|
Pricing Supplement dated March 7, 2024
(To the Prospectus dated May 23, 2022, the Prospectus Supplement
dated June 27, 2022
and the Underlying Supplement dated June 27, 2022) |
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-265158 |
 |
$1,337,000
Leveraged
Notes due March 11, 2027
Linked
to the S&P 500® Futures Excess Return Index
Global
Medium-Term Notes, Series A |
Unlike ordinary debt securities, the Notes do not pay interest. Instead,
as described below, the Notes offer leveraged exposure to potential appreciation of the Underlier from the Initial Underlier Value to
the Final Underlier Value. Investors should be willing to forgo dividend payments and, if the Final Underlier Value is less than or
equal to the Initial Underlier Value, be willing to receive no more than their investment at maturity.
Terms used in this pricing supplement,
but not defined herein, shall have the meanings ascribed to them in the prospectus supplement.
| Issuer: |
Barclays Bank PLC |
| Denominations: |
Minimum denomination of $1,000, and integral multiples of $1,000 in excess thereof |
| Initial Valuation Date: |
March 7, 2024 |
Final Valuation Date:† |
March 8, 2027 |
| Issue Date: |
March 12, 2024 |
Maturity Date:† |
March 11, 2027 |
| Reference Asset:* |
The S&P 500® Futures Excess Return Index (Bloomberg ticker symbol “SPXFP<Index>”) (the “Underlier”) |
| Payment at Maturity: |
You will receive on the Maturity Date a cash payment per $1,000
principal amount Note determined as follows:
§ If
the Final Underlier Value is greater than the Initial Underlier Value, you will receive a payment per $1,000 principal amount
Note calculated as follows:
$1,000 + ($1,000 × Underlier Return
× Upside Leverage Factor)
§ If
the Final Underlier Value is less than or equal to the Initial Underlier Value, you will receive a payment of $1,000 per
$1,000 principal amount Note.
Any payment on the Notes, including any repayment
of principal, is not guaranteed by any third party and is subject to (a) the creditworthiness of Barclays Bank PLC and (b) the risk of
exercise of any U.K. Bail-in Power (as described on page PS- 4 of this pricing supplement) by the relevant U.K. resolution authority.
See “Selected Risk Considerations” and “Consent to U.K. Bail-in Power” in this pricing supplement and “Risk
Factors” in the accompanying prospectus supplement. |
| Consent to U.K. Bail-in Power: |
Notwithstanding and to the exclusion of any other term of the Notes or any other agreements, arrangements or understandings between Barclays Bank PLC and any holder or beneficial owner of the Notes (or the trustee on behalf of the holders of the Notes), by acquiring the Notes, each holder and beneficial owner of the Notes acknowledges, accepts, agrees to be bound by, and consents to the exercise of, any U.K. Bail-in Power by the relevant U.K. resolution authority. See “Consent to U.K. Bail-in Power” on page PS-4 of this pricing supplement. |
| Upside Leverage Factor: |
1.24 |
| Underlier Return: |
Final Underlier Value – Initial Underlier Value
Initial Underlier Value |
| Initial Underlier Value: |
452.98, the Closing Value of the Underlier on the Initial Valuation Date |
| Final Underlier Value: |
The Closing Value of the Underlier on the Final Valuation Date |
| Closing Value:* |
Closing Value has the meaning assigned to “closing level” set forth under “Reference Assets—Indices—Special Calculation Provisions” in the prospectus supplement. |
| Calculation Agent: |
Barclays Bank PLC |
| CUSIP / ISIN: |
06745Q3C1 / US06745Q3C12 |
| * | If the Underlier is discontinued or if the sponsor of the Underlier fails to publish the Underlier, the Calculation Agent may select
a successor index or, if no successor index is available, will calculate the value to be used as the Closing Value of the Underlier. In
addition, the Calculation Agent will calculate the value to be used as the Closing Value of the Underlier in the event of certain changes
in or modifications to the Underlier. For more information, see “Reference Assets—Indices—Adjustments Relating to Securities
with an Index as a Reference Asset” in the accompanying prospectus supplement. |
| † | The Final Valuation Date may be postponed if the Final Valuation Date is not a scheduled trading day or if a market disruption event
occurs on the Final Valuation Date as described under “Supplemental Terms of the Notes” in this pricing supplement. In addition,
the Maturity Date will be postponed if that day is not a business day or if the Final Valuation Date is postponed as described under “Terms
of the Notes—Payment Dates” in the accompanying prospectus supplement. |
| |
Initial Issue
Price(1)(2)
|
Price to Public
|
Agent’s
Commission(3)
|
Proceeds to
Barclays Bank PLC
|
| Per Note |
$1,000 |
100% |
1.00% |
99.00% |
| Total |
$1,337,000 |
$1,337,000 |
$13,370 |
$1,323,630 |
| (1) | Because dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo some or all selling concessions,
fees or commissions, the public offering price for investors purchasing the Notes in such fee-based advisory accounts may be between $990.00
and $1,000 per Note. Investors that hold their Notes in fee-based advisory or trust accounts may be charged fees by the investment advisor
or manager of such account based on the amount of assets held in those accounts, including the Notes. |
| (2) | Our estimated value of the Notes on the Initial Valuation Date, based on our internal pricing models, is $977.20 per Note. The estimated
value is less than the initial issue price of the Notes. See “Additional Information Regarding Our Estimated Value of the Notes”
on page PS-5 of this pricing supplement. |
| (3) | Barclays Capital Inc. will receive commissions from the Issuer of $10.00 per $1,000 principal amount Note. Barclays Capital Inc. will
use these commissions to pay selling concessions or fees (including custodial or clearing fees) to other dealers. |
Investing in the Notes involves a number of risks.
See “Risk Factors” beginning on page S-9 of the prospectus supplement and “Selected
Risk Considerations” beginning on page PS-9 of this pricing supplement.
We may use this pricing supplement in the initial sale of the Notes.
In addition, Barclays Capital Inc. or any other of our affiliates may use this pricing supplement in market resale transactions in any
Notes after their initial sale. Unless we or our agent informs you otherwise in the confirmation of sale, this pricing supplement is
being used in a market resale transaction.
The Notes will not be listed on any U.S. securities exchange or
quotation system. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission
has approved or disapproved of these Notes or determined that this pricing supplement is truthful or complete. Any representation to
the contrary is a criminal offense.
The Notes constitute our unsecured and unsubordinated obligations.
The Notes are not deposit liabilities of Barclays Bank PLC and are not covered by the U.K. Financial Services Compensation
Scheme or insured by the U.S. Federal Deposit Insurance Corporation or any other governmental agency or deposit insurance
agency of the United States, the United Kingdom or any other jurisdiction.
ADDITIONAL DOCUMENTS RELATED TO THE OFFERING OF THE NOTES
You should read this pricing supplement together with the prospectus
dated May 23, 2022, as supplemented by the prospectus supplement dated June 27, 2022 relating to our Global Medium-Term Notes, Series
A, of which these Notes are a part, and the underlying supplement dated June 27, 2022. This pricing supplement, together with the documents
listed below, contains the terms of the Notes and supersedes all prior or contemporaneous oral statements as well as any other written
materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures,
brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth under “Risk
Factors” in the prospectus supplement and “Selected Risk Considerations” in this pricing supplement, as the Notes involve
risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors
before you invest in the Notes.
You may access these documents on the SEC website at www.sec.gov as
follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):
| · | Prospectus dated May 23, 2022: |
http://www.sec.gov/Archives/edgar/data/312070/000119312522157585/d337542df3asr.htm
| · | Prospectus Supplement dated June 27, 2022: |
http://www.sec.gov/Archives/edgar/data/0000312070/000095010322011301/dp169388_424b2-prosupp.htm
| · | Underlying Supplement dated June 27, 2022: |
http://www.sec.gov/Archives/edgar/data/0000312070/000095010322011304/dp169384_424b2-underl.htm
Our SEC file number is 1–10257.
As used in this pricing supplement, “we,” “us” and “our” refer to Barclays Bank PLC.
SUPPLEMENTAL TERMS OF THE NOTES
Notwithstanding anything to the contrary in the accompanying prospectus
supplement, the section “Reference Assets—Indices—Market Disruption Events for
Securities with an Index of Equity Securities as a Reference Asset” in the accompanying prospectus supplement will apply to the
Notes with the following modifications:
| · | A market disruption event will occur with respect to the Underlier only if one or more of the
following events occurs, in each case as determined by the Calculation Agent in its sole discretion: (i) the occurrence of a market disruption
event with respect to the S&P 500® Index pursuant to the provisions of “Reference Assets—Indices—Market
Disruption Events for Securities with an Index of Equity Securities as a Reference Asset” in the accompanying prospectus supplement;
or (ii) the occurrence of a market disruption event with respect to the Underlier pursuant to the provisions of “Reference Assets—Indices—Market
Disruption Events for Securities with an Index Composed of Commodities as a Reference Asset” in the accompanying prospectus supplement,
where “index component” means, for this purpose, any futures contract included in the Underlier. |
| · | “Scheduled trading day” as used in “Reference Assets—Indices—Market
Disruption Events for Securities with an Index of Equity Securities as a Reference Asset” in the accompanying prospectus supplement
means any day on which (1) the Calculation Agent is scheduled to be open for business in London and New York, and (2) the exchanges on
which all futures contracts included in the Underlier are scheduled to be open for trading, in each case as determined by the Calculation
Agent in its sole discretion. |
consent to u.k.
bail-in power
Notwithstanding and to the
exclusion of any other term of the Notes or any other agreements, arrangements or understandings between us and any holder or beneficial
owner of the Notes (or the trustee on behalf of the holders of the Notes), by acquiring the Notes, each holder and beneficial owner of
the Notes acknowledges, accepts, agrees to be bound by, and consents to the exercise of, any U.K. Bail-in Power by the relevant U.K. resolution
authority.
Under the U.K. Banking Act 2009,
as amended, the relevant U.K. resolution authority may exercise a U.K. Bail-in Power in circumstances in which the relevant U.K. resolution
authority is satisfied that the resolution conditions are met. These conditions include that a U.K. bank or investment firm is failing
or is likely to fail to satisfy the Financial Services and Markets Act 2000 (the “FSMA”) threshold conditions for authorization
to carry on certain regulated activities (within the meaning of section 55B FSMA) or, in the case of a U.K. banking group company that
is a European Economic Area (“EEA”) or third country institution or investment firm, that the relevant EEA or third country
relevant authority is satisfied that the resolution conditions are met in respect of that entity.
The U.K. Bail-in Power includes
any write-down, conversion, transfer, modification and/or suspension power, which allows for (i) the reduction or cancellation of all,
or a portion, of the principal amount of, interest on, or any other amounts payable on, the Notes; (ii) the conversion of all, or a portion,
of the principal amount of, interest on, or any other amounts payable on, the Notes into shares or other securities or other obligations
of Barclays Bank PLC or another person (and the issue to, or conferral on, the holder or beneficial owner of the Notes such shares, securities
or obligations); (iii) the cancellation of the Notes and/or (iv) the amendment
or alteration of the maturity of the Notes, or amendment of the amount of interest or any other amounts due on the Notes, or the dates
on which interest or any other amounts become payable, including by suspending payment for a temporary period; which U.K. Bail-in Power
may be exercised by means of a variation of the terms of the Notes solely to give effect to the exercise by the relevant U.K. resolution
authority of such U.K. Bail-in Power. Each holder and beneficial owner of the Notes further acknowledges and agrees that the rights of
the holders or beneficial owners of the Notes are subject to, and will be varied, if necessary, solely to give effect to, the exercise
of any U.K. Bail-in Power by the relevant U.K. resolution authority. For the avoidance of doubt, this consent and acknowledgment is not
a waiver of any rights holders or beneficial owners of the Notes may have at law if and to the extent that any U.K. Bail-in Power is exercised
by the relevant U.K. resolution authority in breach of laws applicable in England.
For more information, please
see “Selected Risk Considerations—Risks Relating to the Issuer—You May Lose Some or All of Your Investment If Any U.K.
Bail-in Power Is Exercised by the Relevant U.K. Resolution Authority” in this pricing supplement as well as “U.K. Bail-in
Power,” “Risk Factors—Risks Relating to the Securities Generally—Regulatory action in the event a bank or investment
firm in the Group is failing or likely to fail, including the exercise by the relevant U.K. resolution authority of a variety of statutory
resolution powers, could materially adversely affect the value of any securities” and “Risk Factors—Risks Relating to
the Securities Generally—Under the terms of the securities, you have agreed to be bound by the exercise of any U.K. Bail-in Power
by the relevant U.K. resolution authority” in the accompanying prospectus supplement.
ADDITIONAL INFORMATION REGARDING OUR ESTIMATED VALUE OF THE NOTES
Our internal pricing models take into account a number of variables
and are based on a number of subjective assumptions, which may or may not materialize, typically including volatility, interest rates
and our internal funding rates. Our internal funding rates (which are our internally published borrowing rates based on variables such
as market benchmarks, our appetite for borrowing, and our existing obligations coming to maturity) may vary from the levels at which our
benchmark debt securities trade in the secondary market. Our estimated value on the Initial Valuation Date is based on our internal funding
rates. Our estimated value of the Notes might be lower if such valuation were based on the levels at which our benchmark debt securities
trade in the secondary market.
Our estimated value of the Notes on the Initial Valuation Date is less
than the initial issue price of the Notes. The difference between the initial issue price of the Notes and our estimated value of the
Notes results from several factors, including any sales commissions to be paid to Barclays Capital Inc. or another affiliate of ours,
any selling concessions, discounts, commissions or fees to be allowed or paid to non-affiliated intermediaries, the estimated profit that
we or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost that we may incur in hedging our
obligations under the Notes, and estimated development and other costs that we may incur in connection with the Notes.
Our estimated value on the Initial Valuation Date is not a prediction
of the price at which the Notes may trade in the secondary market, nor will it be the price at which Barclays Capital Inc. may buy or
sell the Notes in the secondary market. Subject to normal market and funding conditions, Barclays Capital Inc. or another affiliate of
ours intends to offer to purchase the Notes in the secondary market but it is not obligated to do so.
Assuming that all relevant factors remain constant after the Initial
Valuation Date, the price at which Barclays Capital Inc. may initially buy or sell the Notes in the secondary market, if any, and the
value that we may initially use for customer account statements, if we provide any customer account statements at all, may exceed our
estimated value on the Initial Valuation Date for a temporary period expected to be approximately six months after the Issue Date because,
in our discretion, we may elect to effectively reimburse to investors a portion of the estimated cost of hedging our obligations under
the Notes and other costs in connection with the Notes that we will no longer expect to incur over the term of the Notes. We made such
discretionary election and determined this temporary reimbursement period on the basis of a number of factors, which may include the tenor
of the Notes and/or any agreement we may have with the distributors of the Notes. The amount of our estimated costs that we effectively
reimburse to investors in this way may not be allocated ratably throughout the reimbursement period, and we may discontinue such reimbursement
at any time or revise the duration of the reimbursement period after the initial Issue Date of the Notes based on changes in market conditions
and other factors that cannot be predicted.
We urge you to read the “Selected Risk Considerations”
beginning on page PS-8 of this pricing supplement.
Selected Purchase Considerations
The Notes are not appropriate for all investors.
The Notes may be an appropriate investment for you if all of the following statements are true:
| · | You do not seek an investment that produces periodic interest or coupon payments or other sources of current income. |
| · | You anticipate that the Final Underlier Value will be greater than the Initial Underlier Value. |
| · | You understand and accept that you may not earn any positive return on your Notes. |
| · | You understand and are willing and able to accept the risks associated with an investment linked to the performance of the Underlier. |
| · | You understand and accept that you will not have any rights with respect to the futures contracts composing the Underlier or be entitled
to receive dividends or distributions that may be paid to holders of the securities composing the reference index of those futures contracts
(the “Reference Index”), nor will you have any voting rights with respect to the securities composing the Reference Index. |
| · | You can tolerate fluctuations in the price of the Notes that may be similar to or exceed the downside fluctuations in the value of
the Underlier. |
| · | You do not seek an investment for which there will be an active secondary market, and you are willing and able to hold the Notes to
maturity. |
| · | You are willing and able to assume our credit risk for all payments on the Notes. |
| · | You are willing and able to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority. |
The Notes may not be an appropriate
investment for you if any of the following statements are true:
| · | You seek an investment that produces periodic interest or coupon payments or other sources of current income. |
| · | You do not anticipate that the Final Underlier Value will be greater than the Initial Underlier Value. |
| · | You do not understand and/or are unable to accept that you may not earn any positive return on your Notes. |
| · | You do not understand and/or are unwilling or unable to accept the risks associated with an investment linked to the performance of
the Underlier. |
| · | You seek an investment that entitles you to rights with respect to the futures contracts composing the Underlier or to dividends or
distributions on, or voting rights related to, the securities composing the Reference Index. |
| · | You cannot tolerate fluctuations in the price of the Notes that may be similar to or exceed the downside fluctuations in the value
of the Underlier. |
| · | You seek an investment for which there will be an active secondary market, and/or you are unwilling or unable to hold the Notes to
maturity. |
| · | You prefer the lower risk, and therefore accept the potentially lower returns, of fixed income investments with comparable maturities
and credit ratings. |
| · | You are unwilling or unable to assume our credit risk for all payments on the Notes. |
| · | You are unwilling or unable to consent to the exercise of any U.K. Bail-in Power by any relevant U.K. resolution authority. |
You must rely on your own evaluation of the merits of an investment
in the Notes. You should reach a decision whether to invest in the Notes after carefully considering, with your advisors, the
appropriateness of the Notes in light of your investment objectives and the specific information set out
in this pricing supplement, the prospectus, the prospectus supplement and the underlying
supplement. Neither the Issuer nor Barclays Capital Inc. makes any recommendation as to the appropriateness of the Notes for investment.
The Notes are not futures contracts
or swaps and are not regulated under the Commodity Exchange Act of 1936, as amended (the “Commodity Exchange Act”).
The Notes are offered pursuant to an exemption from regulation under the Commodity Exchange Act, commonly known as the hybrid instrument
exemption, that is available to securities that have one or more payments indexed to the value, level or rate of one or more commodities,
as set out in section 2(f) of that statute. Accordingly, you are not afforded any protection provided by the Commodity Exchange Act or
any regulation promulgated by the Commodity Futures Trading Commission.
Hypothetical EXAMPLES OF
AMOUNTS PAYABLE at Maturity
The following table illustrates the
hypothetical payment at maturity under various circumstances. The examples set forth below are purely hypothetical and are provided for
illustrative purposes only. The numbers appearing in the following table and examples have been rounded for ease of analysis. The hypothetical
examples below do not take into account any tax consequences from investing in the Notes and make the following key assumption:
| § | Hypothetical Initial Underlier Value: 100.00* |
| * | The hypothetical Initial Underlier Value of 100.00
has been chosen for illustrative purposes only and does not represent the actual Initial Underlier Value. The actual Initial Underlier
Value is set forth on the cover of this pricing supplement. |
For information regarding recent values of the Underlier, please see
“Information Regarding the Underlier” in this pricing supplement.
| Final Underlier Value |
Underlier Return |
Payment at Maturity per $1,000 Principal Amount Note |
| 200.00 |
100.00% |
$2,240.00 |
| 190.00 |
90.00% |
$2,116.00 |
| 180.00 |
80.00% |
$1,992.00 |
| 170.00 |
70.00% |
$1,868.00 |
| 160.00 |
60.00% |
$1,744.00 |
| 150.00 |
50.00% |
$1,620.00 |
| 140.00 |
40.00% |
$1,496.00 |
| 130.00 |
30.00% |
$1,372.00 |
| 120.00 |
20.00% |
$1,248.00 |
| 110.00 |
10.00% |
$1,124.00 |
| 105.00 |
5.00% |
$1,062.00 |
| 100.00 |
0.00% |
$1,000.00 |
| 95.00 |
-5.00% |
$1,000.00 |
| 90.00 |
-10.00% |
$1,000.00 |
| 85.00 |
-15.00% |
$1,000.00 |
| 80.00 |
-20.00% |
$1,000.00 |
| 70.00 |
-30.00% |
$1,000.00 |
| 60.00 |
-40.00% |
$1,000.00 |
| 50.00 |
-50.00% |
$1,000.00 |
| 40.00 |
-60.00% |
$1,000.00 |
| 30.00 |
-70.00% |
$1,000.00 |
| 20.00 |
-80.00% |
$1,000.00 |
| 10.00 |
-90.00% |
$1,000.00 |
| 0.00 |
-100.00% |
$1,000.00 |
The following examples illustrate how the payments at maturity set
forth in the table above are calculated:
Example 1: The value of the Underlier increases from an Initial
Underlier Value of 100.00 to a Final Underlier Value of 105.00.
Because the Final Underlier Value is greater than the Initial Underlier
Value, you will receive a payment at maturity of $1,062.00 per $1,000 principal amount Note that you hold, calculated as follows:
$1,000 + ($1,000 × Underlier Return ×
Upside Leverage Factor)
$1,000 + ($1,000 × 5.00% × 1.24)
$1,000 + ($1,000 × 6.20%) = $1,062.00
Example 2: The value of the Underlier decreases from an Initial
Underlier Value of 100.00 to a Final Underlier Value of 40.00.
Because the Final Underlier Value is less than or equal to the Initial
Underlier Value, you will receive a payment at maturity of $1,000.00 per $1,000 principal amount Note that you hold.
Any payment on the Notes, including the repayment of principal,
is subject to the credit risk of Barclays Bank PLC.
Selected Risk Considerations
An investment in the Notes involves significant risks. Investing in
the Notes is not equivalent to investing directly in the Underlier or its components. Some of the risks that apply to an investment in
the Notes are summarized below, but we urge you to read the more detailed explanation of risks relating to the Notes generally in the
“Risk Factors” section of the prospectus supplement. You should not purchase the Notes unless you understand and can bear
the risks of investing in the Notes.
Risks Relating to the Notes Generally
| · | You May Receive No More Than the Principal Amount of Your Notes—If the Final Underlier
Value is less than or equal to the Initial Underlier Value, you will receive only the principal amount of your Notes. Therefore,
you may not receive a return on the Notes. Even if the Final Underlier Value is greater than the Initial Underlier Value, the return
on the Notes may be less than the amount that would be paid on a conventional debt security of the Issuer of comparable maturity
if the Underlier does not appreciate sufficiently over the term of the Notes. |
| · | No Interest Payments—As a holder of the Notes, you will not receive interest payments. |
| · | Any Payment on the Notes Will Be Determined Based on the Closing Values of the Underlier on the Dates Specified—Any payment
on the Notes will be determined based on the Closing Values of the Underlier on the dates specified. You will not benefit from any more
favorable value of the Underlier determined at any other time. |
| · | Repayment of the Principal Amount Applies Only at Maturity—You should be willing to hold your Notes to maturity. If you
sell your Notes prior to such time in the secondary market, if any, you may have to sell your Notes at a price that is less than the principal
amount even if at that time the value of the Underlier has increased from the Initial Underlier Value. See “—Risks Relating
to the Estimated Value of the Notes and the Secondary Market—Many Economic and Market Factors Will Impact the Value of the Notes”
below. |
| · | Owning the Notes Is Not the Same as Owning the Futures Contracts Composing the Underlier or the Securities Composing the Reference
Index—The return on the Notes may not reflect the return you would realize if you actually owned the futures contracts composing
the Underlier or the securities composing the Reference Index. As a holder of the Notes, you will not have any rights with respect to
the futures contracts composing the Underlier or voting rights or rights to receive dividends or other distributions or other rights that
holders of the securities composing the Reference Index would have. |
| · | Tax Treatment—As discussed further below under “Tax Considerations” and in the accompanying prospectus supplement,
if you are a U.S. individual or taxable entity, you should be required to accrue interest on a current basis in respect of the Notes over
their term based on the comparable yield for the Notes and pay tax accordingly, even though you will not receive any payments from us
until maturity. This comparable yield is determined solely to calculate the amount on which you will be taxed prior to maturity and is
neither a prediction nor a guarantee of what the actual yield will be. |
Risks Relating to the Issuer
| · | Credit of Issuer—The Notes are unsecured and unsubordinated debt obligations of the Issuer, Barclays Bank PLC, and are
not, either directly or indirectly, an obligation of any third party. Any payment to be made on the Notes, including any repayment of
principal, is subject to the ability of Barclays Bank PLC to satisfy its obligations as they come due and is not guaranteed by any third
party. As a result, the actual and perceived creditworthiness of Barclays Bank PLC may affect the market value of the Notes, and in the
event Barclays Bank PLC were to default on its obligations, you may not receive any amounts owed to you under the terms of the Notes. |
| · | You May Lose Some or All of Your Investment If Any U.K. Bail-in Power Is Exercised by the Relevant U.K.
Resolution Authority—Notwithstanding and to the exclusion of any other term of the Notes or any other agreements, arrangements
or understandings between Barclays Bank PLC and any holder or beneficial owner of the Notes (or the trustee on behalf of the holders of
the Notes), by acquiring the Notes, each holder and beneficial owner of the Notes acknowledges, accepts, agrees to be bound by, and consents
to the exercise of, any U.K. Bail-in Power by the relevant U.K. resolution authority as set forth under “Consent to U.K. Bail-in
Power” in this pricing supplement. Accordingly, any U.K. Bail-in Power may be exercised in such a manner as to result in you and
other holders and beneficial owners of the Notes losing all or a part of the value of your investment in the Notes or receiving a different
security from the Notes, which may be worth significantly less than the Notes and which may have significantly fewer protections than
those typically afforded to debt securities. Moreover, the relevant U.K. resolution authority may exercise the U.K. Bail-in Power without
providing any advance notice to, or requiring the consent of, the holders and beneficial owners of the Notes. The exercise of any U.K.
Bail-in Power by the relevant U.K. resolution authority with respect to the Notes will not be a default or an Event of Default (as each
term is defined in the senior debt securities indenture) and the trustee will not be liable for any action that the trustee takes, or
abstains from taking, in either case, in accordance with the exercise of the U.K. Bail-in Power by the relevant U.K. resolution authority
with respect to the Notes. See “Consent to U.K. Bail-in Power” in this pricing supplement as well as “U.K. Bail-in Power,”
“Risk Factors—Risks Relating to the Securities Generally—Regulatory action in the event a bank or investment firm in
the Group is failing or likely to fail, including the exercise by the relevant U.K. resolution authority of a variety of statutory resolution
powers, could materially adversely affect the value of any securities” and “Risk Factors—Risks Relating to the Securities
Generally—Under the terms of the securities, you have agreed to be bound by the exercise of any U.K. Bail-in Power by the relevant
U.K. resolution authority” in the accompanying prospectus supplement. |
Risks Relating to the Underlier
| · | The Underlier Reflects the Price Return of the Futures Contracts Composing the Underlier, Not the Total Return—The return
on the Notes is based on the performance of the Underlier, which reflects changes in the market prices of the futures contracts composing
the Underlier and positive or negative yields associated with rolling those futures contracts. The Underlier is not a “total return”
index that, in addition to reflecting those price and roll returns, would also reflect interest
on a hypothetical cash position collateralizing the futures contracts composing the Underlier. Accordingly, the return on the Notes will
not include such a total return feature. |
| · | Adjustments to the Underlier Could Adversely Affect the Value of the Notes—The sponsor of the Underlier may add, delete,
substitute or adjust the futures contracts composing the Underlier or make other methodological changes to the Underlier that could affect
its performance, and the sponsor of the Reference Index may add, delete, substitute or adjust the securities composing the Reference Index
or make other methodological changes to the Reference Index that could affect the performance of the Underlier. The Calculation Agent
will calculate the value to be used as the Closing Value of the Underlier in the event of certain material changes in or modifications
to the Underlier. In addition, the sponsor of the Underlier may also discontinue or suspend calculation or publication of the Underlier
at any time. Under these circumstances, the Calculation Agent may select a successor index that the Calculation Agent determines to be
comparable to the Underlier or, if no successor index is available, the Calculation Agent will determine the value to be used as the Closing
Value of the Underlier. Any of these actions could adversely affect the value of the Underlier and, consequently, the value of the Notes.
See “Reference Assets—Indices—Adjustments Relating to Securities with an Index as a Reference Asset” in the accompanying
prospectus supplement. |
| · | The Performance of the Underlier Will Differ from the Performance of the Reference Index—A variety of factors can lead
to a disparity between the performance of an equity index futures contract and its reference index, including the expected dividend yields
of the equity securities included in the reference index, an implicit financing cost associated with the futures contract and policies
of the exchange on which the futures contracts are traded, such as margin requirements. A decline in expected dividends yields or an increase
in margin requirements may adversely affect the performance of the Underlier. In addition, the implicit financing cost will negatively
affect the performance of the Underlier, with a greater negative effect when market interest rates are higher. During periods of high
market interest rates, the Underlier is likely to underperform the Reference Index, perhaps significantly. |
| · | Negative Roll Returns Associated with the Futures Contracts Composing the Underlier May Adversely Affect the Level of the Underlier
and the Value of the Notes—Unlike equity securities, the futures contracts composing the Underlier, by their terms, have stated
expirations. As the futures contracts composing the Underlier approach expiration, they are replaced by contracts of the same series that
have a later expiration. For example, a futures contract notionally purchased and held in June may specify a September expiration date.
As time passes, the contract expiring in September is replaced by a contract for delivery in December. This is accomplished by notionally
selling the September contract and notionally purchasing the December contract. This process is referred to as “rolling.”
Excluding other considerations, if prices are higher in the distant delivery months than in the nearer delivery months, the notional purchase
of the December contract would take place at a price that is higher than the price of the September contract, thereby creating a negative
“roll return.” Negative roll returns adversely affect the returns on the futures contracts composing the Underlier and, therefore,
the value of the Underlier and any payments on, and the value of, the Notes. Because of the potential effects of negative roll returns,
it is possible for the value of the Underlier to decrease significantly over time, even when the levels of the Reference Index are stable
or increasing. |
| · | The Underlier Is Subject to Significant Risks Associated with Futures Markets—Futures markets are subject to temporary
distortions or other disruptions due to various factors, including lack of liquidity, the participation of speculators and government
regulation and intervention. In addition, futures exchanges generally have regulations that limit the amount of the futures contract price
fluctuations that may occur in a single day. These limits are generally referred to as “daily price fluctuation limits” and
the maximum or minimum price of a contract on any given day as a result of those limits is referred to as a “limit price.”
Once the limit price has been reached in a particular contract, no trades may be made at a price beyond the limit, or trading may be limited
for a set period of time. Limit prices have the effect of precluding trading in a particular contract or forcing the liquidation of contracts
at potentially disadvantageous times or prices. These circumstances could delay the calculation of the value of the Underlier. These factors
and others can cause the prices of the futures contracts composing the Underlier to be volatile and could adversely affect the value of
the Underlier and any payments on, and the value of, your Notes. |
| · | Historical Performance of the Underlier Should Not Be Taken as Any Indication of the Future Performance of the Underlier Over the
Term of the Notes—The value of the Underlier has fluctuated in the past and may, in the future, experience significant fluctuations.
The historical performance of the Underlier is not an indication of the future performance of the Underlier over the term of the Notes.
Therefore, the performance of the Underlier over the term of the Notes may bear no relation or resemblance to the historical performance
of the Underlier. |
Risks Relating to Conflicts of Interest
| · | We and Our Affiliates May Engage in Various Activities or Make Determinations That Could Materially Affect the Notes in Various
Ways and Create Conflicts of Interest—We and our affiliates play a variety of roles in connection with the issuance of the Notes,
as described below. In performing these roles, our and our affiliates’ economic interests are potentially adverse to your interests
as an investor in the Notes. |
In connection with our normal business
activities and in connection with hedging our obligations under the Notes, we and our affiliates make markets in and trade various financial
instruments or products for our accounts and for the account of our clients and otherwise provide investment banking and other financial
services with respect to these financial instruments and products. These financial instruments and products may include securities, derivative
instruments or assets that may relate to the Underlier or its components. In any such market making, trading and hedging activity, and
other financial services, we or our affiliates may take positions or take actions that are inconsistent with, or adverse to, the investment
objectives of the holders of the Notes. We and our affiliates have no obligation to take the needs of any buyer, seller or holder of the
Notes into account in conducting these activities. Such market making, trading and hedging activity, investment banking and other financial
services may negatively impact the value of the Notes.
In addition, the role played by Barclays
Capital Inc., as the agent for the Notes, could present significant conflicts of interest with the role of Barclays Bank PLC, as issuer
of the Notes. For example, Barclays Capital Inc. or its representatives may derive compensation or financial benefit from the distribution
of the Notes and such compensation or financial benefit may serve as an incentive to sell the Notes instead of other investments. Furthermore,
we and our affiliates establish the offering price of the Notes for initial sale to the public, and the offering price is not based upon
any independent verification or valuation.
In addition to the activities described
above, we will also act as the Calculation Agent for the Notes. As Calculation Agent, we will determine any values of the Underlier
and make any other determinations necessary to calculate any payments on the Notes. In making these determinations, we may be required
to make discretionary judgments, including determining whether a market disruption event has occurred on any date that the value of the
Underlier is to be determined; if the Underlier is discontinued or if the sponsor of the Underlier fails to publish the Underlier, selecting
a successor index or, if no successor index is available, determining any value necessary to calculate any payments on the Notes; and
calculating the value of the Underlier on any date of determination in the event of certain changes in or modifications to the Underlier.
In making these discretionary judgments, our economic interests are potentially adverse to your interests as an investor in the Notes,
and any of these determinations may adversely affect any payments on the Notes.
Risks Relating to the Estimated Value of the Notes and the Secondary
Market
| · | Lack of Liquidity—The Notes will not be listed on any securities exchange. Barclays Capital Inc. and other affiliates
of Barclays Bank PLC intend to make a secondary market for the Notes but are not required to do so, and may discontinue any such secondary
market making at any time, without notice. Barclays Capital Inc. may at any time hold unsold inventory, which may inhibit the development
of a secondary market for the Notes. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or
sell the Notes easily. Because other dealers are not likely to make a secondary market for the Notes, the price at which you may be able
to trade your Notes is likely to depend on the price, if any, at which Barclays Capital Inc. and other affiliates of Barclays Bank PLC
are willing to buy the Notes. The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing
to hold your Notes to maturity. |
| · | Many Economic and Market Factors Will Impact the Value of the Notes—The value of the Notes will be affected by a number
of economic and market factors that interact in complex and unpredictable ways and that may either offset or magnify each other, including: |
| o | the values and expected volatility of the Underlier and the components of the Underlier; |
| o | the time to maturity of the Notes; |
| o | dividend rates on the components of the Reference Index; |
| o | interest and yield rates in the market generally; |
| o | a variety of economic, financial, political, regulatory or judicial events; |
| o | supply and demand for the Notes; and |
| o | our creditworthiness, including actual or anticipated downgrades in our credit ratings. |
| · | The Estimated Value of Your Notes Is Lower Than the Initial Issue Price of Your Notes—The estimated value of your Notes
on the Initial Valuation Date is lower than the initial issue price of your Notes. The difference between the initial issue price of your
Notes and the estimated value of the Notes is a result of certain factors, such as any sales commissions to be paid to Barclays Capital
Inc. or another affiliate of ours, any selling concessions, discounts, commissions or fees to be allowed or paid to non-affiliated intermediaries,
the estimated profit that we or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost which
we may incur in hedging our obligations under the Notes, and estimated development and other costs which we may incur in connection with
the Notes. |
| · | The Estimated Value of Your Notes Might Be Lower If Such Estimated Value Were Based on the Levels at Which Our Debt Securities
Trade in the Secondary Market—The estimated value of your Notes on the Initial Valuation Date is based on a number of variables,
including our internal funding rates. Our internal funding rates may vary from the levels at which our benchmark debt securities trade
in the secondary market. As a result of this difference, the estimated value referenced above might be lower if such estimated value were
based on the levels at which our benchmark debt securities trade in the secondary market. |
| · | The Estimated Value of the Notes Is Based on Our Internal Pricing Models, Which May Prove to Be Inaccurate and May Be Different
from the Pricing Models of Other Financial Institutions—The estimated value of your Notes on the Initial Valuation Date is based
on our internal pricing models, which take into account a number of variables and are based on a number |
of subjective assumptions, which may or
may not materialize. These variables and assumptions are not evaluated or verified on an independent basis. Further, our pricing models
may be different from other financial institutions’ pricing models and the methodologies used by us to estimate the value of the
Notes may not be consistent with those of other financial institutions which may be purchasers or sellers of Notes in the secondary market.
As a result, the secondary market price of your Notes may be materially different from the estimated value of the Notes determined by
reference to our internal pricing models.
| · | The Estimated Value of Your Notes Is Not a Prediction of the Prices at Which You May Sell Your Notes in the Secondary Market, If
Any, and Such Secondary Market Prices, If Any, Will Likely Be Lower Than the Initial Issue Price of Your Notes and May Be Lower Than the
Estimated Value of Your Notes—The estimated value of the Notes will not be a prediction of the prices at which Barclays Capital
Inc., other affiliates of ours or third parties may be willing to purchase the Notes from you in secondary market transactions (if they
are willing to purchase, which they are not obligated to do). The price at which you may be able to sell your Notes in the secondary market
at any time will be influenced by many factors that cannot be predicted, such as market conditions, and any bid and ask spread for similar
sized trades, and may be substantially less than our estimated value of the Notes. Further, as secondary market prices of your Notes take
into account the levels at which our debt securities trade in the secondary market, and do not take into account our various costs
related to the Notes such as fees, commissions, discounts, and the costs of hedging our obligations under the Notes, secondary market
prices of your Notes will likely be lower than the initial issue price of your Notes. As a result, the price at which Barclays Capital
Inc., other affiliates of ours or third parties may be willing to purchase the Notes from you in secondary market transactions, if any,
will likely be lower than the price you paid for your Notes, and any sale prior to the Maturity Date could result in a substantial loss
to you. |
| · | The Temporary Price at Which We May Initially Buy the Notes in the Secondary Market and the Value We May Initially Use for Customer
Account Statements, If We Provide Any Customer Account Statements at All, May Not Be Indicative of Future Prices of Your
Notes—Assuming that all relevant factors remain constant after the Initial Valuation Date, the price at which Barclays Capital
Inc. may initially buy or sell the Notes in the secondary market (if Barclays Capital Inc. makes a market in the Notes, which it is not
obligated to do) and the value that we may initially use for customer account statements, if we provide any customer account statements
at all, may exceed our estimated value of the Notes on the Initial Valuation Date, as well as the secondary market value of the Notes,
for a temporary period after the initial Issue Date of the Notes. The price at which Barclays Capital Inc. may initially buy or sell the
Notes in the secondary market and the value that we may initially use for customer account statements may not be indicative of future
prices of your Notes. |
Information Regarding
the UNDERLIER
The Underlier measures the performance of a rolling position in the
nearest maturing quarterly E-mini® S&P 500® futures contracts trading on the Chicago Mercantile Exchange.
E-mini® S&P 500® futures contracts are U.S. dollar-denominated futures contracts based on the S&P
500® Index. The S&P 500® Index consists of stocks of 500 companies selected to provide a performance
benchmark for the U.S. equity markets. For more information about the Underlier, see Annex A in this pricing supplement.
Historical Performance of the Underlier
The graph below sets forth the historical performance of the Underlier
based on the daily Closing Values from January 2, 2019 through March 7, 2024. We obtained the Closing Values shown in the graph below
from Bloomberg Professional® service (“Bloomberg”). We have not independently verified the accuracy or completeness
of the information obtained from Bloomberg.
Historical Performance of the S&P 500®
Futures Excess Return Index
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE
RESULTS
Tax Considerations
You should review carefully the sections in the accompanying prospectus
supplement entitled “Material U.S. Federal Income Tax Consequences—Tax Consequences to U.S. Holders—Notes Treated as
Indebtedness for U.S. Federal Income Tax Purposes” and, if you are a non-U.S. holder, “—Tax Consequences to Non-U.S.
Holders.” The discussion below applies to you only if you are an initial purchaser of the Notes; if you are a secondary purchaser
of the Notes, the tax consequences to you may be different. In the opinion of our special tax counsel, Davis Polk & Wardwell LLP,
the Notes should be treated as debt instruments for U.S. federal income tax purposes. The remainder of this discussion assumes that this
treatment is correct. The following discussion supersedes the discussion in the accompanying prospectus supplement to the extent it is
inconsistent therewith.
Because the Notes will be offered to initial purchasers at varying
prices, it is expected that the "issue price" of the Notes for U.S. federal income tax purposes will be uncertain. We currently
intend to treat the issue price as $1,000 for each $1,000 principal amount Note, and the remainder of this discussion so assumes, unless
otherwise indicated. Our intended treatment will affect the amounts you will be required to include in income for U.S. federal income
tax purposes. You should consult your tax advisor regarding the uncertainty with respect to the Notes' issue price, including the tax
consequences to you if the actual issue price of the Notes for U.S. federal income tax purposes is not $1,000 per Note.
Assuming the treatment described above is correct, in the opinion of
our special tax counsel, the Notes will be treated as “contingent payment debt instruments” for U.S. federal income tax purposes,
as described under “—Contingent Payment Debt Instruments” in the accompanying prospectus supplement.
Regardless of your method of accounting for U.S. federal income tax
purposes, you generally will be required to accrue taxable interest income in each year on a constant yield to maturity basis at the “comparable
yield,” as determined by us, even though we will not be required to make any payment with respect to the Notes prior to maturity.
Upon a sale or exchange (including redemption at maturity), you generally will recognize taxable income or loss equal to the difference
between the amount received from the sale or exchange and your adjusted tax basis in the Notes. You generally must treat any income as
interest income and any loss as ordinary loss to the extent of previous interest inclusions, and the balance as capital loss. The deductibility
of capital losses is subject to limitations.
The discussions herein and in the accompanying prospectus supplement
do not address the consequences to taxpayers subject to special tax accounting rules under Section 451(b).
After the original issue date, you may obtain the comparable yield
and the projected payment schedule by requesting them from Barclays Cross Asset Sales Americas, at (212) 528-7198. Neither the comparable
yield nor the projected payment schedule constitutes a representation by us regarding the actual amount that we will pay on the Notes.
If you purchase Notes at their original issuance for an amount that
is different from their issue price, you will be required to account for this difference by making adjustments to your income when the
payment at maturity is made. You should consult your tax advisor regarding the treatment of the difference between your basis in your
Notes and their issue price.
You should consult your tax advisor regarding the U.S. federal tax
consequences of an investment in the Notes, as well as tax consequences arising under the laws of any state, local or non-U.S. taxing
jurisdiction.
Non-U.S. holders. We do not believe that
non-U.S. holders should be required to provide a Form W-8 in order to avoid 30% U.S. withholding tax with respect to the excess (if any)
of the payment at maturity over the face amount of the Notes, although the Internal Revenue Service (the “IRS”) could challenge
this position. However, non-U.S. holders should in any event expect to be required to provide appropriate Forms W-8 or other documentation
in order to establish an exemption from backup withholding, as described under the heading “—Information Reporting and Backup
Withholding” in the accompanying prospectus supplement. If any withholding is required, we will not be required to pay any additional
amounts with respect to amounts withheld.
Treasury regulations under Section 871(m) generally impose a withholding
tax on certain “dividend equivalents” under certain “equity linked instruments.” A recent IRS notice excludes
from the scope of Section 871(m) instruments issued prior to January 1, 2025 that do not have a “delta of one” with respect
to underlying securities that could pay U.S.-source dividends for U.S. federal income tax purposes (each an “Underlying Security”).
Based on our determination that the Notes do not have a “delta of one” within the meaning of the regulations, our special
tax counsel is of the opinion that these regulations should not apply to the Notes with regard to non-U.S. holders. Our determination
is not binding on the IRS, and the IRS may disagree with this determination. Section 871(m) is complex and its application may depend
on your particular circumstances, including whether you enter into other transactions with respect to an Underlying Security. You should
consult your tax advisor regarding the potential application of Section 871(m) to the Notes.
SUPPLEMENTAL PLAN OF DISTRIBUTION
We have agreed to sell to Barclays Capital Inc. (the “agent”),
and the agent has agreed to purchase from us, the principal amount of the Notes, and at the price, specified on the cover of this pricing
supplement. The agent commits to take and pay for all of the Notes, if any are taken.
VALIDITY OF THE NOTES
In the opinion of Davis Polk & Wardwell LLP, as special United
States products counsel to Barclays Bank PLC, when the Notes offered by this pricing supplement have been executed and issued by Barclays
Bank PLC and authenticated by the trustee pursuant to the indenture, and delivered against payment as contemplated herein, such Notes
will be valid and binding obligations of Barclays Bank PLC, enforceable in accordance with their terms, subject to applicable bankruptcy,
insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general
applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith) and possible judicial or
regulatory actions or application giving effect to governmental actions or foreign laws affecting creditors’ rights, provided
that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable
law on the conclusions expressed above. This opinion is given as of the date hereof and is limited to the laws of the State of New York.
Insofar as this opinion involves matters governed by English law, Davis Polk & Wardwell LLP has relied, with Barclays Bank PLC’s
permission, on the opinion of Davis Polk & Wardwell London LLP, dated as of July 14, 2023, filed as an exhibit to a report on Form
6-K by Barclays Bank PLC on July 14, 2023, and this opinion is subject to the same assumptions, qualifications and limitations as set
forth in such opinion of Davis Polk & Wardwell London LLP. In addition, this opinion is subject to customary assumptions about the
trustee’s authorization, execution and delivery of the indenture and its authentication of the Notes and the validity, binding nature
and enforceability of the indenture with respect to the trustee, all as stated in the opinion of Davis Polk & Wardwell LLP, dated
July 14, 2023, which has been filed as an exhibit to the report on Form 6-K referred to above.
Annex A
THE S&P 500® FUTURES EXCESS RETURN INDEX
All information contained in this pricing supplement regarding the
Underlier, including, without limitation, its make-up, method of calculation and changes in its components, has been derived from publicly
available information, without independent verification. This information reflects the policies of, and is subject to change by, S&P
Dow Jones Indices LLC (“S&P Dow Jones”). The Underlier is calculated, maintained and published by S&P Dow Jones. S&P
Dow Jones has no obligation to continue to publish, and may discontinue the publication of, the Underlier.
The Underlier measures the performance of a rolling position in the
nearest maturing quarterly E-mini® S&P 500® futures contracts (Symbol: ES) (the “Underlying Futures
Contracts”) trading on the Chicago Mercantile Exchange (the “Exchange”). E-mini® S&P 500®
futures contracts are U.S. dollar-denominated futures contracts based on the S&P 500® Index. For more information about
the S&P 500® Index, see “Indices—The S&P U.S. Indices” in the accompanying underlying supplement.
The Underlier is reported by Bloomberg under the ticker symbol “SPXFP.”
Index Rolling
As each Underlying Futures Contract approaches maturity, it is replaced
by the next maturing Underlying Futures Contract in a process referred to as “rolling.” The rolling of the Underlier occurs
quarterly over a one-day rolling period (the “roll day”) every March, June, September and December, effective after the close
of trading five business days preceding the last trading date of the maturing Underlying Futures Contract, subject to adjustment in the
case of holidays or market disruptions.
Index Calculations
The Underlier is an excess return index, meaning that its performance
is based solely on changes in the daily contract price of its Underlying Futures Contract and positive or negative yields associated with
rolling Underlying Futures Contracts. An excess return index is distinct from a total return index, which, in addition to reflecting
those price and roll returns, would also reflect interest on a hypothetical cash position collateralizing the Underlying Futures Contracts
The closing level of the Underlier on any trading day reflects the
change in the daily contract price of the Underlying Futures Contract since the immediately preceding trading day. On each quarterly roll
day, the closing level of the Underlier reflects the change from the daily contract price of the maturing Underlying Futures Contract
on the immediately preceding trading day to the daily contract price of the next maturing Underlying Futures Contract on that roll day.
The daily contract price of an Underlying Futures Contract will be
the settlement price reported by the Exchange. If the Exchange fails to open due to unforeseen circumstances, such as natural disasters,
inclement weather, outages, or other events, the Underlier uses the prior daily contract prices. In situations where the Exchange is forced
to close early due to unforeseen events, such as computer or electric power failures, weather conditions or other events, S&P Dow
Jones calculates the closing level of the Underlier based on the daily contract prices published by the Exchange or, if no daily contract
price is available, the Index Committee will determine the course of action.
Index Governance
An S&P Dow Jones index committee (the “Index Committee”)
maintains the Underlier. All committee members are full-time professional members of S&P Dow Jones’ staff. The Index Committee
may revise index policy covering rules for including currencies, the timing of rebalancing or other matters. The Index Committee considers
information about changes to the Underlier and related matters to be potentially market moving and material. Therefore, all Index Committee
discussions are confidential.
The Index Committees reserve the right to make exceptions when applying
the methodology of the Underlier if the need arises. In any scenario where the treatment differs from the general rules stated in this
document or supplemental documents, notice will be provided, whenever possible.
In addition to the daily governance of the Underlier and maintenance
of its index methodology, at least once within any 12-month period, the Index Committee reviews the methodology to ensure the Underlier
continues to achieve the stated objectives, and that the data and methodology remain effective. In certain instances, S&P Dow Jones
may publish a consultation inviting comments from external parties.
License Agreement
The Underlier is a product of S&P Dow Jones and has been licensed
for use by Barclays Bank PLC. “Standard & Poor’s,” “S&P” and “S&P 500” are registered
trademarks of Standard & Poor’s Financial Services LLC (“SPFS”). These trademarks have been licensed to S&P
Dow Jones and its affiliates and sublicensed to Barclays Bank PLC for certain purposes.
The Notes are not sponsored, endorsed, sold or promoted by S&P
Dow Jones, SPFS, or any of their respective affiliates (collectively, “S&P”). S&P does not make any representation
or warranty, express or implied, to the owners of the Notes or any member of the public regarding the advisability of investing in securities
generally or in the Notes particularly or the ability of the Underlier to track general market performance. S&P’s only relationship
to Barclays Bank PLC with respect to the Underlier is the licensing of the Underlier and certain trademarks, service marks and/or trade
names of S&P and/or its licensors. The Underlier is determined, composed and calculated by S&P without regard to Barclays Bank
PLC or the Notes. S&P has no obligation to take the needs of
Barclays Bank PLC or the owners of the Notes into consideration in
determining, composing or calculating the Underlier. S&P is not responsible for and has not participated in the determination of the
prices, and amount of the Notes or the timing of the issuance or sale of the Notes or in the determination or calculation of the equation
by which the Notes are to be converted into cash, surrendered or redeemed, as the case may be. S&P has no obligation or liability
in connection with the administration, marketing or trading of the Notes. There is no assurance that investment products based on the
Underlier will accurately track the performance of the index or provide positive investment returns. S&P Dow Jones is not an investment
advisor. Inclusion of an instrument within the Underlier is not a recommendation by S&P to buy, sell, or hold such security, nor is
it considered to be investment advice. In addition, CME Group Inc. and its affiliates may trade financial products which are linked to
the performance of the Underlier. It is possible that this trading activity will affect the value of the Underlier and the Notes.
S&P DOES NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR
THE COMPLETENESS OF THE UNDERLIER OR ANY DATA RELATED THERETO OR ANY COMMUNICATION (INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION
(INCLUDING ELECTRONIC COMMUNICATIONS)) WITH RESPECT THERETO. S&P SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS,
OMISSIONS, OR DELAYS THEREIN. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY BARCLAYS BANK PLC, OWNERS OF THE NOTES, OR ANY OTHER PERSON
OR ENTITY FROM THE USE OF THE UNDERLIER OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT
WHATSOEVER SHALL S&P BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED
TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER
IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P
AND BARCLAYS BANK PLC, OTHER THAN THE LICENSORS OF S&P.
THE UNDERLYING FUTURES CONTRACTS
E-mini® S&P 500® futures contracts
are U.S. dollar-denominated futures contracts, based on the S&P 500® Index, traded on the Exchange, representing a
contract unit of $50 multiplied by the S&P 500® Index, measured in cents per index point.
E-mini® S&P 500® futures contracts
listed for the nearest nine quarters, for each March, June, September and December, and the nearest three Decembers are available for
trading. Trading of the E-mini® S&P 500® futures contracts will terminate at 9:30 a.m. Eastern time
on the third Friday of the contract month.
The daily settlement prices of the E-mini® S&P 500®
futures contracts are based on trading activity in the relevant contract (and in the case of a lead month also being the expiry month,
together with trading activity on lead month-second month spread contracts) on the Exchange during a specified settlement period. The
final settlement price of E-mini® S&P 500® futures contracts is based on the opening prices of the component
stocks in the S&P 500® Index, determined on the third Friday of the contract month.
OVERVIEW OF FUTURES MARKETS
Futures contracts are contracts that legally obligate the holder to
buy or sell an asset at a predetermined delivery price during a specified future time period. Futures contracts are traded on regulated
futures exchanges, in the over-the-counter market and on various types of physical and electronic trading facilities and markets. The
futures contracts included in the Underlier are exchange-traded futures contracts. An exchange-traded futures contract provides for the
purchase and sale of a specified type and quantity of an underlying asset or financial instrument during a stated delivery month for a
fixed price. A futures contract provides for a specified settlement month in which the cash settlement is made or in which the underlying
asset or financial instrument is to be delivered by the seller (whose position is therefore described as “short”) and acquired
by the purchaser (whose position is therefore described as “long”).
No purchase price is paid or received on the purchase or sale of a
futures contract. Instead, an amount of cash or cash equivalents must be deposited with the broker as “initial margin.” This
amount varies based on the requirements imposed by the exchange clearing houses, but it may be lower than 5% of the notional value of
the contract. This margin deposit provides collateral for the obligations of the parties to the futures contract
By depositing margin, which may vary in form depending on the exchange,
with the clearing house or broker involved, a market participant may be able to earn interest on its margin funds, thereby increasing
the total return that it may realize from an investment in futures contracts.
In the United States, futures contracts are traded on designated contract
markets. At any time prior to the expiration of a futures contract, a trader may elect to close out its position by taking an opposite
position on the exchange on which the trader obtained the position, subject to the availability of a liquid secondary market. This operates
to terminate the position and fix the trader’s profit or loss. Futures contracts are cleared through the facilities of a centralized
clearing house and a brokerage firm, referred to as a “futures commission merchant,” which is a member of the clearing house.
Unlike equity securities, futures contracts, by their terms, have stated
expirations. At a specific point in time prior to expiration, trading in a futures contract for the current delivery month will cease.
As a result, a market participant wishing to maintain its
exposure to a futures contract on a particular asset or financial instrument
with the nearest expiration must close out its position in the expiring contract and establish a new position in the contract for the
next delivery month, a process referred to as “rolling.” For example, a market participant with a long position in a futures
contract expiring in November who wishes to maintain a position in the nearest delivery month will, as the November contract nears expiration,
sell the November contract, which serves to close out the existing long position, and buy a futures contract expiring in December. This
will “roll” the November position into a December position, and, when the November contract expires, the market participant
will still have a long position in the nearest delivery month.
Futures exchanges and clearing houses in the United States are subject
to regulation by the Commodity Futures Trading Commission. Exchanges may adopt rules and take other actions that affect trading, including
imposing speculative position limits, maximum price fluctuations and trading halts and suspensions and requiring liquidation of contracts
in certain circumstances.
Exhibit
107.1
Calculation
of Filing Fee Table
Rule
424(b)(2)
(Form Type)
Barclays
Bank PLC
(Exact Name of Registrant as Specified in its Charter)
Table
1—Newly Registered Securities
| |
Security
Type |
Security
Class Title |
Fee
Calculation or Carry Forward Rule |
Amount
Registered |
Proposed
Maximum Offering Price Per Unit |
Maximum
Aggregate Offering Price |
Fee
Rate |
Amount
of Registration Fee |
| Fees
to be Paid |
Debt |
Global
Medium-Term Notes, Series A |
457(r) |
1,337 |
$1,000 |
$1,337,000 |
0.0001476 |
$197.34 |
The
pricing supplement to which this Exhibit is attached is a final prospectus for the related offering.
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