for each loan product.

 Please revise other disclosure throughout your filing that shows similar
information as
 needed.
2. We note your disclosure on page F-40 that you generally write-off
consumer
 receivables when an outstanding balance is 180 days past due. Please
tell us in detail
 and revise to clarify what the "at 60 days" means in the cumulative net
charge-off
 rates at 60 days charts on pages 152 and 153.
Liquidity and Capital Resources, page 173

3. We note your response to prior comment 3, as well as your disclosure
about the
 forward-flow agreement on page 181. We also note that the agreement with
Santander
 that permits you to access up to 1.4B in warehouse funding, which
appears to be a
 substantial addition to your available capital resources to absorb any
temporary need
 for additional liquidity. Consequently, please address this agreement
and any other
 sources of liquidity.
 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com September 2, 2025 Re: Klarna Group plc Amendment No. 2 to Registration Statement on Form F-1 Filed August 15, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to Amendment No. 2 to the Company’s Registration Statement on Form F-1, filed with the Commission on August 15, 2025 (the “ Registration Statement ”), contained in the Staff’s letter dated August 25, 2025. The Company has revised the Registration Statement in response to the Staff’s comments and is filing Amendment No. 3 to the Registration Statement (“ Amendment No. 3 ”) concurrently with this letter. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in Amendment No. 3 where the revised language addressing a particular comment appears. Amendment No. 2 to Form F-1 Key Credit Metrics, page 146 1. We note your response and revised disclosure related to prior comment 3. Please revise to update the key credit metrics through the most recent date for which you present financial results (e.g., June 30, 2025). Also revise to update other financial information presented throughout the filing, including in graphics such as the “Financials at a glance” graphic, to ensure an accurate depiction of your most current financial position and results of operations, if relevant. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has updated the Registration Statement on pages 150-153 as well as various graphs, charts and diagrams throughout Amendment No. 3, including the “Financials at a glance” graphic, in response to present the most recent data available to the Company as of the date hereof. The Company further respectfully advises the Staff that, as more fully described in the Registration Statement, it is currently unable to present certain of its key credit metrics for its consumer cohorts for the most recent fiscal quarters due to the time required for delinquencies to occur or net charge-offs to be recorded, as applicable, and the subsequent period needed for data aggregation and verification. Key Components of Our Results of Operations, page 151 2. We note your disclosure above related to loan delinquencies for your Fair Financing and Pay Later portfolios in pages 147-149. We also note that, before a Pay Later loan would reach 60 days delinquent, the borrower will be subject to one or more “reminder” fees. Please tell us, with a view towards revised disclosure, whether the average number of reminder fees per active Klarna user has changed over the periods presented as well as during the first two quarters of 2025. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has updated the Registration Statement on page 153 in response. As noted therein, the quarterly average number of reminder fees per user of the Company’s financing products as well as the proportion of consumer credit transactions incurring such fees have remained stable across the periods presented, including the two most recent fiscal quarters. Liquidity and Capital Resources, page 169 3. We note that you have entered into a forward sale agreement with Nelnet to sell up to $2.6 billion in pay later loans originated in the United States. We also note press reports that you have entered into a $1.6 billion funding facility with Santander. Revise your disclosure to discuss your new funding vehicles, including the material terms that impact your ability to access the available funding and any recourse that your partners may have based on the credit quality of the loans sold under either agreement. We note that the notional amount of each agreement exceeds the amount of non-deposit debt that you hold as of the end of your last fiscal year. Consequently please revise your disclosure to describe the material terms of these agreements. Also, please file the agreements as material contracts with your next amendment. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has reviewed the forward sale agreement with Nelnet and the agreement governing the funding facility with Santander (collectively, the “ Agreements ”) in light of the requirements of Item 601(b)(10) of Regulation S-K. As more fully explained below, based on that review, the Company has determined that neither Agreement constitutes a material contract because (i) each of the Agreements is of the type that “ordinarily accompany the kind of business conducted” by the Company and (ii) the Company does not substantially depend on any of the Agreements. As a result, the Company believes that it is not required to file any of the Agreements pursuant to Item 601(b)(10) of Regulation S-K or provide a summary thereof pursuant to Item 10.C. of Form 20-F. First, the Agreements are of the type that “ordinarily accompany the kind of business conducted” by the Company. As noted in various places in the Registration Statement, the Company utilizes a conservative, deposit-based approach to funding, which is supplemented by other funding sources, including issuance of debt securities and bilateral bank loans, along with utilization of forward-flow arrangements as needed to support the Company’s operations, primarily the extension of consumer loans in its ordinary course of business. In addition, the Company has in the past entered into similar arrangements, including synthetic securitization transactions, which, as disclosed in the Registration Statement, have been used to manage its regulatory capital requirements in each of the fiscal periods presented in the Registration Statement. While the Company has not in recent periods utilized a warehouse facility, the terms of such facility, which is substantially a bilateral bank loan, are not materially different from, including with respect to the Company’s obligations, potential liability and costs, other sources of funding already utilized by the Company. Importantly, both forward-flow arrangements and warehouse credit facilities are structured funding mechanisms designed to support loan origination, liquidity management and portfolio growth and are treated as complementary funding tools in the Company’s industry practice. Finally, the Company’s direct competitors both in the United States and in other markets in which it operates frequently enter into forward flow agreements, warehouse financing facilities and similar funding arrangements to support their loan origination and portfolio growth. As a result, both Agreements are of the type that “ordinarily accompany the kind of business conducted” by the Company. Second, the Company is not substantially dependent on either Agreement. As noted above and in various places in the Registration Statement, the Company relies, and expects to continue to rely, on a deposit-based funding strategy, even despite the continued expansion of its loan portfolio in recent periods. To illustrate that point, in the last twelve months ended June 30, 2025, the Company funded 95% (as compared to 94% in 2024) of its lending activities by utilizing consumer deposits, which equaled $14.0 billion as of June 30, 2025 (as compared to $9.5 billion as of December 31, 2024). Further, these arrangements are non-exclusive and limited in scope to specific geographies and/or financing products (e.g., German receivables in the case of the Santander warehouse facility and U.S. “Pay-in-4” receivables in the case of the Nelnet forward flow arrangement). As a result, the Company plans to utilize these arrangements from time to time as needed to supplement its other funding sources rather than primarily rely on either Agreement to the maximum extent possible to fund its operations. In particular, the warehouse facility is intended to provide flexible “standby” funding whereby the Company can draw and repay borrowings in its discretion as required to meet ordinary course fluctuations in its funding needs. With respect to the Nelnet forward flow agreement, the $26 billion figure referred to in the Company’s press release announcing this Agreement corresponds to the maximum aggregate volume of loans that can be sold over the initial term of the agreement, assuming its maximum utilization at all times. However, at no time can the actual reduction in the aggregate amount of the loans to the public on the Company’s balance sheet as a result of this arrangement exceed $0.8 billion, as disclosed by the Company in the Registration Statement on page 181. Finally, following the execution of these Agreements, the Company continues to have access to other sources of funding, including through deposits or issuance of debt securities, such as the notes issued under its Euro and Swedish Medium Term Note Programs. Accordingly, the Company does not believe that it is substantially dependent on either Agreement. In sum, for the reasons stated above, each of the Agreements was entered into in the Company’s ordinary course of business, and the Company does not believe that its business is substantially dependent on any of the Agreements. Accordingly, the Company does not believe that it is required to file any of the Agreements as exhibits under Item 601(b)(10)(ii)(B) of Regulation S-K or provide a summary thereof pursuant to Item 10.C. of Form 20-F. The Company also respectfully submits that its position is consistent with the approach taken with respect to similar transactions and agreements by its peers that are subject to public company reporting obligations. At the same time, should any of its Agreements (or any other agreement) become material in a future period, the Company will file such agreement as an exhibit to a periodic report for the relevant reporting period. Business, page 195 4. We note the charts on pages 147 and 148 showing delinquency rates at 60 days on a consolidated basis and in the United States, respectively, as well as the chart on your website, Wikipink, showing the share of United States pay in 4 orders that have been referred to debt collection. Noting the increased gross carrying amount of debt collection receivables from December 31, 2024 to June 30, 2025, disclosed on page F-13, please describe, with a view towards revised disclosure, if and how your debt collection activities have changed during the periods covered, including the first two quarters of 2025. If applicable, provide both qualitative and quantitative disclosure and consider revising your graphs to include this information. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has updated the Registration Statement in response on page 153 in response. As noted therein, the Company’s debt collection activities have not changed during the periods covered, including the first two quarters of 2025, and the increase in the amount of debt collection receivables in the first half of 2025 corresponds to the increased volume of consumer loans extended by the Company. *                                        *                                       * Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
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<TEXT>
 August 25, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Amendment No. 2 to Registration Statement on Form F-1
 Amendment filed August 15, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your amended registration statement and have the
following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our July 31,
2025 letter.

Amendment No. 2 to Registration Statement on Form F-1
Key Credit Metrics, page 146

1. We note your response and revised disclosure related to prior comment 3.
Please
 revise to update the key credit metrics through the most recent date for
which you
 present financial results (e.g., June 30, 2025). Also revise to update
other financial
 information presented throughout the filing, including in graphics such
as the
 Financials at a glance graphic, to ensure an accurate depiction of
your most current
 financial position and results of operations, if relevant.
 August 25, 2025
Page 2
Key Components of Our Results of Operations, page 151

2. We note your disclosure above related to loan delinquencies for your
Fair Financing
 and Pay Later portfolios in pages 147-149. We also note that, before a
Pay Later loan
 would reach 60 days delinquent, the borrower will be subject to one or
more
 "reminder" fees. Please tell us, with a view towards revised disclosure,
whether the
 average number of reminder fees per active Klarna user has changed over
the periods
 presented as well as during the first two quarters of 2025.
Liquidity and Capital Resources, page 169

3. We note that you have entered into a forward sale agreement with Nelnet
to sell up to
 $2.6 billion in pay later loans originated in the United States. We also
note press
 reports that you have entered into a $1.6 billion funding facility with
Santander.
 Revise your disclosure to discuss your new funding vehicles, including
the material
 terms that impact your ability to access the available funding and any
recourse that
 your partners may have based on the credit quality of the loans sold
under either
 agreement. We note that the notional amount of each agreement exceeds
the amount
 of non-deposit debt that you hold as of the end of your last fiscal
year. Consequently
 please revise your disclosure to describe the material terms of these
agreements.
 Also, please file the agreements as material contracts with your next
amendment.
Business, page 195

4. We note the charts on pages 147 and 148 showing delinquency rates at 60
days on a
 consolidated basis and in the United States, respectively, as well as
the chart on your
 website, Wikipink, showing the share of United States pay in 4 orders
that have been
 referred to debt collection. Noting the increased gross carrying amount
of debt
 collection receivables from December 31, 2024 to June 30, 2025,
disclosed on page F-
 13, please describe, with a view towards revised disclosure, if and how
your debt
 collection activities have changed during the periods covered, including
the first two
 quarters of 2025. If applicable, provide both qualitative and
quantitative disclosure
 and consider revising your graphs to include this information.

 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com August 14, 2025 Re: Klarna Group plc Amendment No. 1 to Registration Statement on Form F-1 Filed May 21, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to Amendment No. 1 to the Company’s Registration Statement on Form F-1, filed with the Commission on May 21, 2025 (as may be revised from time to time, the “ Registration Statement ”) contained in the Staff’s letters dated May 30, 2025 and July 31, 2025 (the “ July Comment Letter ”). The Company has revised the Registration Statement in response to the Staff’s comments and is filing Amendment No. 2 to the Registration Statement (“ Amendment No. 2 ”) concurrently with this letter. We also bring to the Staff’s attention that Amendment No. 2 has been updated to include the Company’s unaudited interim condensed consolidated financial statements as of, and for the six months ended, June 30, 2025 and related additions and updates throughout the Registration Statement. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. Staff’s Letter dated May 30, 2025 Amendment No. 1 to Form F-1 Key Business Metrics Number of Active Klarna Consumers, page 124 1. We note your response to prior comment 3 from our letter dated April 11, 2025, in which you state that active Klarna consumers is meaningful since you generate, at a minimum, ad revenue from customers who use your app. Please revise this section to explain your reasoning for using the metric as currently defined, consistent with your response. Please supplement that disclosure with an explanation of how many of the active Klarna customers have engaged with at least one of your financial services during the most recent period. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on pages 33 and 125 in response, consistent with the response contained in its response letter dated July 16, 2025 (the “ July Response Letter ”). Operating Leverage from Economies of Scale in Combination with Continued Deployment of AI, page 146 2. We note your disclosure, here and elsewhere in the registration statement, about your ongoing efforts to leverage AI in your credit granting and customer service activities. We also note an article in Forbes, published online May 9, 2025, in which your CEO described the results of some of your AI services to be of “ lower quality ” compared to human representatives. We note that the article went on to state that Klarna wanted to make sure that its customers always knew they could reach a human representative if they needed one. Revise your disclosure to discuss how your approach to leveraging AI has changed as you gain more experience operating with the technology. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on page 150 in response, consistent with its response contained in the July Response Letter. Results of Operations Consumer Credit Losses, page 152 3. We note your disclosure that despite the increase of consumer credit losses on an absolute basis, loan delinquency trends continued to improve, especially in the United States. Please revise to disclose and discuss credit risk metrics used by management for credit risk management purposes, including delinquency metrics, and discuss any material credit risk trends in MD&A. 2 Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on pages 146-149 in response, consistent with its response contained in the July Response Letter. Loan Portfolio, page 182 4. Please revise the information provided for your loan portfolio and allowance for credit losses to present the information separately for the Pay Later and Fair Financing loan products. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on page 190 in response, consistent with its response contained in the July Response Letter. Effectively Steering Credit Risk, page 229 5. Please revise here, and elsewhere where you present average balance per active Klarna consumer and duration of your loans, to disclose the information separately for the Pay Later and Fair Financing loan products. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it intends to revise the Registration Statement at a later date in response to allow the Company sufficient time to finalize the requested updates and related information. Index to Interim Condensed Consolidated Financial Statements, page F-1 6. Please revise to label your Interim Condensed Consolidated Financial Statements as unaudited. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on page F-1 accordingly. Interim Consolidated Statements of Cash Flows for the Period Ended March 31, 2025 and 2024, page F-6 7. Please revise to present cash flows related to the acquisition or sale of debt instruments not classified as cash equivalents as investing activities. Refer to IAS 7.16 for guidance. Response: The Company respectfully refers the Staff to its response contained in the July Response Letter, and to its response to comment no. 2 from the July Comment Letter, which is included below. 3 Note 6 Consumer receivables, page F-51 8. Please revise to disaggregate the consumer receivables information by loan product (i.e., Pay Later and Fair Financing, etc.). Alternatively, tell us how you determined that each loan product was not a separate class of financial instrument that requires separate disclosure and further address how your current disclosure enables users of the financial statements to evaluate the nature and extent of risks arising from financial instruments at the end of the reporting period. Also, tell us how you considered if there was a concentration of risk that requires separate disclosure. Refer to IFRS 7.6, 7.31 and 7.34 for guidance. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 2 on page F-50 accordingly, consistent with its response contained in the July Response Letter. 9. Please revise to disclose the information required by IFRS 7.35M, including the amount of consumer receivables at each period end presented by credit risk rating grades. Refer to IFRS 7.B8I for additional guidance. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has separately provided its response to this comment in the July Response Letter and in the response letter dated August 12, 2025 (the “ August Response Letter ”). General 10. We note that you present certain measures “on a Like-for-Like basis,” which appear to represent non-IFRS measures. Please revise to provide appropriate disclosure, including reconciliations, required by Item 10(e) of Regulation S-K. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has added tabular reconciliations of the like-for-like changes in its revenue and transaction margin dollars on page 167 of the Registration Statement and otherwise revised Amendment No. 2 on pages 29 and 164-165 in response. The Company also notes that GMV and ARPAC are not financial measures. Accordingly, the Company did not include in Amendment No. 2 reconciliations and other information required by Item 10(e) of Regulation S-K with respect to such metrics. However, the Company respectfully refers the Staff to pages 28 and 123 of the Registration Statement where it discloses the impact of the KCO disposition on those metrics. 11. We note you expect the relative contribution of your fair financing products to the total number of your total transactions and your overall GMV to increase in future periods and that you do not believe that such changes will be material given your broad diversification across merchants, verticals, and geographies. We also note your disclosure that the average balance per active Klarna consumer and average loan duration allow you to quickly react to market changes and 4 efficiently manage credit risk. Please advise us if you expect this increased contribution of your fair financing product to affect your ability to manage credit risk and, if so, whether there are any changes to your credit risk management and what those changes are. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has separately provided its response to this comment in the July Response Letter. Staff’s Letter dated July 31, 2025 Response dated July 16, 2025 Interim Consolidated Statements of Cash Flows for the Period Ended March 31, 2025 and 2024, page F-6 1. We note your response to prior comment 7. Please address the following related to your view that cash flows related to the acquisition or sale of debt instruments should be presented as operating activities: • Please tell us what specific guidance in IAS 7.14 supports your view. • Please tell us how you considered the explicit guidance in IAS 7.16 that appears to require these cash flows to be presented as investing activities. • Please tell us how you considered that guidance in IAS 7.15 appears to consider what typical activities of a bank should be presented as operating activities and does not include these activities. Alternatively, if material, please revise to present these cash flows as investing activities. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it considers IAS 7 as not fully prescriptive in this area. Rather, in the Company’s view, IAS 7 allows for judgment in determining the classification of such cash flows to ensure their presentation most appropriately reflects their character and substance in light of each entity’s business and nature of its operations. Specifically, IAS 7.11 clarifies that cash flows should be presented “in a manner which is most appropriate to its business.” The Company recognizes that this language has led to some diversity in practice among banks preparing financial statements under IFRS. The Company is also aware that this topic was a matter of consideration by the IFRS Interpretations Committee at its March 2013 meeting, and that no further guidance has been issued since. In light of the above, the Company continues to believe that its current presentation is appropriate under IAS 7, as more fully discussed below. I. Specific Guidance in IAS 7.14 Supporting the Company’s View IAS 7.14 defines operating cash flows as those that are “primarily derived from the principal revenue-producing activities of the entity.” As a regulated bank, Klarna Bank AB, the Company’s banking subsidiary (“ Klarna Bank ”), is required to hold High Quality Liquid Assets (“ HQLA ”) to meet applicable regulatory Liquidity Coverage Ratios, as more fully described in various places in the Registration Statement. In short, HQLA are assets that can be easily and immediately converted into cash at little or no loss of value. 5 Daily management of Klarna Bank’s working capital includes cash flows related to deposits, loans, payment settlements and movements in HQLA, including maturities and purchases, to ensure sufficient funds to meet short-term obligations and regulatory liquidity requirements. As such, effective management of its HQLA portfolio, including qualifying debt securities, is integral to the Company’s day-to-day banking operations. This working capital objective is achieved through a spreading of maturities of these assets and not through planned or required sales of HQLA. As such, these assets are held to collect contractual cash flows related thereto (i.e., solely payments of principal and interest). Accordingly, they are measured at amortized cost, in line with IFRS9. The HQLA held by Klarna Bank as of June 30, 2025 consisted of funds held at central banks and holdings of high-quality debt securities (i.e., treasury bills and bonds). Cash held at central banks and debt securities with maturity of less than 90 days are classified within cash and cash equivalents. Debt securities with maturity of more than 90 days are classified in debt securities, due to their longer duration. The Company believes that it would be inconsistent to present cash flows from HQLA with maturities of more than 90 days as investing activities given the underlying securities are held for the same purpose as funds recorded within cash and cash equivalents. All such funds are integral to the Company’s operations in supporting its principal revenue-producing activities. II. Consideration of IAS 7.16 The Company notes and acknowledges that IAS 7.16(c) and IAS 7.16(d) include cash payments and receipts from debt instruments as examples of cash flows arising from investing activities. The Company further notes that IAS 7.16(e) reflects cash flows from advances and loans made by financial institutions as operating activities, which, in the Company’s view, underscores the inherent judgment involved in making such classifications. Further, IAS 7.16 highlights disclosure of cash flows arising from investing activities is important because such cash flows represent the extent to which expenditures have been made for resources intended to generate future income and cash flows. As noted above, the Company’s debt securities are not held for the primary purpose to generate returns, as evidenced by the similarity between the amortized cost of the instruments and their fair value (disclosed in Note 15 Fair value measurement of financial assets and liabilities to the Company’s interim unaudited condensed consolidated financial statements included in the Registration Statement). Consequently, they should not be viewed as investments but rather an integral part of Klarna Bank’s daily and ordinary course operations. The Company believes that the intentionally short-term durations of these instruments, due to their role in liquidity management and meeting regulatory requirements, distinguish them from investing activities. Of the Company’s HQLA instruments with a maturity greater than 90 days, all have a duration of less than three years, with the majority having a duration of up to one year and one to two years. As such, the Company believes presenting these short-duration debt securities within cash flows from investing activities would mischaracterize the nature of these activities. III. Consideration of IAS 7.15 The Company further respectfully submits that IAS 7.15 references dealing and trading in securities, noting their similarity in nature to inventory acquired for resale, which, in turn, highlights their operating nature. While the Company does not hold these debt securities for trading purposes, their relatively short durations and frequent turnover, as they regularly mature and become replaced by new debt securities, 6 make them, in the Company’s view, comparable to inventory acquired for resale. As noted above, for any financial institution, cash and liqu

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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com August 12, 2025 Re: Klarna Group plc Registration Statement on Form F-1 Response dated July 16, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), in order to assist the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) in evaluating the Company’s prior response to comment no. 9 included in the Staff’s comment letter dated May 30, 2025 (the “ Comment Letter ”), set forth below is the discussion of the Company’s consumer receivables portfolio that the Company plans to include in Note 5 to its interim unaudited consolidated financial statements for the six months ended June 30, 2025 to be included in amendment No. 2 (“ Amendment No. 2 ”) to its registration statement on Form F-1 (the “ Registration Statement ”). As shown below, the revised presentation disaggregates the consumer receivables information by loan product in response to the Staff’s comment no. 8 included in the Comment Letter. At the same time, the Company continues to present its consumer receivables by assigning its outstanding loans to one of three stages, with each stage corresponding to an individual loan’s estimated repayment performance.  As described in the Company’s discussions of its accounting policies in the Registration Statement, the staging methodology is inherently tied to delinquency trends and effectively reflects the credit risk associated with the underlying loans.  Accordingly, the Company continues to believe that its current presentation complies with IFRS 7 and provides investors with meaningful insight into the credit risk profile of the consumer receivables portfolio in a manner consistent with the Company’s internal risk management practices. In light of the above, the Company respectfully wishes to reiterate that, as more fully described in its prior response letter to comment no. 9, presenting consumer receivables information by credit risk rating grades would not provide meaningful information to prospective investors. Given the Company’s global operations across multiple jurisdictions, credit risk assessment methodologies and grading scales vary significantly by country and regulatory framework, resulting in a lack of comparability of any aggregated presentation. In addition, given these differences, the Company continues to believe it would be impracticable to aim to develop a unified risk grading view for its loan portfolio. Importantly, the Company in the past evaluated this issue at various times. After due consideration, the Company then similarly concluded that the current presentation is appropriately responsive to the requirements of IFRS 7.35M in light of its global operations and they way it internally reports and manages credit risk. Accordingly, such presentation is also consistent with the Company’s historical financial statements that were presented in accordance with IFRS and applicable banking regulations in Sweden. *                                      *                                      * Note 5 Consumer receivables Consumer receivables represent amounts due from consumers related to Klarna’s flexible payment options, including Pay Later and Fair Financing solutions. Consumer receivables are measured at amortized cost, including outstanding principal balances, unamortized deferred origination costs, accrued interest and net of allowances for expected credit losses. The tables below summarize consumer receivables as of the stated period. June 30, 2025 Gross Carrying Amount Allowance for ECL Net Carrying Amount Fair Financing receivables $ 3,989  $ (187) $ 3,802  Pay Later receivables 6,362  (214) 6,148  Total $ 10,351   $ (401) $ 9,950   December 31, 2024 Gross Carrying Amount Allowance for ECL Net Carrying Amount Fair Financing receivables $ 3,085  $ (131) $ 2,954  Pay Later receivables 5,388  (201) 5,187  Total $ 8,473   $ (332) $ 8,141   To measure the expected consumer losses (“ECL”) of consumer receivables, Klarna assigns outstanding loans to one of three stages based on repayment performance. The below tables reconcile the Group’s classification of Fair Financing and Pay Later consumer receivables by stage for the opening and closing balances: Fair Financing receivables Stage 1 Stage 2 Stage 3 Total Gross carrying amount as of January 1, 2025 $ 2,893   $ 140   $ 52   $ 3,085   New assets originated or purchased 4,270  44  7  4,321  Assets repaid (3,621) (157) (39) (3,817) Transfers to stage 1 206  (203) (3) —  Transfers to stage 2 (467) 474  (7) —  Transfers to stage 3 (6) (118) 124  —  Amounts written off (17) (17) (79) (113) Other adjustments 9 478  25  10  513  Gross carrying amount as of June 30, 2025 $ 3,736   $ 188   $ 65   $ 3,989   2 Pay Later receivables Stage 1 Stage 2 Stage 3 Total Gross carrying amount as of January 1, 2025 $ 5,059   $ 227   $ 102   $ 5,388   New assets originated or purchased 26,392  34  8  26,434  Assets repaid (25,597) (506) (97) (26,200) Transfers to stage 1 86  (82) (4) —  Transfers to stage 2 (819) 820  (1) —  Transfers to stage 3 (13) (267) 280  —  Amounts written off (16) (9) (199) (224) Other adjustments 9 908  37  19  964  Gross carrying amount as of June 30, 2025 $ 6,000   $ 254   $ 108   $ 6,362   The activity in the Group’s allowance for credit losses recognized for Fair Financing and Pay Later consumer receivables, based on the above stage classifications, is detailed in the below table: Fair Financing receivables Stage 1 Stage 2 Stage 3 Total Allowance as of January 1, 2025 $ (69) $ (26) $ (36) $ (131) New assets originated or purchased (116) (10) (5) (131) Assets repaid 87  26  30  143  Transfers to stage 1 (22) 20  2  —  Transfers to stage 2 37  (41) 4  —  Transfers to stage 3 —  62  (62) —  Intrastage changes from ECL (11) (69) (29) (109) Amounts written off 1  5  58  64  Other adjustments 9 (12) (4) (7) (23) Allowance as of June 30, 2025 $ (105) $ (37) $ (45) $ (187) Pay Later receivables Stage 1 Stage 2 Stage 3 Total Allowance as of January 1, 2025 $ (77) $ (57) $ (67) $ (201) New assets originated or purchased (192) (10) (4) (206) Assets repaid 239  67  63  369  Transfers to stage 1 (5) 2  3  —  Transfers to stage 2 86  (87) 1  —  Transfers to stage 3 1  156  (157) —  Impact on ECL from change in credit risk (115) (138) (44) (297) Amounts written off 2  6  145  153  Other adjustments 9 (12) (10) (10) (32) Allowance as of June 30, 2025 $ (73) $ (71) $ (70) $ (214) 9 Other adjustments are primarily driven by fluctuations in the SEK/USD foreign exchange rate, which changed by approximately 17% between January 1, 2025 and June 30, 2025. 3 *                                      *                                      * Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP 4

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 July 31, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Registration Statement on Form F-1
 Response dated July 16, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your response dated July 16, 2025 and have the following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our May 30, 2025
letter.

Response dated July 16, 2025
Interim Consolidated Statements of Cash Flows for the Period Ended March 31,
2025 and
2024, page F-6

1. We note your response to prior comment 7. Please address the following
related to
 your view that cash flows related to the acquisition or sale of debt
instruments should
 be presented as operating activities:

 Please tell us what specific guidance in IAS 7.14 supports your
view.
 Please tell us how you considered the explicit guidance in IAS
7.16 that appears
 to require these cash flows to be presented as investing activities.
 July 31, 2025
Page 2

 Please tell us how you considered that guidance in IAS 7.15
appears to consider
 what typical activities of a bank should be presented as operating
activities and
 does not include these activities.

 Alternatively, if material, please revise to present these cash flows as
investing
 activities.
Note 6 Consumer receivables, page F-51

2. Please note that we continue to consider your response to prior comment
nine and
 may have further comments.
 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com July 16, 2025 Re: Klarna Group plc Amendment No. 1 to Registration Statement on Form F-1 Filed May 21, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to Amendment No. 1 to the Company’s Registration Statement on Form F-1, filed with the Commission on May 21, 2025 (as may be revised from time to time, the “ Registration Statement ”) contained in the Staff’s letter dated May 30, 2025. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. As noted below, the Company plans to address certain of the Staff’s comments by revising the Registration Statement and filing Amendment No. 2 to the Registration Statement (“ Amendment No. 2 ”) at a later date. The Company currently expects to include in Amendment No. 2 the Company’s interim unaudited consolidated financial statements as of, and for the six months ended, June 30, 2025 and make related additions and updates throughout the Registration Statement. Amendment No. 1 to Form F-1 Key Business Metrics Number of Active Klarna Consumers, page 124 1. We note your response to prior comment 3 from our letter dated April 11, 2025, in which you state that active Klarna consumers is meaningful since you generate, at a minimum, ad revenue from customers who use your app. Please revise this section to explain your reasoning for using the metric as currently defined, consistent with your response. Please supplement that disclosure with an explanation of how many of the active Klarna customers have engaged with at least one of your financial services during the most recent period. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it will revise the definition of active Klarna consumers in Amendment No. 2 to include its reasoning for using the metric as currently defined. The Company also notes that, in addition to disclosing the number of active Klarna consumers, the Registration Statement also includes the number of consumers who use the Klarna app every month. The number of monthly active users has consistently grown in recent periods, from 31 million on average in 2023 to 47 million in the three months ended June 30, 2025. This continued expansion is driven by, and reflective of, the growth of the Company’s network and the increasing scope and variety of its offerings. As noted in various places in the Registration Statement, the Company offers through the app a wide array of non-payment-related products and services intended to enhance the overall consumer commerce experience. These include deposits, cashback rewards, search and price comparison tools, personalized shopping recommendations, order and return tracking, instant refunds, loyalty cards, and budgeting tools. Because of this breadth of its offerings and increasing number of merchants using Klarna, the Company enjoys compounding network effects and cross-product adoption. As its markets mature and consumers use the Company’s offerings for longer, on average, active Klarna consumers meaningfully increase their use of the Klarna app and other products and solutions, including payment products, across their commerce journey. Similarly, purchase frequency typically increases over time as consumers build trust in the Company’s brand and progressively discover the added value of its offerings. In light of the above, to further illustrate the scope of the Company’s user engagement and in response to the Staff’s comment, the Company plans to include in Amendment No. 2 information about the number of monthly Klarna users who made a purchase or a payment using Klarna in the most recent period. The number of such users in the three months ended June 30, 2025 reached on average 43 million. This figure illustrates a close correlation between the number of monthly Klarna app users (47 million in the same period) and the use of the Company’s payment products. The Company believes that the information relating to the number of active Klarna consumers, the number of monthly active Klarna app users and the number of monthly Klarna users who made a purchase or a payment in a recent period that will be included in Amendment No. 2 comprehensively reflect the breadth of consumer engagement across the Klarna network. As such, these metrics allow prospective investors to accurately evaluate the Company’s brand relevance and consumer retention as well as the monetization potential of its user base. Operating Leverage from Economies of Scale in Combination with Continued Deployment of AI, page 146 2. We note your disclosure, here and elsewhere in the registration statement, about your ongoing efforts to leverage AI in your credit granting and customer service activities. We also note an article in Forbes, published online May 9, 2025, in which your CEO described the results of some of your AI services to be of “ lower quality ” compared to human representatives. We note that the article went on to state that Klarna wanted to make sure that its customers always knew they could reach a human representative if they needed one. Revise your disclosure to discuss how your approach to leveraging AI has changed as you gain more experience operating with the technology. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that the above-referenced excerpts from the Forbes article were based on an interview given by the Company’s chief executive officer to another media organization. In that interview, Mr. Siemiatkowski discussed a pilot program of engaging highly skilled freelance customer experience consultants to increase the quality of the Company’s human customer service. As such, the comments cited by the Staff did not relate to AI- 2 driven customer service quality issues and were misreported by Forbes . The Company further respectfully advises the Staff that it does not utilize generative AI techniques in its credit underwriting. Rather, as noted in the Registration Statement, it relies on established machine learning (ML) techniques to enable its real-time underwriting process. To clarify these points and provide prospective investors with additional details regarding the Company’s AI strategy, the Company intends to include the following additional disclosure (with new text shown in bold ) under “Management’s Discussion and Analysis of Financial Condition and Results of Operations一Factors Affecting Our Performance一Operating Leverage from Economies of Scale in Combination with Continued Deployment of AI” in Amendment No. 2 in response: Operating Leverage from Economies of Scale in Combination with Continued Deployment of AI [...] These efficiencies have been driven by our increased scale. Additionally, we have prioritized a number of initiatives that improve our operating leverage, including implementing AI throughout our business to drive cost savings. We announced a partnership with OpenAI in 2023 and in February 2024 launched our AI assistant powered by OpenAI to improve customer support. Our AI assistant handled 66% of customer service chats in the twelve months ended March 31, 2025, according to our service chat log data, doing the work equivalent of over 700 full-time agents (estimated based on the average monthly reduction in chat and telephone conversations handled by full-time agents in 2024 following the launch of our AI assistant), and in 2024 delivered approximately $39 million in cost savings. Based on our service chat log data and consumer satisfaction surveys, AI-handled consumer chats rank on par with human agents in consumer satisfaction and demonstrate higher accuracy in errand resolution. Following the launch of our AI assistant, repeat inquiries dropped by 25% between December 2023 and January 2024. Additionally, AI-handled consumer chat resolutions averaged two minutes, compared to the 12-minute average for human agents in 2024. Our AI assistant has been trained to handle complex errands and assist consumers with a wide range of their queries. At the same time, appreciating that certain consumers may nevertheless prefer to interact with human representatives, we continue to offer all of our customers that option. This reflects our dual-track approach of combining broad and continuing implementation of scalable AI in our customer service with high-quality human support. We similarly continue to invest in AI in other aspects of our operations to drive innovation and efficiencies across Klarna. Recognizing the critical importance of human capital, we continue to focus on internal talent development and upskilling programs in AI, fostering a data-driven culture across our entire organization. We are actively monitoring emerging AI technologies and best practices. While we continue to utilize well-established ML techniques in our underwriting processes, we do not use generative AI for credit underwriting. As exemplified by our approach to customer service, we also continue to refine our processes throughout our business to maximize the benefits of AI while aiming to effectively manage associated risks and ensure the quality and reliability of our network, products and overall consumer experience. 3 Results of Operations Consumer Credit Losses, page 152 3. We note your disclosure that despite the increase of consumer credit losses on an absolute basis, loan delinquency trends continued to improve, especially in the United States. Please revise to disclose and discuss credit risk metrics used by management for credit risk management purposes, including delinquency metrics, and discuss any material credit risk trends in MD&A. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it intends to include the additional disclosure below as a new subsection under “Management’s Discussion and Analysis of Financial Condition and Results of Operations一Factors Affecting Our Performance一Our Ability to Maintain Best-In-Class Underwriting Capabilities and Achieve Low Consumer Credit Losses” in Amendment No. 2 in response. Such disclosure will be supplemented in Amendment No. 2 as needed with relevant data for the recently completed fiscal quarter ended June 30, 2025, which is not currently available. Credit Risk Governance and Monitoring We evaluate the repayment ability of our consumers both at origination and post-origination through a structured governance and monitoring framework. On an operational level, our underwriting teams conduct daily and weekly cohort-level monitoring to flag delinquencies and payment deviations, which in turn trigger automated alarms. At the portfolio level, we maintain a dedicated consumer credit committee, comprising our chief financial officer, chief risk officer and chief product and design officer. The committee holds monthly reviews to assess several delinquency indicators, including early- and late-stage delinquencies, volume distributions and loan acceptance rates. Key findings from this review are summarized and escalated to the chief executive officer and our board of directors. This multi-tiered governance and monitoring framework provides early-warning signals and portfolio-level controls that enable timely risk adjustments. Key Credit Metrics We monitor several key credit-risk metrics, with a particular emphasis on (i) 60-day past due rates (“60+ DPD”), which measure outstanding principal over 60 days past due as a percentage of originated volume for a given cohort, and (ii) cumulative net charge-offs, which reflect the total value of loans deemed uncollectible after a set period. 4 60+ DPD rates Note: Reflects performance and delinquencies of all consumer loans extended by Klarna in the relevant period, regardless of whether such loans currently remain on Klarna’s balance sheet. For the fourth quarter 2024 Fair Financing cohort, 60+ DPD performance data is complete through November 2024. Performance for December 2024 has been estimated based on delinquency trends observed in prior months. The chart above presents our 60+ DPD rates on a consolidated basis separately for our Pay Later and Fair Financing products. Delinquency rates for both products generally followed similar trends, with notable declines through the third quarter of 2022, driven by continued improvement in our underwriting models. A small uptick was observed in the second half of 2023, corresponding to increasing transaction volumes during that period, reflective of our continued growth, and a higher share of the United States in our overall market mix, driven by our further expansion in that market. Our 60+ DPD rates have continued to decrease thereafter reflecting our continued improvements in underwriting capabilities. Any periodic increases were less pronounced for our Pay Later product, given its shorter duration and generally lower balances, which also drove generally lower delinquency rates than for our Fair Financing cohorts. Despite occasional increases, the overarching trend for both of our consumer credit products is clearly improving, with delinquency rates declining over time. This reflects the continuing improvement and maturation of our underwriting processes and resiliency of our loan portfolio in various economic environments. 5 Note: Reflects performance and delinquencies of all consumer loans extended by Klarna in the relevant period, regardless of whether such loans currently remain on Klarna’s balance sheet. For the fourth quarter 2024 Fair Financing cohort, 60+ DPD performance data is complete through November 2024. Performance for December 2024 has been estimated based on delinquency trends observed in prior months. As shown by the chart above, our delinquency rates in the United States follow similar trends as our rates on a consolidated basis. Our consistently improving performance in this market shows the quality of our underwriting process and our improved capabilities as we scaled and matured our U.S. operations. Cumulative net charge-offs Our cumulative net charge-offs have followed a similar trajectory. As discussed under “Selected Statistical Information一Allowance for Credit Losses,” our net charge-offs during the period to average loans outstanding have significantly improved since 2022 as a result of the increased maturity of our underwriting models, driven by the scaling up of our operations in newer markets, in particular the United States and the U.K. While we are continuously growing our GMV and the size of our loan portfolio, the amount of our net charge-offs remained broadly consistent across past periods. The improvements in our net charge-off rates are particularly apparent in the United States, as shown below. Cumulative Net Charge-off Rates (U.S. Pay Later) 6 Cumulative Net Charge-off Rates (U.S. Fair Financing) Note: Charts above reflect the performance of consumer loans extended by Klarna in the relevant period that remain on Klarna’s balance sheet. As illustrated above, for U.S. Pay Later, all 2024 cohorts are tracking below their 2023 counterparts. Loss curves across cohorts plateau around 1%. For our U.S. Fair Financing product, the 2024 cohorts remain broadly in lin

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 May 30, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Amendment No. 1 to Registration Statement on Form F-1
 Response dated May 21, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your amended registration statement and have the
following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our April, 11
2025 letter.

Amendment No. 1 to Form F-1
Key Business Metrics
Number of Active Klarna Consumers, page 124

1. We note your response to prior comment 3 from our letter dated April 11,
2025, in
 which you state that active Klarna consumers is meaningful since you
generate, at a
 minimum, ad revenue from customers who use your app. Please revise this
section to
 explain your reasoning for using the metric as currently defined,
consistent with your
 response. Please supplement that disclosure with an explanation of how
many of the
 active Klarna customers have engaged with at least one of your financial
services
 during the most recent period.
 May 30, 2025
Page 2

Operating Leverage from Economies of Scale in Combination with Continued
Deployment of
AI, page 146

2. We note your disclosure, here and elsewhere in the registration
statement, about your
 ongoing efforts to leverage AI in your credit granting and customer
service activities.
 We also note an article in Forbes, published online May 9, 2025, in
which your CEO
 described the results of some of your AI services to be of "lower
quality" compared to
 human representatives. We note that the article went on to state that
Klarna wanted to
 make sure that its customers always knew they could reach a human
representative if
 they needed one. Revise your disclosure to discuss how your approach to
leveraging
 AI has changed as you gain more experience operating with the
technology.
Results of Operations
Consumer Credit Losses, page 152

3. We note your disclosure that despite the increase of consumer credit
losses on an
 absolute basis, loan delinquency trends continued to improve, especially
in the United
 States. Please revise to disclose and discuss credit risk metrics used
by management
 for credit risk management purposes, including delinquency metrics, and
discuss any
 material credit risk trends in MD&A.
Loan Portfolio, page 182

4. Please revise the information provided for your loan portfolio and
allowance for credit
 losses to present the information separately for the Pay Later and Fair
Financing loan
 products.
Effectively Steering Credit Risk, page 229

5. Please revise here, and elsewhere where you present average balance per
active
 Klarna consumer and duration of your loans, to disclose the information
separately for
 the Pay Later and Fair Financing loan products.
Index to Interim Condensed Consolidated Financial Statements, page F-1

6. Please revise to label your Interim Condensed Consolidated Financial
Statements as
 unaudited.
Interim Consolidated Statements of Cash Flows for the Period Ended March 31,
2025 and
2024, page F-6

7. Please revise to present cash flows related to the acquisition or sale
of debt
 instruments not classified as cash equivalents as investing activities.
Refer to IAS 7.16
 for guidance.
Note 6 Consumer receivables, page F-51

8. Please revise to disaggregate the consumer receivables information by
loan product
 (i.e., Pay Later and Fair Financing, etc.). Alternatively, tell us how
you determined
 that each loan product was not a separate class of financial instrument
that require
 separate disclosure and further address how your current disclosure
enables users of
 the financial statements to evaluate the nature and extent of risks
arising from
 May 30, 2025
Page 3

 financial instruments at the end of the reporting period. Also, tell us
how you
 considered if there was a concentration of risk that requires separate
disclosure. Refer
 to IFRS 7.6, 7.31 and 7.34 for guidance.
9. Please revise to disclose the information required by IFRS 7.35M,
including the
 amount of consumer receivables at each period end presented by credit
risk rating
 grades. Refer to IFRS 7.B8I for additional guidance.
General

10. We note that you present certain measures "on a Like-for-Like basis,"
which appear to
 represent non-IFRS measures. Please revise to provide appropriate
disclosure,
 including reconciliations, required by Item 10(e) of Regulation S-K.
11. We note you expect the relative contribution of your fair financing
products to the
 total number of your total transactions and your overall GMV to increase
in future
 periods and that you do not believe that such changes will be material
given your
 broad diversification across merchants, verticals, and geographies. We
also note your
 disclosure that the average balance per active Klarna consumer and
average loan
 duration allows you to quickly react to market changes and efficiently
manage credit
 risk. Please advise us if you expect this increased contribution of your
fair financing
 product to affect your ability to manage credit risk and, if so, whether
there are any
 changes to your credit risk management and what those changes are.
 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com May 21, 2025 Re: Klarna Group plc Registration Statement on Form F-1 Filed March 14, 2025 File No. 333-285826 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to the Company’s Registration Statement on Form F-1, filed with the Commission on March 14, 2025 (the “ Registration Statement ”) contained in the Staff’s letters dated March 21, 2025 and April 11, 2025. The Company has revised the Registration Statement in response to the Staff’s comments and is filing Amendment No. 1 to the Registration Statement (“ Amendment No. 1 ”) concurrently with this letter. We also bring to the Staff’s attention that Amendment No. 1 has been updated to include the interim condensed consolidated financial statements of the Company and its consolidated subsidiaries as of, and for the three months ended, March 31, 2025. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in Amendment No. 1 where the revised language addressing a particular comment appears. Capitalized terms not otherwise defined herein have the meaning ascribed to them in the Registration Statement. March 21, 2025 Letter Registration Statement on Form F-1 Regulatory Capital Requirements, page 155 1.    We note your presentation of capital adequacy information on a consolidated basis within the table on page 156. Please address the following: • Revise to include information for each period end presented and discuss any material related trends or changes between the periods. • Revise to disclose the relevant regulatory minimum requirements to present your performance and compliance in relation to the minimum requirements. • Revise to include capital adequacy and any other material regulatory requirements for each relevant entity if material to an understanding of any relevant risks. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 1 on pages 164-165 to provide information for each period presented, including the presentation of applicable minimum capital and liquidity requirements as well as the Company’s calculation of its performance against such requirements, to allow prospective investors to more readily understand the Company’s capital and liquidity position. The Company further respectfully submits that while the Company’s amount of own funds, high-quality liquid assets and available stable funding have fluctuated over the periods presented, they at all times remained significantly above the applicable regulatory requirements. In addition, as discussed in Amendment No. 1 on page 165, such fluctuations were mostly driven by the Company’s discretionary capital allocation decision and its net loss/income for the period rather than by broader macroeconomic trends not already discussed in the Registration Statement, fundamental changes in the Company’s business model, or new or revised regulatory requirements. Accordingly, the Company does not believe that there are additional material related trends or changes between the periods presented beyond those mentioned above or otherwise discussed elsewhere in the Registration Statement that would be helpful to prospective investors to further understand the Company’s results of operations, financial condition and future prospects or its ability to continue to meet its regulatory requirements. The Company further respectfully submits that it has presented such capital adequacy and liquidity information on a consolidated basis, which is reflective of how the Company presents such information in its Risk Management and Capital Adequacy Reports (“ Pillar 3 Reports ”). The Company believes that there are no material differences between regulatory requirements applicable to Klarna Holding and Klarna Bank or each entity’s compliance therewith that would be relevant to the understanding of any relevant risks. As noted in the Registration Statement, Klarna Bank is the Company’s main operating subsidiary and is responsible for substantially all deposits and other funding (e.g., wholesale market funding) raised by the Company. In addition, both Klarna Holding and Klarna Bank have in the past remained, and are expected to remain, significantly above any applicable regulatory requirements, including by comparison to other major Nordic banks. Accordingly, the Company does not believe that presenting such capital adequacy and other regulatory requirements separately for Klarna Holding and Klarna Bank would be helpful to prospective investors in the Company’s ordinary shares, particularly that it would constitute a departure from its current practice with respect to Pillar 3 Reports. Item 7. Recent Sales of Unregistered Securities, page II-2 2.    We note your disclosure on page F-58 of significant events after the end of the reporting period, including the grant of 15,343,932 warrants in connection with a commercial agreement with a global partner. Please revise this section to include all recent sales of unregistered securities within the past three years, or advise. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised this section to include all recent sales of unregistered securities within the past three years, including the issuance of the OnePay warrants. 2 Exhibits Exhibit 5.1 Opinion of Davis Polk & Wardwell London LLP as to the validity of the ordinary shares, page II-5 3.    Please have counsel revise the legal opinion in Exhibit 5.1 so that counsel opines that the shares will be fully paid, in addition to being validly issued and non-assessable. For guidance, please refer to Item 601(b)(5)(i) of Regulation S-K. See also Staff Legal Bulletin No. 19. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that the Company’s counsel has revised its legal opinion included in Exhibit 5.1 accordingly. 4.    We note that counsel includes a statement in the Scope sub-section of their legality opinion that the “courts of England shall have exclusive jurisdiction to hear and determine any dispute or claim...in connection with this opinion.” Please remove the statement that by relying on your opinion a person irrevocably agrees and accepts that the courts of England have exclusive jurisdiction to hear and determine any dispute or claim to clarify that the limitation does not apply to claims brought under the Securities Act of 1933. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that the Company’s counsel has revised its legal opinion included in Exhibit 5.1 accordingly. 5.    We note that counsel states that the “opinion is addressed to you in relation to the Registration Statement and may not be relied upon for any other purpose.” Revise to remove any implication that investors are not able to rely on the opinion in purchasing the shares registered and sold in this offering. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that the Company’s counsel has revised its legal opinion included in Exhibit 5.1 accordingly. General 6.    We note your press report released on March 17 that announced your entry into an exclusive agreement to provide buy now, pay later and other short and intermediate term financing for purchasers from Walmart through the OnePay app. To the extent you do not include the agreement as an exhibit in your next amendment, please provide us with your analysis as to how you determined that the agreement was not a material contract under Item 601(b)(10) of Regulation S-K. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has separately provided its response to this comment as well as the Staff’s additional comments through letters dated March 24, 2025 and April 1, 2025, respectively. 3 April 11, 2025 Letter General 1. We note your response to comment 1 and your disclosure in the F-1 related to the warrants issued to a “global partner” in March 2025. In your next amendment, clarify the amount of warrants issued to OnePay in comparison to all the warrants issued to partners, including merchants that remain outstanding. Additionally, please clarify in your added summary disclosure the way in which your payment solutions will be provided on an exclusive basis. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 1 on pages 15 and 261 in response. Management’s Discussion and Analysis of Financial Condition, page 111 2. We note the statement on page 52 indicating that the impact of the divestment of KCO in 2024 may result in growth figures for the year ending December 31, 2025 that are lower on a comparative basis. Please provide corresponding disclosure here pursuant to Item 303(a) of Regulation S-K, as it appears the KCO disposition was a material event that is reasonably likely to cause reported financial information not to be necessarily indicative of future operating results or of future financial condition. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised Amendment No. 1 on pages 149-150 in response. Key Business Metrics, page 119 3. We note that you define “active Klarna consumers” as consumers who have used one of your financing products or logged into your app during the past 12 months. We also note that you present revenue per active Klarna consumer. Please clarify the number of active Klarna consumers who are included in your total, but who did not engage in a financing transaction or other revenue generating activity during the period presented. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that all of its active Klarna consumers engaged in a revenue generating activity during the period presented. This is because the Company delivers through the Klarna app various advertising solutions on behalf of its merchants, from which it generates advertising revenue. The amount of such revenue depends on a number of factors but is often based on the number of impressions generated, which, in turn, is calculated based on the number of consumers that logged into the Klarna app in the relevant period and therefore were exposed to the ads placed therein. As such, the Company’s advertising revenue in any period is correlated to the number of consumers logging into the Klarna app even if such consumers did not use the Company’s financing solutions in that period. The Company further respectfully submits that together with the number of active Klarna consumers, it also uses Average Revenue per Active Consumer (“ ARPAC ”) as one of its key business metrics. ARPAC is calculated as the Company’s total revenue in a period divided by the number of active Klarna consumers for that period. ARPAC is a key indicator of consumer success because it quantifies the spending behavior and engagement of active Klarna consumers on the Company’s network over time 4 and, as such, is indicative of the nature and scale of the revenue-generating activity of the Company’s customers. Because of that, the Company believes that by discussing extensively in various places of the Registration Statement both the number of active Klarna consumers and ARPAC, it provides a comprehensive and balanced picture of its ability to generate revenue from its consumers’ activity on the Company’s network. Accordingly, the Company does not believe that additional disclosure would be helpful to prospective investors in further understanding the Company’s results of operations, financial condition and future prospects. *                                      *                                      * Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP 5

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<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 11, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Registration Statement on Form F-1
 Response dated April 1, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your response dated April 1, 2025 and have the following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our March 28,
2025 letter.

Response dated April 1, 2025
General

1. We note your response to comment 1 and your disclosure in the F-1
related to the
 warrants issued to a "global partner" in March 2025. In your next
amendment, clarify
 the amount of warrants issued to OnePay in comparison to all the
warrants issued to
 partners, including merchants that remain outstanding. Additionally,
please clarify in
 your added summary disclosure the way in which your payment solutions
will be
 provided on an exclusive basis.
 April 11, 2025
Page 2
Management's Discussion and Analysis of Financial Condition, page 111

2. We note the statement on page 52 indicating that the impact of the
divestment of KCO
 in 2024 may may result in growth figures for the year ending December
31, 2025 that
 are lower on a comparative basis. Please provide corresponding
disclosure here
 pursuant to Item 303(a) of Regulation S-K, as it appears the KCO
disposition was a
 material event that is reasonably likely to cause reported financial
information not to
 be necessarily indicative of future operating results or of future
financial condition.
Key Business Metrics, page 119

3. We note that you define "active Klarna consumers" as consumers who have
used one
 of your financing products or logged into your app during the past 12
months. We also
 note that you present revenue per active Klarna consumer. Please clarify
the number
 of active Klarna consumers who are included in your total, but who did
not engage in
 a financing transaction or other revenue generating activity during the
period
 presented.

 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com April 1, 2025 Re: Klarna Group plc Registration Statement on Form F-1 Filed March 14, 2025 CIK No. 0002003292 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to the Company’s Registration Statement on Form F-1 filed with the Commission on March 14, 2025 (the “ Registration Statement ”) contained in the Staff’s letter dated March 28, 2025 (the “ Staff’s Letter ”). As communicated to the Staff, the Company plans to respond to the remaining comments included in the Staff’s letter dated March 21, 2025 under separate cover, concurrently with filing Amendment No. 1 (“ Amendment No. 1 ”) to the Registration Statement. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics, followed by the Company’s response to each comment. General 1. In your response to comment 6, you state that the company concluded that the partnership agreement and warrant agreements with OnePay are each a contract of the type that Klarna enters in the ordinary course of its business. Please revise your discussion to clarify whether the two agreements, taken together, constitute the type of commercial arrangement that Klarna regularly enters into as part of its agreement with other merchant partners. In addition, we note that the agreement with OnePay appears to focus on Klarna expanding its offering of Fair Financing offerings to Walmart customers. Since this appears to represent an increased focus on a lending product that has previously been a much smaller percentage of your total consumer credit balance compared to Pay Now and Pay Later, please clarify how you concluded that the agreement was a contract that Klarna enters into in the ordinary course of its business. The Company respectfully acknowledges the Staff’s comment and advises the Staff that it regularly enters into commercial arrangements with select merchant partners in various geographies and verticals that, like the arrangement with OnePay, consist of a partnership agreement coupled with a grant of warrants to acquire ordinary shares of the Company. The Company respectfully directs the Staff’s attention to Note 23 Share-based payments to its consolidated financial statements included in the Registration Statement where the Company discusses the grants of such warrants in its fiscal years 2023 and 2024. While the number and estimated fair value of the warrants granted by the Company to such merchant partners in past periods was smaller than in the case of the OnePay warrants, such arrangements were made on similar terms, and were of the same type, as the Company’s agreements with OnePay. Further, the Company expects to continue to enter into similar arrangements in the future, including following the completion of the initial public offering of its ordinary shares, when the Company deems it to be advantageous to the Company’s long-term prospects and in the best interests of its shareholders. Accordingly, the Company believes that such arrangements are of the type that the Company regularly enters into in the ordinary course of business. The Company further respectfully advises the Staff that, while the Company anticipates that the relative portion of its Fair Financing products in its overall payment option mix will increase, the Company does not expect such payment option mix, or its business model more generally, to be fundamentally altered as a result of the partnership agreement with OnePay. After all, the vast majority of its GMV is being generated through payment options (Pay Later and Fair Financing) that already involve extension of consumer credit and, as such, require an underwriting decision for each transaction. Since 2019 (the year in which the Company began to materially expand its presence in the United States), the Company has underwritten more than $318 billion in consumer loans ($24 billion in Fair Financing). Accordingly, the Company already has an extensive track record in extending consumer credit, including to consumers who elected to use its Fair Financing payment option. Further, the Company believes that one of its main competitive advantages is its ability to offer its merchant partners a wide array of products and services that can enable merchant success irrespective of its vertical and geography or their customers’ expected Average Order Value (“ AOV ”) and purchase frequency. Consequently, the Company often enters into merchant agreements whereby customers are similarly expected to disproportionately utilize one of its financing solutions, thus affecting the Company’s overall payment option mix. For example, as noted in the Registration Statement, the Company is currently growing in the Services and Experiences verticals, such as Events and Food & Beverage. These verticals typically have a higher purchase frequency but lower AOVs than other verticals, and are typically transacted with the Klarna card or Pay in Full rather than Pay Later or Fair Financing. However, given the Company’s broad diversification across merchants, verticals and geographies, no single merchant, including Walmart, is expected to alter the Company’s overall geographical, payment or merchant vertical mix to a material extent. Accordingly, the Company respectfully submits that the OnePay partnership agreement was entered into in the ordinary course of its business even after taking into account any impact that it may individually have on the Company’s overall payment option mix. 2. We note that in your response to comment 6, you provided a portion of the disclosure that you intend to include in the Summary section of your next amendment. We note that the agreement appears to focus on Klarna’s ability to offer Fair Financing products to Walmart customers through the OnePay app. Please expand your disclosure, in an appropriate location in the registration statement, to provide management’s view as to whether the agreement with Walmart and OnePay is likely to represent a significant change to your overall lending offerings, since Fair Financing represented a comparatively small portion of your overall outstanding consumer balances. Similarly, please address whether management believes the comparatively longer-term financing may impact your need for short-term and longer-term deposit or other debt financing. The Company respectfully acknowledges the Staff’s comment and advises the Staff that it does not expect that its agreement with OnePay will represent a significant change to its overall lending offerings. The payment option offered to Walmart’s customers will be provided on the same terms, including the maximum duration, as the Fair Financing solution that the Company currently offers to its other customers in the United States. The Company will also utilize the same underwriting capabilities that it deploys in making lending decisions to other customers wishing to use its Fair Financing payment options for purchases with other merchants. Notably, and as noted in the Company’s response to comment No. 1 above, the Company already generates the vast majority of its GMV, including in the United States, 2 through payment options (Pay Later and Fair Financing) that involve extension of consumer credit. As discussed in various places in the Registration Statement, since 2019, the Company has materially matured its operations in this market and greatly improved its underwriting capabilities, which, in the Company’s belief, are currently on par with those of its direct competitors in that market. Further, the relative share of Fair Financing solutions in the Company’s U.S. payment option mix has been already increasing following other commercial agreements that the Company has entered into in recent periods without materially affecting the Company’s underwriting capabilities, credit losses or profitability in that geography. Accordingly, the Company does not believe that the OnePay partnership and its expected impact on the Company’s payment option mix will represent a significant change to its overall lending offerings or otherwise materially alter its operations. The Company further respectfully submits that it does not anticipate the OnePay partnership to significantly impact its financing model or needs. As noted in various places in the Registration Statement, the Company believes that one of its main competitive advantages is its stable, low-cost and flexible funding base. As a fully licensed bank with an investment grade credit rating, the Company has the ability to access a variety of forms of funding, including retail deposits, debt or equity securities, credit facilities and asset-backed securities. The Company has been relying on that model for more than 14 years, including in periods during which the relative portion of Fair Financing products in its overall payment option mix was significantly above its current levels. Accordingly, the Company does not expect that its funding model as well as access to various funding sources would be negatively affected by the OnePay partnership. In particular, the Company believes that it can continue to grow its deposit base if and when needed to support its growth, including as a result of the OnePay partnership, given the size of its current deposits relative to the overall market demand for deposits, as well as utilize other sources of funding when advantageous in line with its regular business practice. Further, the inherent duration gap between the Company’s deposits and consumer loans drives stability and predictability in its funding costs despite relative changes in its overall payment option mix, which allows the Company to address its funding needs on an ongoing basis. In particular, in 2024, the average term of the Company’s deposits was 280 days, compared to the average loan term of approximately 40 days. While the Company expects that the average loan term will increase as a result of the OnePay partnership, the Company anticipates that it will nevertheless continue to remain significantly below the average term of the Company’s deposits. For these reasons, the Company respectfully submits that it does not believe that the OnePay partnership will materially impact its funding model, access to capital or short- or long-term financing needs. For the Staff’s convenience, the Company included below in bolded underline text proposed additional disclosure that it intends to include in Amendment No. 1 in response to the Staff’s comment that summarizes the Company’s conclusions included above. Page numbers refer to the Registration Statement filed on March 14, 2025. 1. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Our Financial Model—Merchant-Led Fees (page 117) The chart below shows an illustrative Pay Later transaction, including its flow and life cycle, where consumers complete their purchase today, while deferring the full payment to a later date or paying in installments. We charge the merchant a fee after a successful transaction, and the consumer pays no interest on the deferred or installment payments unless the consumer chooses to utilize one of our payment flexibility features. Merchant fees vary based on several factors, including the geography and transaction type. Similarly, in the case of Pay in Full, consumers pay for the transaction immediately, and Klarna charges the merchant a fee after a successful transaction. Fair Financing is similar to Pay Later in that we allow the consumer to pay over time, but for longer periods (generally less than six months, but can be up to 36 months depending on the purchase). Consumers using Fair Financing may also be charged predetermined and clearly labeled interest on their outstanding borrowings over the borrowing period. In a Fair Financing transaction, we may earn interest income on the consumer’s use of credit provided by us. Our 3 consumers can also take advantage of two payment flexibility features for a fee. “Snooze” gives them additional days to pay for their purchase. For larger purchases, our consumers can also convert their Pay Later transaction to a Fair Financing product, which helps consumers better manage their finances. In 2024, Pay Later represented 76% of our total transactions (79% of our GMV), Pay in Full (after excluding transactions processed through KCO unbranded channels) 23% (16%) and Fair Financing the remaining 1% (5%). While we expect that the relative contribution of our Fair Financing product to the number of our total transactions and our overall GMV to increase in future periods, including as a result of the OnePay partnership agreement, we do not believe that such changes will be material given our broad diversification across merchants, verticals and geographies. 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Business Metrics—Transaction Margin Dollars (page 122) We define Transaction margin dollars as total revenue less total transaction costs, which consist of processing and servicing costs, consumer credit losses and funding costs. From 2022 to 2024, our Transaction margin dollars grew 77% to $1,217 million from $687 million. The key drivers of our Transaction margin dollars growth have been the increase in our fee-driven revenue, scale efficiencies leading to lower processing and servicing costs, declining credit losses as we have increased our scale and matured our operations in newer markets, such as the United States, and improved our underwriting capabilities, and low and stable funding costs. We expect the relative portion of Fair Financing products in our overall payment option mix to increase as a result of the OnePay partnership. Accounting standards require us to recognize an expected credit loss provision upfront for each Fair Financing transaction, while we will generate interest income on such transactions over time. Accordingly, our Transaction margins dollars are expected to increase as we recognize interest income over time, which makes the OnePay partnership accretive to Transaction margin dollars and net income in the United States in the medium-term. See “Prospectus Summary—Recent Developments—OnePay Partnership.” 3. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Other Key Metrics Underlying Our Financial Model—Transaction Margin Dollars and Transaction Margin—Funding costs (page 125) We define funding costs as net interest costs associated with funding our consumer financing products. They include interest that we pay on our consumer deposits. From 2022 to 2024, our funding costs increased from $147 million to $503 million, or from 0.18% to 0.48% of our GMV and from 1.9% to 5.3% of our deposits over the same period. Our highly competitive deposit savings platform and bank license provide us greater operational flexibility and a relatively lower funding cost compared to wholesale funding models. For example, in 2024, 94% of our lending activity was funded from our consumer deposits, 74% of which are fixed and longer-term than the average duration of the consumer loans that we funded through such deposits. While we expect our average consumer loan duration to increase as a result of the OnePay partnership, we anticipate that the average ter

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 Document Byron B. Rooney +1 (212) 450-4658 byron.rooney@davispolk.com Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 CONFIDENTIAL TREATMENT REQUESTED BY KLARNA GROUP PLC PURSUANT TO 17 C.F.R. SECTION 200.83 April 1, 2025 FOIA CONFIDENTIAL TREATMENT REQUEST The entity requesting confidential treatment is: Klarna Group plc 10 York Road London SE1 7ND United Kingdom Tel.: +44 8081 893 333 CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS LETTER WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].” VIA EDGAR AND ELECTRONIC DELIVERY RE: Klarna Group plc Registration Statement on Form F-1 File No. 333-285826 CIK No. 0002003292 Ms. Madeleine Joy Mateo Mr. Christian Windsor Mr. Lory Empie Mr. Michael Volley Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are submitting this letter on a supplemental basis in order to facilitate the review by the staff (the “ Staff ”) of the Division of Corporation Finance of the Securities and Exchange Commission of the above referenced Registration Statement on Form F-1 (the “ Registration Statement ”). We hereby advise the Staff that based on information currently available and current market conditions, the Company intends to offer its ordinary shares utilizing a price range where the low end of the range will not be lower than $[***] per ordinary share and where the high end of the range will not be higher than $[***] per ordinary share (the “ Indicative Price Range ”). CONFIDENTIAL TREATMENT REQUESTED BY KLARNA GROUP PLC PURSUANT TO 17 C.F.R. SECTION 200.83 The anticipated price range and offering size remain subject to change. However, the Company believes that the Indicative Price Range will not be subject to significant change and that the bona fide price range included in the preliminary prospectus will be within the Indicative Price Range. The Company will include a bona fide estimated price range, as required by Item 501(b) of Regulation S-K, in an amendment to the Registration Statement to be filed prior to the commencement of the roadshow. The Company respectfully requests that the Staff return to the undersigned this letter pursuant to Rule 418 of the Securities Act of 1933, as amended, once the Staff has completed its review. We respectfully reserve the right to request that this letter be returned to us at an earlier date. Please do not hesitate to contact me at (212) 450-4658 or byron.rooney@davispolk.com or Daniel P. Gibbons at (212) 450-3222 or dan.gibbons@davispolk.com if you have any questions regarding the foregoing or if we can provide any additional information. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc:   Niclas Neglén, Chief Financial Officer of the Company   Daniel P. Gibbons, Davis Polk & Wardwell LLP cc with redactions: Office of Freedom of Information and Privacy Act Operations Securities and Exchange Commission, Operations Center 100 F Street, North East Mail Stop 2736 Washington, D.C. 20549 2

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 March 28, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Registration Statement on Form F-1
 Response dated March 24, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your response dated March 24, 2025 and have the following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our March 21,
2025 letter.

Response dated March 24, 2025
General

1. In your response to comment 6, you state that the company concluded that
the
 partnership agreement and warrant agreements with OnePay are each a
contract of the
 type that Klarna enters in the ordinary course of its business. Please
revise your
 discussion to clarify whether the two agreements, taken together,
constitute the type of
 commercial arrangement that Klarna regularly enters into as part of its
agreement with
 other merchant partners. In addition, we note that the agreement with
OnePay appears
 to focus on Klarna expanding its offering of Fair Financing offerings to
Walmart
 customers. Since this appears to represent an increased focus on a
lending product that
 has previously been a much smaller percentage of your total consumer
credit balance
 March 28, 2025
Page 2

 compared to Pay Now and Pay Later, please clarify how you concluded that
the
 agreement was a contract that Klarna enters into in the ordinary course
of its business.
2. We note that in your response to comment 6, you provided a portion of
the disclosure
 that you intend to include in the Summary section of your next
amendment. We note
 that the agreement appears to focus on Klarna's ability to offer Fair
Financing
 products to Walmart customers through the OnePay app. Please expand your
 disclosure, in an appropriate location in the registration statement, to
provide
 management's view as to whether the agreement with Walmart and OnePay is
likely
 to represent a significant change to your overall lending offerings,
since Fair
 Financing represented a comparatively small portion of your overall
outstanding
 consumer balances. Similarly, please address whether management believes
the
 comparatively longer term financing may impact your need for short-term
and longer-
 term deposit or other debt financing.
 Please contact Michael Volley at 202-551-3437 or Robert Klein at
202-551-3847 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Mateo at 202-551-3465 or Christian Windsor at
202-551-
3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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CORRESP
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com March 24, 2025 Re: Klarna Group plc Registration Statement on Form F-1 Filed March 14, 2025 CIK No. 0002003292 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to comment No. 6 (“ Comment No. 6 ”) from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to the Company’s Registration Statement on Form F-1 filed with the Commission on March 14, 2025 (the “ Registration Statement ”) contained in the Staff’s letter dated March 22, 2025 (the “ Staff’s Letter ”). As communicated to the Staff, the Company plans to respond to the remaining comments included in the Staff’s Letter at a later date under separate cover, concurrently with filing Amendment No. 1 (“ Amendment No. 1 ”) to the Registration Statement. The Company also anticipates that (i) Amendment No. 1 will include a prospectus that meets the requirements of Section 10(b) of the U.S. Securities Act of 1933, as amended (the “ Securities Act ”), including a bona fide price range, and (ii) it will commence a road show (as such term is defined in Rule 433(h)(4) under the Securities Act) immediately following the filing of Amendment No. 1. For convenience, set forth in italics below is Comment No. 6, followed by the Company’s response. General We note your press report released on March 17 that announced your entry into an exclusive agreement to provide buy now, pay later and other short and intermediate term financing for purchasers from Walmart through the OnePay app. To the extent you do not include the agreement as an exhibit in your next amendment, please provide us with your analysis as to how you determined that the agreement was not a material contract under Item 601(b)(10) of Regulation S-K. The Company respectfully acknowledges the Staff’s comment and advises the Staff as follows: On March 4, 2025, the Company entered into a customer installment program agreement (the “ Partnership Agreement ”) with OneProgress Services LLC (“ OnePay ”), a consumer-oriented financial technology company majority-owned by Walmart Inc. (“ Walmart ”). Pursuant to the Partnership Agreement, the Company will provide flexible payment solutions to Walmart’s U.S. customers on an exclusive basis for purchases of all non-grocery products. Beginning in the second half of 2025, the Company’s Fair Financing products will be made available at checkout online and in-store through OnePay’s platform which is directly integrated into Walmart’s physical and digital distribution channels. Once approved for the Company’s Fair Financing products, Walmart’s U.S. customers will be able to choose from a range of repayment terms from three to 36 months. Concurrently with entering into the Partnership Agreement, the Company issued warrants to a subsidiary of OnePay to acquire 15,343,932 of its ordinary shares (the “ OnePay Warrants ”) pursuant to a warrant instrument (the “ Warrant Agreement ” and, together with the Partnership Agreement, the “OnePay Agreements” ). The OnePay Warrants will vest over a period of five years, beginning with 2,640,000 warrants vesting on May 30, 2025, with the remainder vesting quarterly in equal installments. The Company intends to include disclosure substantially similar to the two preceding paragraphs in the “Prospectus Summary” section of Amendment No. 1. The Company further respectfully advises the Staff that it has determined that it is not required to file copies of the OnePay Agreements as exhibits to the Registration Statement pursuant to Item 601(b)(10) of Regulation S-K (“ Item 601(b)(10) ”) or provide a summary thereof that complies with the requirements of Item 10.C. of Form 20-F, for the reasons more fully described below. Under Item 601(b)(10), a contract does not need to be filed if it is entered into in the ordinary course of a registrant’s business, subject to certain exceptions set forth therein. In particular, agreements that ordinarily accompany the kind of business conducted by a registrant need not be filed as exhibits under Item 601(b)(10) unless the agreement is one “upon which the registrant’s business is substantially dependent.” Each OnePay Agreement is of the type that “ordinarily accompanies the kind of business conducted” by the Company. The Partnership Agreement sets forth the terms on which Walmart’s customers may take advantage of the Company’s flexible payment options. It is therefore of the same type as the Company’s existing agreements that govern the terms on which customers of the approximately 675,000 merchants currently on the Company’s network may use its products and services. Likewise, the Warrant Agreement governs the terms on which OnePay may acquire ordinary shares of the Company over the course of the next five years. As disclosed in various places in the Registration Statement, the Company routinely grants warrants under similar arrangements to its directors, officers, employees and certain third-party providers as a means of rewarding, motivating or incentivizing its individual contributors or developing, strengthening or preserving key commercial partner relationships, as applicable. Finally, the Company also believes that both OnePay Agreements are similar in type to agreements into which the Company’s competitors regularly enter in the course of their ordinary business. Further, the Company does not substantially depend on either of the OnePay Agreements. The Partnership Agreement is limited in scope and duration—it allows the Company to offer its Fair Financing 2 products through the OnePay platform to Walmart’s customers in the United States, for purchases of all non-grocery products, for a period of five years. While the Partnership Agreement is an important element of the Company’s efforts to expand its network and offerings to additional customers in the United States, it is not expected to generate a material portion of the Company’s revenue in the near future. In parallel, the Company is also continuously working on expanding its network to new geographies, merchants and customers to drive Gross Merchandise Volume and revenue growth through a variety of means, including leveraging its growing partner network, primarily Payment Service Providers, to boost merchant adoption. In light of the above, the loss of Walmart as a merchant partner would not jeopardize the future viability of the Company or otherwise have a material impact on its results of operations. The Company also does not substantially depend on the Warrant Agreement as it does not provide for any material obligations towards the Company on the part of OnePay or Walmart. In particular, neither Walmart or OnePay is obligated to purchase any ordinary shares of the Company thereunder or otherwise make any capital contributions to, or investments in, the Company or its business or operations. Walmart and OnePay are also not expected to be able to effectively influence the business and affairs of the Company as a result of the Warrant Agreement. On a fully diluted basis and assuming no further issuances of the Company’s ordinary shares (or instruments convertible thereinto) during the five-year vesting period, the ordinary shares underlying the OnePay Warrants would represent less than 4% of all of the Company’s ordinary shares expected to be outstanding immediately after the completion of the Company’s initial public offering. Furthermore, in light of the Company’s multi-class share capital structure described in the Registration Statement, such economic interest would correspond to less than 0.4% of the total voting power. In sum, for the reasons stated above, both the Partnership Agreement and the Warrant Agreement were entered into in the Company’s ordinary course of business and the Company is not substantially dependent on either of them. Accordingly, the Company does not believe that it is required to file the OnePay Agreements as exhibits under Item 601(b)(10) or provide a summary thereof that complies with the requirements of Item 10.C. of Form 20-F. However, should any of these agreements become material in a future period, the Company will file it as an exhibit to a periodic report for the relevant reporting period. *                                      *                                      * 3 Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP 4

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<TEXT>
 March 21, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Registration Statement on Form F-1
 Filed March 14, 2025
 File No. 333-285826
Dear Sebastian Siemiatkowski:

 We have reviewed your registration statement and have the following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Registration Statement on Form F-1
Regulatory Capital Requirements, page 155

1. We note your presentation of capital adequacy information on a
consolidated basis
 within the table on page 156. Please address the following:

 Revise to include information for each period end presented and
discuss any
 material related trends or changes between the periods.
 Revise to disclose the relevant regulatory minimum requirements to
present your
 performance and compliance in relation to the minimum requirements.
 Revise to include capital adequacy and any other material
regulatory requirements
 for each relevant entity if material to an understanding of any
relevant risks.
 March 21, 2025
Page 2
Item 7. Recent Sales of Unregistered Securities, page II-2

2. We note your disclosure on page F-58 of significant events after the end
of the
 reporting period, including the grant of 15,343,932 warrants in
connection with a
 commercial agreement with a global partner. Please revise this section
to include all
 recent sales of unregistered securities within the past three years, or
advise.
Exhibits
Exhibit 5.1 Opinion of Davis Polk & Wardwell London LLP as to the validity of
the ordinary
shares, page II-5

3. Please have counsel revise the legal opinion in Exhibit 5.1 so that
counsel opines that
 the shares will be fully paid, in addition to being validly issued and
non-assessable.
 For guidance, please refer to Item 601(b)(5)(i) of Regulation S-K. See
also Staff Legal
 Bulletin No. 19.
4. We note that counsel includes a statement in the Scope sub-section of
their legality
 opinion that the "courts of England shall have exclusive jurisdiction to
hear and
 determine any dispute or claim...in connection with this opinion."
Please remove the
 statement that by relying on your opinion a person irrevocably agrees
and accepts that
 the courts of England have exclusive jurisdiction to hear and determine
any dispute or
 claim to clarify that the limitation does not apply to claims brought
under the
 Securities Act of 1933.
5. We note that counsel states that the "opinion is addressed to you in
relation to the
 Registration Statement and may not be relied upon for any other
purpose." Revise to
 remove any implication that investors are not able to rely on the
opinion in purchasing
 the shares registered and sold in this offering.
General

6. We note your press report released on March 17 that announced your entry
into an
 exclusive agreement to provide buy now, pay later and other short and
intermediate
 term financing for purchasers from Walmart through the OnePay app. To
the extent
 you do not include the agreement as an exhibit in your next amendment,
please
 provide us with your analysis as to how you determined that the
agreement was not a
 material contract under Item 601(b)(10) of Regulation S-K.

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
 March 21, 2025
Page 3

551-3419 with any other questions.

 Sincerely,

 Division of Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
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CORRESP
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 Document Byron B. Rooney Davis Polk & Wardwell LLP CONFIDENTIAL  +1 212 450 4658 450 Lexington Avenue byron.rooney@davispolk.com New York, NY 10017 davispolk.com March 14, 2025 Re: Klarna Group plc Draft Registration Statement on Form F-1 Confidentially Submitted February 25, 2025 CIK No. 0002003292 VIA EDGAR TRANSMISSION Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Attention: Madeleine Joy Mateo Christian Windsor Lory Empie Michael Volley Ladies and Gentlemen: On behalf of our client, Klarna Group plc, a public company with limited liability incorporated pursuant to the laws of England and Wales (the “ Company ”), we are responding to the comments from the Staff (the “ Staff ”) of the Securities and Exchange Commission (the “ Commission ”) relating to the Company’s Draft Registration Statement on Form F-1, as amended by Amendments No. 1, No. 2 and No. 3 thereto, confidentially submitted to the Commission on February 25, 2025 (the “ Registration Statement ”) contained in the Staff’s letter dated March 12, 2025. The Company has revised the Registration Statement in response to the Staff’s comments and is publicly filing the revised Registration Statement concurrently with this letter. Set forth below are the Company’s responses to the Staff’s comments. For convenience, the Staff’s comments are repeated below in italics , followed by the Company’s response to each comment as well as a summary of the responsive actions taken. We have included page numbers to refer to the location in the Registration Statement where the revised language addressing a particular comment appears. Amendment No. 3 to Confidential Draft Registration Statement on Form F-1 submitted February 25, 2025 General 1. We note that you will have a multi-class share capital structure. Please revise your disclosure to address the following: • Please disclose the percentage of outstanding shares that high-vote shareholders must keep to continue to control the outcome of matters submitted to shareholders, for example with respect to the amendment of organizational documents and approval of major corporate transactions. • Please disclose that future issuances of your high-vote shares may be dilutive to low-vote shareholders. • Please disclose how you will determine whether more than 50% of your outstanding voting securities are owned of record by U.S. residents for purposes of satisfying the foreign private issuer definition. Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages 90-92 and 246-247 of the Registration Statement in response. Cover Page 2. Please revise your cover page to describe the rights upon liquidation of deferred shares, including that holders of deferred shares have the right to receive an amount of $10,000,000 on each ordinary share and $5,000,000 on each Class C share upon liquidation, dissolution or winding up. Add a risk factor to discuss the liquidation preference. Please also revise where appropriate to briefly explain the purpose(s) of the deferred shares. Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on the cover page and on pages 91, 265 and 268 of the Registration Statement in response. The Company further respectfully submits that its deferred shares will participate in any liquidation, dissolution or winding up of the Company only after the Company distributed to holders of its share capital $10.0 million for each ordinary share and $5.0 million for each Class C share they hold. As of December 31, 2024, the Company had more than 350 million ordinary shares issued and outstanding and its net tangible book value per outstanding ordinary share was less than $2.50. Accordingly, the Company does not expect that holders of its deferred shares will effectively participate in the funds of the Company upon its liquidation, dissolution or winding up. In light of the above, the Company does not believe that a separate risk factor discussing such liquidation preference would be helpful in assisting potential investors in evaluating the terms of the Company’s multi-class share capital structure and related risks. 3. We note your disclosure on page 17 that the “holders of Class B shares will continue to control a majority of the combined voting power and will be able to control all matters submitted to our shareholders for approval.” Revise the cover page to disclose the percentage ownership and 2 percentage of voting control held by the Class B shareholders and clarify whether the company will be a “controlled company” under NYSE standards. Response: The Company respectfully acknowledges the Staff’s comment and advises the Staff that it has revised the cover page of the Registration Statement in response. The Company further respectively advises the Staff that, as disclosed in the Registration Statement, Class B shares will be issued to all of the Company’s current shareholders in the form of a bonus issue proportionally to their current economic interest in the Company prior to the completion of the offering to which the Registration Statement relates. Such shareholders will, subject to limited exceptions discussed in the Registration Statement, continue to hold Class B shares in proportion to the economic interest that they maintain in the Company following such offering. Item 7. Recent Sales of Unregistered Securities, page II-2 4. Please confirm that this Item will address the share issuances described on pages 19-20 of your Prospectus Summary, or revise if appropriate. Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on pages II-3 and II-4 of the Registration Statement in response. *                                      *                                      * In addition, in response to the Staff’s comment provided telephonically to us, as the Company’s counsel, we respectively advise the Staff on behalf of the Company as follows: The Company continuously strives to develop innovative products and solutions for its consumers and merchants. To that end, the Company plans to continue to leverage and invest in its network and expand its product offerings over time to address market opportunities, in particular in payments, digital advertising and retail banking, as disclosed in various places in the Registration Statement. As part of that long-term strategy, the Company on an ongoing basis and in the ordinary course of its business identifies, evaluates and explores various potential new products and offerings as well as operational changes and improvements. As a regulated financial institution with an EEA banking license, it also conducts a robust and comprehensive legal and regulatory review as part of the above-referenced process to ensure that the Company’s product offerings and operations comply with applicable laws and regulations in the jurisdictions in which it operates. The Company’s efforts with respect to any potential integration of digital assets, including cryptocurrencies, into the Company’s network or operations or implementation of digital asset-based products or services, are currently in preliminary stages. In particular, the Company does not expect to announce or implement any digital asset-based products, services or features in the near future that would materially impact its operations, competitive position or future prospects. Because of that, the Company does not believe that any additional disclosure in the Registration Statement with respect to the above-referenced efforts is needed or would be helpful to potential investors. *                                      *                                      * 3 Should any questions arise, please do not hesitate to contact me at (212) 450-4658 (tel) or byron.rooney@davispolk.com, or Daniel P. Gibbons at (212) 450-3222 (tel) or dan.gibbons@davispolk.com. Thank you for your time and attention. Very truly yours, /s/ Byron B. Rooney Byron B. Rooney cc: Niclas Neglén, Chief Financial Officer of the Company Daniel P. Gibbons, Davis Polk & Wardwell LLP 4

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 March 12, 2025

Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom

 Re: Klarna Group plc
 Amendment No. 3 to Draft Registration Statement on Form F-1
 Submitted February 25, 2025
 CIK No. 0002003292
Dear Sebastian Siemiatkowski:

 We have reviewed your amended draft registration statement and have the
following
comments.

 Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments. Unless we note otherwise, any references to prior comments are to
comments in
our February 7, 2025 letter.

Amendment No. 3 to Draft Registration Statement on Form F-1
General

1. We note that you will have a multi-class share capital structure. Please
revise your
 disclosure to address the following:
 Please disclose the percentage of outstanding shares that high-vote
shareholders
 must keep to continue to control the outcome of matters submitted to
 shareholders, for example with respect to the amendment of
organizational
 documents and approval of major corporate transactions.
 Please disclose that future issuances of your high-vote shares may
be dilutive to
 March 12, 2025
Page 2

 low-vote shareholders.
 Please disclose how you will determine whether more than 50% of
your
 outstanding voting securities are owned of record by U.S. residents
for purposes
 of satisfying the foreign private issuer definition.
Cover Page

2. Please revise your cover page to describe the rights upon liquidation of
deferred
 shares, including that holders of deferred shares have the right to
receive an amount of
 $10,000,000 on each ordinary share and $5,000,000 on each Class C share
upon
 liquidation, dissolution or winding up. Add a risk factor to discuss the
liquidation
 preference. Please also revise where appropriate to briefly explain the
purpose(s) of
 the deferred shares.
3. We note your disclosure on page 17 that the "holders of Class B shares
will continue
 to control a majority of the combined voting power and will be able to
control all
 matters submitted to our shareholders for approval." Revise the cover
page to disclose
 the percentage ownership and percentage of voting control held by the
Class B
 shareholders and clarify whether the company will be a "controlled
company" under
 NYSE standards.
Item 7. Recent Sales of Unregistered Securities, page II-2

4. Please confirm that this Item will address the share issuances described
on pages 19-
 20 of your Prospectus Summary, or revise if appropriate.
 Please contact Lory Empie at 202-551-3714 or Michael Volley at
202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian
Windsor at 202-
551-3419 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Byron B. Rooney, Esq.
</TEXT>
</DOCUMENT>

February 7, 2025
Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom
Re:Klarna Group plc
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted January 24, 2025
CIK No. 0002003292
Dear Sebastian Siemiatkowski:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in
our January 16, 2025 letter.
Amendment No. 2 to Draft Registration Statement on Form F-1
Cover Page
1.We note the full color presentations included between the cover page and the initial
pages of disclosure on page i. In order to present a balanced picture of Klarna's
financial performance on the presentation entitled "Financials at a Glance," revise to
disclose the company's accumulated deficit as well as its net income for the same
period that you present GMV, revenue, active consumers and merchants.

February 7, 2025
Page 2
Non-IFRS Financial Measures, page 21
2.We note from your response to prior comment 6 that your technology and product
development costs do not have a linear correlation with your transaction levels.
However, we also note that you have identified your technology platform as a key
competitive factor and stated the need to continuously innovate and improve your
network. Please further explain why technology and product development costs are
excluded from Transaction margin dollars and Transaction margin, including as it
relates to these measures as indicators of your ability to attain efficiency and scale.
Please quantify the amount of and describe the nature of any variable costs presented
within technology and product development costs and provide additional detail for us
regarding the nature of all technology and product development costs. For example,
we note disclosure on page 132 of your amended submission states that technology
and product development expenses consist of personnel-related costs for technology
functions as well as hosting, software license, and hardware costs.
3.Please revise your disclosure to clarify how Transaction margin dollars and
Transaction margin are used by management to measure your ability to grow these
metrics in new and maturing markets. For example, explain what these non-
IFRS measures indicate regarding your expansion efforts through entering into new
geographies as compared to offering additional products and services. Also, as part of
your revised disclosure, please define new and maturing markets more clearly.
Other Risks, page 149
4.We note your disclosure about your significant reliance upon AI throughout your
business. We also note your risk factor disclosure about the risks posed by the
possibility that your AI and machine learning models may be incorrectly designed or
implemented, and that the technology may be impacted by unforeseen defects,
technical challenges and performance issues. Revise this section or an appropriate
section of your Management's Discussion and Analysis to address how Klarna
monitors, manages and provides governance to address this risk.
Executive and Director Remuneration, page 223
5.We note the Summary Remuneration Table for the year ended December 31, 2024. If
any portion of the compensation was paid pursuant to a bonus plan, provide a brief
description of the plan and the basis upon which such persons who received such
compensation participate in the plan, or advise. Refer to Item 6.B.(1) of Form 20-F.

February 7, 2025
Page 3
Certain Relationships and Related Party Transactions, page 229
6.We note your disclosure that Klarna's directors and officers and their immediate
family have used Klarna Pay Later and Fair Financing programs. Please clarify
that the loans during the period since 2022 were performing under your typical user
terms in the countries in which the loans were originated. Also, to the extent that
extension of credit under Pay Later and Fair Financing were not made and held by
Klarna Bank, please provide us an analysis as to how the extension of credit fit
into one or more of the exemptions contemplated by Section 402 of Sarbanes Oxley.
Refer to Section 13(k) of the Exchange Act of 1934 and Item 7.B.2 of Form 20-F.
            Please contact Lory Empie at 202-551-3714 or Michael Volley at 202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian Windsor at 202-
551-3419 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:Byron B. Rooney, Esq.

January 16, 2025
Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom
Re:Klarna Group plc
Amendment No. 1 to Draft Registration Statement on Form F-1
Submitted December 23, 2024
CIK No. 0002003292
Dear Sebastian Siemiatkowski:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in
our December 10, 2024 letter.
Amendment No. 1 to Draft Registration Statement on Form F-1
General
1.We note your response to comment 2 and your disclosure that the company is in
advanced stages of establishing a comparable business relationship with a second
payment card provider and a second bank partner in the United States. Please disclose
the current status of these negotiations.

January 16, 2025
Page 2
Prospectus Summary, page 4
2.We note your response to comments 2 and 4, including your assertion that you are not
reliant on any particular customer or business partner. Revise your disclosure to
clarify that while your merchant partners include many of the top 100 merchants in
each key market, no single merchant accounts for more than 10% of your transaction
volume in any of your key markets.
3.We note your response to comment 6. Please disclose the nine additional European
countries to which you are expanding your deposit offerings and describe where you
currently are in the process of this expansion and when you plan to complete this
process to provide your deposit offerings to residents of these countries.
4.We note your disclosure that you raise deposits in Germany, the Netherlands, France,
Spain and Ireland pursuant to a partnership with a third-party platform operated by
Raisin. Please describe your partnership with Raisin, including the key terms of any
related material agreements, if any, and file such agreements as exhibits, or advise.
5.We note your revised disclosure on page 105, as well as your response to comments 7
and 24. We note that in step 5, payments to Klarna from the consumer are often
processed using a PSP or card network. On page 29, you state that you "pay a fee for
the[ir] services" when payments process through the PSP. To the extent that the fees
paid for these services are material, revise the presentation to indicate the weighted
average fee that is deducted from amounts remitted to Klarna in step 5.
Non-IFRS Financial Measures, page 21
6.We note your response and related disclosure revisions in response to comments 13
and 14 and that you now present transaction margin dollars as a non-IFRS measure
and that you reconcile this measure to operating loss. Please tell us why you do not
believe a fully loaded gross profit measure that includes technology and product
development costs is the most directly comparable IFRS measure for your
reconciliation. Refer to Item 10(e)(1)(i)(B) of Regulation S-K for guidance.

January 16, 2025
Page 3
Our relationships with bank partners in the United States may subject us...to additional
regulatory scrutiny, page 70
7.We note your response to prior comment 1 and 2 relating to your dependence on
banking partners to operate your lending operations in the United States. Revise your
disclosure, in this risk factor or another appropriate portion, to discuss any changes to
the regulatory scrutiny by the FDIC and other regulators on service arrangements
between banks and their fintech partners. For instance, we note that the FDIC issued a
statement on July 25, 2024 and issued a request for information related to these
arrangements.
Our Ability to Increase Engagement and Expand Revenue from Existing Consumers, page
115
8.We note your reference, in the graphic on page 117, to the concept of a Klarna
"Superuser" who increased their interaction with your products and
therefore reinforced increased trust. Where appropriate, please clarify the extent to
which you track the development of "Superusers" in any of your key markets or
among any key user cohorts by year. To the extent that you monitor the development
of your users as they become "Superusers," please disclose the extent to which those
numbers have grown, either in the absolute, or in your key markets. Please clarify
whether you have found that the Gini score for your "Superusers" has indicated
continued enhanced predictability of default.
Our Ability to Attract Merchants and Enable Merchant Success, page 118
9.We note your response to comment 28 and your disclosure that results achieved by
individual merchants may vary for a number of reasons. Please disclose whether
the financial and performance results presented in the case studies are typical of the
results enjoyed by your average merchant partner.
Our Ability to Maintain Best In-Class Underwriting Capabilities, page 124
10.We note your response to comment 31. Please further explain the changes you made
to your credit underwriting decision framework. For example, briefly explain the
targeted risk-based down-payment policies and how these changed policies differed
from your underwriting standards prior to your strategic initiative.
11.We note your response to comments 16 and 37. You state that commonly used terms
in the United States and the United Kingdom, such as “subprime,” are not universally
deployed in other geographies. As the US and the UK markets appear to be material,
please revise to clarify how you characterize your typical customers in those
geographies. Clarify any geographic concentration in one or more of the 26 countries
in which you are currently active. Additionally, in your presentation of the ability of
your underwriting model to predict credit issues, you present U.S. credit models
compared to the performance of your model in Germany. Please clarify why German
credit performance provides a useful comparison, for instance, because it is a more
mature market for your products or it provides a similarly in-depth alternative
consumer delinquency model benchmark.
Consumer Case Studies, page 170

January 16, 2025
Page 4
12.We note the consumer case studies. Please provide us an explanation of how you
identified the consumers you are highlighting in the case studies. Consider revised
disclosure as necessary to ensure the presentation is balanced and accurately places
the information in context for your investors.

January 16, 2025
Page 5
13.We note that the consumer study presented on page 172 discusses the consumer's
opinion that Klarna "stands for security" as well as providing a seamless shopping and
payment environment. We note that you indicate that fraud detection and other
payment integrity issues are key risks, including in the risks on page 48. To the extent
that you believe that the consumer's view of the security of Klarna is appropriate,
provide balancing discussion of the overall experience of fraud, or the effectiveness of
your fraud detection and resolution efforts.
14.For both the merchant and consumer testimonials, please tell us whether the quoted
individuals and organizations consented to being named and presented in the
registration statement.
Merchant Case Studies, page 175
15.Please tell us how you solicited the merchant testimonials presented on unnumbered
pages in between pages 174 and 175. In particular, please clarify whether all
statements presented were provided by the relevant merchant representatives, other
than the presented calculations. Please clarify whether Klarna believes these
testimonials are similarly representative of the average merchant's experience, similar
to your statements related to the tabular presentations made on pages 175 and 177.
Advertising Solutions, page 185
16.We note your response to comment 41. Please disclose the structure by which you
earn advertising revenue (e.g., fees, interest income, etc.).
AML, Sanctions and Anti-corruption Requirements, page 207
17.We note your disclosure that you received a remark and were fined by the SFSA
following an investigation relating to Klarna Bank's compliance with applicable
AML/CFT regulations. Please revise this section to discuss any remedial actions that
management has taken to ensure that you come into compliance with the applicable
AML/CFT regulations.
Securitization, page F-15
We note your response to comment 50. Please tell us and revise to disclose, if
material, the following:
•The amount of payments received in each period presented related to the transfer
of credit risk and where you present these amounts in your financial statements.
•The impact on your financial statements at the inception of the contract to transfer
credit risk, during the contract and at the settlement related to a credit loss. Please
provide us an illustrative example detailing the journal entries recorded. If no
amounts are ultimately recognized in "Consumer credit losses," please tell us why
you believe this is appropriate.
•Your accounting policies related to your contracts to transfer credit risk.
Specifically, discuss whether you recognize any asset or liability, how you
initially and subsequently measure it and where you present it in your Balance
Sheet. Please tell us the guidance that supports your accounting policies.
Your accounting policies related to expected credit losses on the underlying •18.

January 16, 2025
Page 6
receivables subject to the contracts to transfer credit risk. Specifically, clarify the
impact on the allowance at the inception of the contract to transfer credit risk and
throughout the term through settlement, including the impacted line-items in the
rollforward of the allowance for credit losses on page F-29. Please tell us the
guidance that supports your accounting policies.
Note 6 Consumer receivables, page F-28
19.We note the revised disclosure on page F-29 that, "The above table includes $128
million and $144 million in 2023 and 2022, respectively, in proceeds received from
the sale of uncollectible consumer receivables" in response to comment 54. Please tell
us in detail and revise to disclose in which line-item in the consumer receivables table
you present the proceeds from the sale of uncollectible consumer receivables.
Exhibits
20.We note that your draft registration statement does not contain the hyperlinks to the
exhibits. Please ensure that you provide appropriate hyperlinks in your publicly filed
F-1 and any subsequent amendment. Refer to Item 601(a)(2) of Regulation S-K.
            Please contact Lory Empie at 202-551-3714 or Michael Volley at 202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian Windsor at 202-
551-3419 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:Byron B. Rooney, Esq.

December 10, 2024
Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom
Re:Klarna Group plc
Draft Registration Statement on Form F-1
Submitted November 13, 2024
CIK No. 0002003292
Dear Sebastian Siemiatkowski:
            We have reviewed your draft registration statement and have the following comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form F-1
General
Please disclose the basis for all your assertions about your competitive position within
your industry. If you do not have appropriate independent support for a statement,
please revise the language to make clear that this is your belief based upon your
experience in the industry, if true. As non-exclusive examples, please provide the
basis for the below statements:
•"Through both our payment and advertising solutions, we help our merchants
attract new customers, drive higher AOV with higher purchase frequency and
offer frictionless commerce and higher conversion rates" (see pages 9, 99, and
153);1.

December 10, 2024
Page 2
•"Our underwriting process results in credit losses that are lower than the industry
average, while providing more value to consumers and merchants than alternative
payment methods, which helps drive our financial performance" (see pages 9, 99,
and 153);
•"The proportion of our revenue generated from merchants, consumers and
advertising is generally more balanced compared to many of our competitors in
the payments and the banking industries, who tend to depend more heavily than
us on either merchant revenue or interest income" (see pages 11, 102, 156, and
171);
•"Our average balance per consumer is lower than credit cards and average loan
duration is shorter than other banks and credit providers, which provides us the
ability to quickly react to market changes and efficiently manage our credit risk"
(see page 13);
•"We have built one of the largest commerce networks in the world, serving
approximately 84 million active Klarna consumers and more than 550,000
merchants in 25 countries as of December 31, 2023, and facilitating $92.5 billion
of GMV in 2023" (see pages 8, 98, and 152);
•"We operate one of the largest account-to-account (A2A) networks in Europe and
the United States with direct connectivity to over 13,500 banks as of October
2024" (see page 159); and
•"Our credit underwriting capabilities differentiate us from other payment
networks and improve our overall commerce experience" (see pages 13 and 160).
2.We note your disclosure that you are reliant on partner organizations to operate your
business. For instance, we note that you originate loans in the United States through
WebBank, have arrangements with Apple, AliPay, Amazon and others, as well as
your reliance on certain vendors. Your risk factor on page 44 notes that a loss of one
of these arrangements might materially impact your operations as you seek to replace
the partner. However, you currently do not list your arrangements with any of these
companies as material contracts in your Exhibit Table. Please tell us, with a view
towards additional disclosure, about the key business agreements that you rely on, or
that management believes are necessary for your continued growth, including the key
terms of those agreements. Also, tell us how you determined that each of those
agreements is not a material contract, as defined by Item 601(b)(10) of Regulation S-
K, or file those material contracts with your next amendment.
3.Please supplementally provide us with copies of all written communications, as
defined in Rule 405 under the Securities Act, that you, or anyone authorized to do so
on your behalf, present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or not they retain copies of the communications. Please
contact the staff member associated with the review of this filing to discuss how to
submit the materials, if any, to us for our review.
Prospectus Summary, page 1
Refer to your statement on page 9 that on average, 44% of the top 100 merchants in
each of the major markets you serve (based on data from eCommDB and Digital 4.

December 10, 2024
Page 3
Commerce 360) used Klarna in October 2024 to facilitate payments, while an even
greater percentage (63%) advertised on your network in 2023. Please state here the
major markets you serve and the key partners you rely on to serve those markets.
5.We note your disclosure on page 10 discussing your history of "positive net income"
for the first 14 years as you scaled your operations in Europe, as well as the impact of
your expansion into the United States on your results since 2019. Revise your
disclosure to clarify, if true, that while your efforts to expand in the U.S. market
have yielded greater volume, it also led to net losses in that time period. Make similar
balancing changes to your disclosure elsewhere in this registration statement.
6.We note your discussion on page 11 that your funding model relies on your ability to
raise deposits through your banking operations. Refer to your disclosure on page 163
that you offer savings accounts in Sweden and Germany and your disclosure on page
174 that consumers in Sweden and Germany can hold a variety of deposit accounts,
including fixed-term deposits, savings and bank accounts. Please revise your
disclosure early in your prospectus and where you discuss your deposit and savings
services to clarify, if true, that you offer such services only to consumers in Sweden
and Germany.
7.In order for investors to understand how you interact with merchants, advertisers, and
key payment and other service providers in the life cycle of your most significant
credit products, consider providing a graphical presentation of the transaction flow,
and the flow of fees and other remittances throughout the process, similar to what is
currently presented on page 104. The presentation may permit investors to better
understand your discussion of your business model presented in the Summary.
8.We note your disclosure in the Summary, as well as in other portions of the
registration statement, that indicates that one of your competitive advantages is your
access to consumer deposits through your banking subsidiary. We also note your
disclosure on page 163 that most of the deposits collected by Klarna Bank are located
in Sweden, Germany and the rest of the European Economic Area (EEA). Please tell
us, with a view towards revised disclosure, whether there are any limitations on using
funds deposited through Klarna Bank to fund loans made through your partners in
markets beyond the EEA, including in the U.S. through WebBank and in Asia. Clarify
your disclosure throughout so investors understand the key locations you rely on for
both transaction growth and funding resources.
9.Given your company's structure, operating in a number of distinct markets, often
through key partners, please provide an organizational chart that shows the key
components of your business, including how you own and control your key operating
units as well as areas where you are dependent on partners, particularly for access to
significant markets.
10.Please move the Market and Industry Data starting on page 2 and the Glossary of
Terms starting on page 5 to the end of the Prospectus Summary.
Next-Generation Digital Financial Services, page 10
11.Please revise to describe the characteristics of your savings and current accounts that
make them “next-generation.”

December 10, 2024
Page 4
Licensed Bank, page 13
12.Please revise here or where most appropriate to provide a more detailed description of
Klarna Bank AB’s operations including the following:
•The number and location/country of any locations/branches and the primary
services offered.
•Describe any deposit insurance regulatory structure and if you incur any fees.
Key Business Metrics, page 25
13.Please tell us how you considered the guidance in Item 10(e) of Regulation S-K in
determining whether transaction margin dollars is a non-IFRS financial measure. If
you conclude that it is a non-IFRS financial measure, please revise to disclose the
required information including a reconciliation to the most directly comparable
financial measure.
14.We note transaction margin dollars is defined as total revenue less total transaction
costs and that transaction costs do not include technology costs nor customer service
and operations costs. Please tell us why you believe excluding these technology and
customer service and operations costs from transaction costs provides useful
information to investors. In this regard, we note your disclosure on page F-26 that
consumer service revenue is included in your total revenue.
15.We note you define active Klarna consumers as consumers who have made a purchase
or a payment using a Klarna-branded product or logged into the Klarna app within the
past 12 months. Please advise us if you track monthly or quarterly active users. If you
use more frequent than annual data, please provide disclosure, including how you use
the data.
16.We note the statement on page 18 that your success depends on your underwriting
process and ability to accurately price consumer credit. Please revise here and where
appropriate to describe the type of consumers that you target for your key products
and the nature of the products. For example, indicate whether most of your short-term
credit is extended to prime, near prime, or subprime customers.
The success of our business depends on our underwriting process, page 39
17.Revise this section to discuss whether you have experienced periods in which your
delinquencies increased, particularly where any such increases required that you
change your underwriting and credit monitoring process. We note your disclosure, as
well as press reports, that showed that delinquencies on your loans in the U.S.
expanded in the 2022 and 2023 periods, before declining in more recent periods.

December 10, 2024
Page 5
To support our network and operations, we partner with banks in different geographies, page
44
18.Please revise here or where most appropriate to include a description of the general
terms for how you compensate your partner banks and a discussion of the
magnitude and type of business that is generated from your partner banks. For
example, and to the extent material, discuss whether compensation is a volume-based
percentage, fixed fee or other arrangement. Also address how often your agreements
with partner banks are renegotiated (i.e. yearly basis, some other term or ad hoc).
19.We note that you appear to rely on your relationship with WebBank to originate loans
in the U.S. and to help address loan documentation and licensing requirements. We
also note that U.S. banking regulators have increased their scrutiny over banks
providing banking as a service to non-bank customers like Klarna. Revise this section
to separately discuss, under an appropriate heading, the risks associated with your
U.S. expansion and the regulatory oversight impacting you and your U.S. banking
partners, from the more general discussion of your reliance on banking partners in
other portions of the world. In this regard, we note the statement on page 45 that you
are “subject to the examination authority of the FDIC under the Bank Service
Company Act.”
We are subject to regulatory requirements to facilitate the orderly resolution of large financial
institutions, page 69
20.Revise this risk factor to disclose the extent to which your existing debt securities,
including any of the medium term notes you have issued, can be subject to bail-in
provisions. Revise your disclosure related to any impacted debt securities described in
this registration statement to clarify the application of the bail-in provisions to that
security.
Some aspects of the technology supporting our network include open source software, page
73
21.We note that certain key components of your technology that support your network
are developed using open source software. Clarify whether the components that utilize
AI are governed by those open source licenses and address any related risks.
Management's Discussion and Analysis of Financial Condition and Results of Operations,
page 98
22.Please revise to provide additional detail regarding the subsidiaries, currencies, and
any other information necessary to fully understand the key factors resulting in any
material translation adjustments recognized in other comprehensive income for each
year presented.
Merchant-Led Fees, page 103
23.Please further describe your payment flexibility features, such as "snooze," the
specific services offered through each feature, and how you generate fees or interest
based on those features.

December 10, 2024
Page 6
24.We note your illustrative presentation of a "pay later" transaction on page 104. In
order for investors to understand how you interact with merchants, advertisers, and
key payment and other service providers in the life cycle of your most significant
credit products, consider providing a graphical presentation of the transaction flow,
and the flow of fees and other remittances throughout the process. To the extent there
are material differences between the flows for a pay later program, and a Klarna loan
originated through Apple Pay, using the Klarna Card through Visa, or for your other
key loan types (e.g. pay now), provide illustrative examples.
Gross Merchandise Volume, page 105
25.We note your disclosure and discussion of gross merchandise volume (“GMV”).
Please revise here or where most appropriate to detail GMV by point of purchase (i.e.
web sales, app sales, or physical terminal) and/or some other relevant characteristic
for each period presented to provide an investor with a better understanding of how
your customers use your services and the magnitude and trends related to the source
of your GMV.
Consumer Service Revenue, page 109
26.We note disclosure on page 104 that revenue from Klarna Plus is presented as
consumer service revenue. Please revise this section accordingly and provide
quantification or disclosure to allow an investor to understand the types of fees that
were the material drivers of consumer service revenue (i.e. Klarna Plus, Reminder
Fees, Klarna card ownership fees, etc.) for each period presented.
27.Please revise to clearly describe what a reminder fee is.
Our Ability to Attract Merchants and Enable Merchant Success, page 116
28.We note your presentation of case studies for several of your partner merchants on
pages 118 and 119. Revise your discussion supporting each presentation to discuss the
extent that the presented results are, in management's view, representative of your
typical merchant relationship, or exemplary of what successful integration with
Klarna can mean for some merchants, or otherwise. Balance the presentation with a
discussion of the extent that the financial and performance results presented are not
typical of the results enjoyed by your average merchant partner.
Merchant vertical mix, page 121
29.We note your disclosure that your merchants' verticals impact your operating results,
and different verticals have different purchase frequencies, AOV, and may transact to
varying degrees with different Klarna payment methods. Based on the chart provided
on page 179, "...and Diversified Across Merchant Segments," it appears your largest
merchant segment is apparel and accessories. Please revise your disclosure here to
discuss you