Barclays PLC — Capital/Financing Update 2021

Jan 7, 2021

CONFORMED VERSION

IMPORTANT – PROHIBITION OF SALES TO EEA OR UK RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA") or in the United Kingdom (the "UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU, as amended ("MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended or superseded), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU) No 1286/2014, as amended (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA or in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA or in the UK may be unlawful under the PRIIPs Regulation.

No prospectus is required to be published under Regulation (EU) 2017/1129 (as amended or superseded), for this issue of Notes. The Financial Conduct Authority, in its capacity as competent authority under the Financial Services and Markets Act 2000, as amended, has neither approved nor reviewed the information contained in this Pricing Supplement.

Pricing Supplement dated 22 December 2020

BARCLAYS PLC

Legal entity identifier (LEI): 213800 LBQA 1Y9L22JB70

Issue of USD 500,000,000 Zero Coupon Callable Notes due 2051

under the £60,000,000,000 Debt Issuance Programme

PART A – CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Notes (the "Conditions") set forth in the base prospectus dated 25 February 2020 and the supplemental base prospectuses dated 30 April 2020, 30 July 2020 and 26 October 2020 (the "Supplements") which together constitute a base prospectus (the "Base Prospectus"). This document constitutes the Pricing Supplement of the Notes described herein and must be read in conjunction with the Base Prospectus.

Full information on the Issuer and the offer of the Notes described herein is only available on the basis of the combination of this Pricing Supplement and the Base Prospectus. The Base Prospectus and this Pricing Supplement have been published on the website of the Regulatory News Service operated by the London Stock Exchange at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

1.	(i)	Issuer:	Barclays PLC
----	-----	---------	--------------

• 1. (i) Series Number: 253
• (ii) Tranche Number: 1

	(iii)	Date on which the Notes become fungible:	Not Applicable
3.	Specified Currency or Currencies:		United States Dollar ("USD")
4.		Aggregate Nominal Amount:	USD 500,000,000
5.	Issue Price:		100 per cent. of the Aggregate Nominal Amount
6.	(i)	Specified Denominations:	USD 1,000,000
	(ii)	Calculation Amount:	USD 1,000,000
7.	(i)	Issue Date:	7 January 2021
	(ii)	Interest Commencement Date:	Not Applicable
8.		Maturity Date:	7 January 2051
9.		Interest Basis:	Zero Coupon
			(see paragraph 17 below)
10.	Redemption/Payment Basis:		Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at the Final Redemption Amount.
11.	Change of Interest or Redemption/Payment Basis:		Not Applicable
12.	Put/Call Options:		Issuer Call
13.	(i)	Status of the Notes:	Senior
	(ii)	Date of approval for issuance of Notes obtained:	19 March 2020
		PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.		Fixed Rate Note Provisions	Not Applicable
15.	Reset Note Provisions		Not Applicable
16.	Floating Rate Note Provisions		Not Applicable
17.		Zero Coupon Note Provisions	Applicable
	(i)	Accrual Yield:	3.10 per cent. per annum
	(ii)	Reference Price:	USD 1,000,000 per Calculation Amount

(iii)	Day Count Fraction in relation	30/360
	to early Redemption Amounts:

PROVISIONS RELATING TO REDEMPTION

18. Call Option Applicable

Date (Call) below:

• (i) Optional Redemption Date(s) (Call): Any date set out next to the corresponding Optional Redemption Amount (Call) below subject to adjustment in accordance with the
• (ii) Optional Redemption Amount (Call):

Following Business Day Convention The relevant Optional Redemption Amount (Call) per Calculation Amount will be the amount set out next to the corresponding Optional Redemption

Optional Redemption Date (Call)	Optional Redemption Percentage	Optional Redemption Amount (Call) per Calculation Amount
07 January 2026	116.491256%	USD1,164,912.56
07 January 2027	120.102485%	USD1,201,024.85
07 January 2028	123.825662%	USD1,238,256.62
07 January 2029	127.664257%	USD1,276,642.57
07 January 2030	131.621849%	USD1,316,218.49
07 January 2031	135.702126%	USD1,357,021.26
07 January 2032	139.908892%	USD1,399,088.92
07 January 2033	144.246068%	USD1,442,460.68
07 January 2034	148.717696%	USD1,487,176.96
07 January 2035	153.327945%	USD1,533,279.45
07 January 2036	158.081111%	USD1,580,811.11

		07 January 2037	162.981625%	USD1,629,816.25
		07 January 2038	168.034056%	USD1,680,340.56
		07 January 2039	173.243111%	USD1,732,431.11
		07 January 2040	178.613648%	USD1,786,136.48
		07 January 2041	184.150671%	USD1,841,506.71
		07 January 2042	189.859342%	USD1,898,593.42
		07 January 2043	195.744981%	USD1,957,449.81
		07 January 2044	201.813076%	USD2,018,130.76
		07 January 2045	208.069281%	USD2,080,692.81
		07 January 2046	214.519429%	USD2,145,194.29
		07 January 2047	221.169531%	USD2,211,695.31
		07 January 2048	228.025787%	USD2,280,257.87
		07 January 2049	235.094586%	USD2,350,945.86
		07 January 2050	242.382518%	USD2,423,825.18
(iii)	Make Whole Redemption Price:	Not Applicable
(iv)	Redeemable in part:	Not Applicable
(v)	Notice period:		Minimum period: 15 days
			Maximum period: 60 days
(vi)	Optional Redemption Amount (Regulatory Event) (for Tier 2 Capital Notes only):	Not Applicable
(vii)	Early Redemption Amount (Tax):	Zero Amount	Coupon Early	Redemption

	(viii)	Optional Redemption Amount (Loss Absorption Disqualification Event) (for Senior Notes only):	Zero Amount	Coupon	Early	Redemption
19.	Final Redemption Amount of each Note:			2,498,963.76		Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at USD per Calculation Amount
20.		Early Termination Amount:	Zero Amount	Coupon	Early	Redemption

GENERAL PROVISIONS APPLICABLE TO THE NOTES

21.	Form of Notes:	Registered Notes:
		Unrestricted Global Certificate exchangeable for Unrestricted Individual Certificates in the limited circumstances described in the Unrestricted Global Certificate
22.	New Global Note:	No
23.	Additional Financial Centre(s) or other special provisions relating to payment dates:	London, Taipei
24.	Talons for future Coupons to be attached to Definitive Notes:	No
25.	Relevant Benchmarks:	Not Applicable
26.	Amendments, replacements or further supplements to the Conditions:	Not Applicable

SIGNED on behalf of BARCLAYS PLC:

By: Stuart Frith

Duly authorised

PART B – OTHER INFORMATION

1. LISTING

(i)	Listing and admission to trading:	See the paragraph titled "Listing" below.
(ii)	Estimate of total expenses related to admission to trading:	GBP 4,725 in respect of the ISM and TWD 70,000 in respect of the TPEx.

2. RATINGS

Ratings: The Notes to be issued are expected to be rated:

S&P Global Ratings Europe Limited ("Standard & Poor's"): BBB

Moody's Investors Service Ltd. ("Moody's"): Baa2

Fitch Ratings Limited ("Fitch"): A

Standard & Poor's is established in the EEA and registered under Regulation (EU) No 1060/2009, as amended (the "EU CRA Regulation"). Standard & Poor's appears on the latest update of the list of registered credit rating agencies (as of 1 December 2020) on the ESMA website http://www.esma.europa.eu. The rating Standard & Poor's has given to the Notes is endorsed by S&P Global Ratings UK Limited, which is established in the UK and registered under Regulation (EU) No 1060/2009, as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the "UK CRA Regulation").

Moody's and Fitch are established in the UK and registered under the UK CRA Regulation.

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER

Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest that is material to the offer.

The Managers and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

4. USE OF PROCEEDS

The net proceeds of the issue will be used for general corporate purposes of the Issuer and its subsidiaries and/or the Group and may be used to strengthen further the capital base of the Issuer and its subsidiaries and/or the Group.

5. OPERATIONAL INFORMATION

(i)	CUSIP Number	Not Applicable
(ii)	ISIN:	XS2279424449
(iii)	Common Code:	227942444
(iv)	FISN:	As set out on the website of the Association of National Numbering Agencies (ANNA) or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN Code.
(v)	CFI Code:	As set out on the website of the Association of National Numbering Agencies (ANNA) or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN Code.
(vi)	CINS Code:	Not Applicable
(vii)	CMU Instrument Number:	Not Applicable
(viii)	Any clearing system(s) other than Euroclear, Clearstream Luxembourg, DTC or the CMU Service and the relevant identification number(s):	Not Applicable
(ix)	Delivery:	Delivery against payment
(x)	Names and addresses of additional Paying Agent(s) (if any):	Not Applicable
(xi)	Green Notes:	No

(xii) Intended to be held in a manner which would allow Eurosystem eligibility: No. Whilst the designation is specified as

"no" at the date of this Pricing Supplement, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them the Notes may then be deposited with one of the ICSDs as common safekeeper, and registered in the name of a nominee of one of the ICSDs acting as common safekeeper. Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.

6. DISTRIBUTION

(i)	U.S. Selling Restrictions:			Reg. S Compliance Category 2
(ii)	Method of distribution:			Syndicated
(iii)	If syndicated
	(a) Names of Managers:			E.SUN Commercial Bank, Ltd
				KGI Securities Co. Ltd.
				Taipei Fubon Commercial Bank Co., Ltd.
	(b)	Stabilisation (if any):	Manager(s)	Not Applicable
(iv)	If	non-syndicated, address of Dealer:	name and	Not Applicable

LISTING

Application will be made by the Issuer (or on its behalf) for the Notes to be listed on the Taipei Exchange (the "TPEx") in the Republic of China (the "ROC") and for the Notes to be admitted to trading on the International Securities Market of the London Stock Exchange (the "ISM").

The Notes will be traded on TPEx pursuant to the applicable rules of TPEx and on the ISM pursuant to the rules and regulations of the ISM. Effective date of listing and trading of the Notes on the TPEx and on the ISM is expected to be on or about 7 January 2021.

No assurances can be given as to whether the Notes will be, or will remain, listed on the Taipei Exchange. If the Notes fail to or cease to be listed on the Taipei Exchange, certain investors may not invest in, or continue to hold or invest in, the Notes.

Neither the ISM nor TPEx is responsible for the content of this document, the Base Prospectus and any supplement or amendment thereto and no representation is made by TPEx or the ISM as to the accuracy or completeness of this document, the Base Prospectus and any supplement or amendment thereto. Each of the ISM and TPEx expressly disclaims any and all liability for any losses arising from, or as a result of the reliance on, all or part of the contents of this document, the Base Prospectus and any supplement or amendment thereto. Neither the admission of the Notes to listing and trading on the TPEx, nor the admission of the Notes to trading on the ISM, shall be taken as an indication of the merits of the Issuer or the Notes.

The Notes have not been, and shall not be, offered, sold or re-sold, directly or indirectly, to investors other than "professional institutional investors" as defined under Paragraph 2 of Article 4 of the Financial Consumer Protection Act of the ROC. Purchasers of the Notes are not permitted to sell or otherwise dispose of the Notes except by transfer to a professional institutional investor.

The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or any state securities law. The Notes are being offered and sold outside the United States to non-U.S persons in reliance on Regulation S under the Securities Act ("Regulation S") and may not be offered or sold within the United States or to, or for the account or benefit of, any U.S. person as defined in Regulation S).

ADDITIONAL INFORMATION REGARDING THE NOTES

As specified in Condition 10(f) (Loss Absorption Disqualification Event Redemption of Senior Notes) of the Notes, the Notes may (subject to certain restrictions) be redeemed by the Issuer at any time if a Loss Absorption Disqualification Event occurs, as more fully set out in Condition 10(f) of the Base Prospectus.

Investors should have regard to the information set out in the Base Prospectus and Pricing Supplement including, without limitation, the following:

• Risk Factors:
• o pages 8-21 of the Base Prospectus dated 25 February 2020 as supplemented by the Supplements; and
• o the sections titled "Risk Review Material existing and emerging risks" on pages 92 to 100 and "Risk Review: Supervision and regulation" on pages 171- 177 of the 2019 Annual Report of the Issuer, as filed with the SEC on Form 20- F on 13 February 2020;
• o the section titled "Risks relating to the impact of COVID-19" on pages 25 and 26 of the interim results announcement of the Issuer, as filed with the SEC on Form 6-K on 29 July 2020; and
• Conditions: pages 34-87 of the Base Prospectus dated 25 February 2020.

ROC REGULATORY DISCLAIMER

The Notes are not subject to any statutory conversion, exchange, or subscription for equity, or any statutory terms that result in any write-down of the principal amount of the Notes unless such conversion, exchange, subscription or principal write-down is deemed by the competent authority of the Issuer's home country to be necessary in the case that the Issuer is, or is likely to become, no longer viable.

In addition, investors have provided an agreement and acknowledgement with respect to the exercise of the UK Bail-in Power (see Condition 24 (Recognition of UK Bail-in Power) of the Notes).

Further information regarding the statutory loss absorption regime to which the Issuer and the Notes are currently subject is set out in the risk factor entitled "Regulatory action in the event a bank or investment firm in the Group is failing or likely to fail, including the exercise by the Resolution Authority of a variety of statutory resolution powers, could materially adversely affect the value of the Notes" on pages 15-16 of the Base Prospectus.

ROC TAXATION

The following summary of certain taxation provisions under ROC law is based on the Issuer's understanding of current law and practice. It does not purport to be comprehensive and does not constitute legal or tax advice. Investors (particularly those subject to special tax rules, such as banks, dealers, insurance companies and tax-exempt entities) should consult with their own tax advisers regarding the tax consequences of an investment in the Notes. This general description is based upon the law as in effect on the date hereof and that the Notes will be issued, offered, sold and re-sold, directly or indirectly, to professional institutional investors as defined under Paragraph 2 of Article 4 of the Financial Consumer Protection Act of the ROC only. Purchasers of the Notes are not permitted to sell or otherwise dispose of the Notes except by transfer to a Professional Institutional Investor. This description is subject to change potentially with retroactive effect. Investors should appreciate that, as a result of changing law or practice, the tax consequences may be otherwise than as stated below.

Interest on the Notes

As the Issuer of the Notes is not a ROC statutory tax withholder, there is no ROC withholding tax on the interest or deemed interest to be paid on the Notes.

ROC corporate holders must include the interest or deemed interest receivable under the Notes as part of their taxable income and pay income tax at a flat rate of 20 per cent. (unless the total taxable income for a fiscal year is under NT\$120,000), as they are subject to income tax on their worldwide income on an accrual basis. The alternative minimum tax ("AMT") is not applicable.

Sale of the Notes

In general, the sale of corporate bonds or financial bonds is subject to 0.1 per cent. securities transaction tax ("STT") on the transaction price. However, Article 2-1 of the Securities Transaction Tax Act prescribes that STT will cease to be levied on the sale of corporate bonds and financial bonds from 1 January 2010 to 31 December 2026. Therefore, the sale of the Notes will be exempt from STT if the sale is conducted on or before 31 December 2026. Starting from 1 January 2027, any sale of the Notes will be subject to STT at 0.1 per cent. of the transaction price, unless otherwise provided by the tax laws that may be in force at that time.

Capital gains generated from the sale of bonds are exempt from income tax. Accordingly, ROC corporate holders are not subject to income tax on any capital gains generated from the sale of the Notes. However, ROC corporate holders should include the capital gains in calculating their basic income for the purpose of calculating their AMT. If the amount of the AMT exceeds the annual income tax calculated pursuant to the Income Basic Tax Act (also known as the AMT Act), the excess becomes the ROC corporate holders' AMT payable. Capital losses, if any, incurred by such holders could be carried over 5 years to offset against capital gains of same category of income for the purposes of calculating their AMT.

ROC SETTLEMENT AND TRADING

Investors with a securities book-entry account with an ROC securities broker and a foreign currency deposit account with an ROC bank, may request the approval of the Taiwan Depository & Clearing Corporation ("TDCC") for the settlement of the Notes through the account of TDCC with Euroclear or Clearstream, Luxembourg and if such approval is granted by TDCC, the Notes may be so cleared and settled. In such circumstances, TDCC will allocate the respective book-entry interest of such investor in the Notes position to the securities bookentry account designated by such investor in the ROC. The Notes will be traded and settled pursuant to the applicable rules and operating procedures of TDCC and the TPEx as domestic bonds.

In addition, an investor may apply to TDCC (by filing in a prescribed form) to transfer the Notes in its own account with Euroclear or Clearstream, Luxembourg to the TDCC account with Euroclear or Clearstream, Luxembourg for trading in the domestic market or vice versa for trading in overseas markets.

For such investors who hold their interest in the Notes through an account opened and held by TDCC with Euroclear or Clearstream, Luxembourg, distributions of principal and/or interest for the Notes to such holders may be made by payment services banks whose systems are connected to TDCC to the foreign currency deposit accounts of the holders. Such payment is expected to be made on the second Taiwanese business day following TDCC's receipt of such payment (due to time difference, the payment is expected to be received by TDCC one Taiwanese business day after the distribution date). However, the timing of receipt of such distributions by the holders may vary depending upon the daily operations of the ROC banks with which the holder has the foreign currency deposit account.

ADDITIONAL RISK FACTORS

Listing risk

Application will be made for the listing of the Notes on TPEx and the ISM. No assurance can be given as to whether the Notes will be, or will remain, listed on TPEx or the ISM. If the Notes fail to or cease to be listed on TPEx or the ISM, certain investors may not invest in, or continue to hold or invest in, the Notes.