Barclays PLC filed a Free Writing Prospectus on November 3, 2026, disclosing the pricing terms for £750,000,000 in 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities traded on November 2, 2026, with settlement scheduled for November 9, 2026.

Key Highlights

  • Principal Amount: £750,000,000 in perpetual subordinated contingent convertible securities, with no fixed maturity or fixed redemption date.
  • Initial Fixed Rate: 8.625% per annum from and including November 9, 2026, to but excluding March 15, 2034.
  • Spread to Mid-Market Swap Rate: 421.0 basis points (the "Margin") over the applicable Mid-Market Swap Rate following the first Reset Date.
  • Expected Issue Ratings: Ba1 (Moody's), BB+ (S&P), and BBB- (Fitch), according to the filing.
  • First Reset Date: March 15, 2034, and each fifth anniversary thereafter.
  • Interest Payments: Quarterly in arrear on March 15, June 15, September 15, and December 15, commencing March 15, 2027, with a long first interest period.
  • Interest Discretion: Interest is due and payable only at the sole discretion of the Issuer and is subject to cancellation under certain conditions.

Barclays PLC Pricing Terms for November 2026 Perpetual CoCo Offering

According to the Free Writing Prospectus filed pursuant to Rule 433 under Registration Statement No. 333-277578, Barclays PLC priced £750,000,000 of 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities. The trade date was November 2, 2026, with settlement set for November 9, 2026 (T+5). The securities carry no fixed maturity date and are classified as perpetual subordinated instruments. The filing states the legal format is SEC registered.

The initial fixed interest rate of 8.625% per annum applies from and including the Issue Date through to, but excluding, March 15, 2034. After that first Reset Date, the interest rate resets every five years at the applicable Mid-Market Swap Rate on the relevant Reset Determination Date plus the Margin of 421.0 basis points, converted to a quarterly rate in accordance with market convention as instructed by the Issuer. The filing discloses that the interpolated Mid-Market Swap Rate used in pricing was 4.696%, based on a 7-year rate of 4.686% and an 8-year rate of 4.713%.

The filing highlights several features that distinguish these securities from conventional debt. Interest payments are described as discretionary: "Interest on the Securities will be due and payable only at the sole discretion of the Issuer." The Issuer is also restricted from making interest payments if Distributable Items fall below a certain level or if the Solvency Condition is not satisfied. Additionally, the securities include a U.K. Bail-in Power Acknowledgment, directing holders to relevant sections of both the Base Prospectus dated March 1, 2024, and the Preliminary Prospectus Supplement dated November 2, 2026. Optional call dates commence on any day in the period from September 15, 2033, through the first Reset Date, and thereafter in six-month windows before each subsequent Reset Date. Payments are denominated in sterling, with a U.S. dollar fallback provision if sterling becomes unavailable.

What Was Disclosed

Barclays PLC disclosed the full pricing terms for a £750,000,000 perpetual subordinated contingent convertible securities offering, including the 8.625% initial fixed rate, a 421.0 basis point spread to Mid-Market Swap Rate after the first reset, discretionary interest provisions, and a U.K. Bail-in Power Acknowledgment.