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Barclays PLC — Capital/Financing Update 2021
May 4, 2021
5250_prs_2021-05-04_9f25ae0f-931e-4cb0-a8cd-1fed791b3ae4.pdf
Capital/Financing Update
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Supplement Number 1 dated 4 May 2021 to the Base Prospectus dated 11 March 2021

BARCLAYS PLC (incorporated with limited liability in England and Wales)
as Issuer
£60,000,000,000 Debt Issuance Programme
This base prospectus supplement (the "Supplement") is supplemental to, forms part of and must be read in conjunction with, the base prospectus dated 11 March 2021 (the "Base Prospectus") prepared by Barclays PLC (the "Issuer") with respect to its £60,000,000,000 Debt Issuance Programme (the "Programme"). This Supplement constitutes a supplementary prospectus in respect of the Base Prospectus for the Issuer for the purposes of Article 23 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended (the "UK Prospectus Regulation").
Terms defined in the Base Prospectus shall, unless the context otherwise requires, have the same meaning when used in this Supplement.
This Supplement has been approved by the United Kingdom Financial Conduct Authority (the "FCA"), as competent authority under the UK Prospectus Regulation, as a base prospectus supplement issued in compliance with the UK Prospectus Regulation. The FCA only approves this Supplement as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Such approval should not be considered as an endorsement of the Issuer that is the subject of this Supplement. With effect from the date of this Supplement the information appearing in, or incorporated by reference into, the Base Prospectus shall be supplemented in the manner described below.
The purpose of this Supplement is to:
(a) supplement the section entitled "Information Incorporated by Reference" commencing on page 24 of the Base Prospectus and incorporate by reference into the Base Prospectus the unaudited Q1 2021 Results Announcement of the Issuer, as filed with the SEC on Form 6-K (including exhibits thereto) on 30 April 2021 in respect of the three months ended 31 March 2021 (the "Q1 2021 Results Announcement"). The Q1 2021 Results Announcement has been filed with the FCA and shall be deemed to be incorporated in, and form part of, the Base Prospectus as supplemented by this Supplement. The Q1 2021 Results Announcement may be inspected during normal business hours at Barclays Treasury, 1 Churchill Place, London, E14 5HP, United Kingdom and at the specified office of the Principal Paying Agent, at One Canada Square, London, E14 5AL, United Kingdom during the life of the Notes issued pursuant to the Base Prospectus. It has also been filed with the SEC and is available in electronic form on the SEC's website at https://www.sec.gov/cgibin/browse-edgar?company=barclays+plc&owner=exclude&action=getcompany;
(b) amend the sub-section entitled "Directors" under the section entitled "The Issuer and the Group" commencing on page 127 of the Base Prospectus by replacing it with the following updated information:
| "Name | Function(s) within the Issuer |
Principal outside activities |
|---|---|---|
| Nigel Higgins | Group Chairman | Chairman and Non-Executive Director, BBPLC; Chairman, Sadler's Wells; Non Executive Director, Tetra Laval Group |
| James Staley | Group Chief Executive Officer and Executive Director |
Chief Executive Officer and Executive Director, BBPLC; Board Member, Bank Policy Institute; Board Member, Institute of International Finance |
| Tushar Morzaria | Group Finance Director and Executive Director |
Executive Director, BBPLC; Non Executive Director, BP p.l.c.; Member, 100 Group Main Committee; Chair, Sterling Risk Free Reference Rates Working Group |
| Michael Ashley | Non-Executive Director | Non-Executive Director, BBPLC; Non Executive Director, Barclays Capital Securities Limited; Member, Cabinet Office Board; Member, International Ethics Standards Board for Accountants; Member, ICAEW Ethics Standards Committee; Treasurer, The Scout Association |
| Tim Breedon | Non-Executive Director | Non-Executive Director, BBPLC; Non Executive Director, Barclays Capital Securities Limited; Chairman, Barclays Bank Ireland PLC; Chairman, Apax Global Alpha Limited; Non-Executive Director, Quilter PLC |
| Sir Ian Cheshire | Non-Executive Director | Chairman, Menhaden PLC; Trustee, Institute for Government; Non-Executive Director, British Telecommunications plc |
| Mohamed A. El Erian |
Non-Executive Director | Non-Executive Director, BBPLC; Lead Independent Director, Under Armour Inc.; Chief Economic Advisor, Allianz SE; Chairman, Gramercy Funds Management; Senior Advisor, Investcorp Bank BSC; President, Queens' College, Cambridge University |
| Dawn Fitzpatrick | Non-Executive Director | Non-Executive Director, BBPLC; Chief Investment Officer, Soros Fund Management LLC; Member, The New York Federal Reserve's Investor Advisory Committee on Financial Markets; Member, Advisory Board and Investment Committee of the Open Society Foundations' Economic Justice Programme; Member of Advisory Council, The Bretton Woods Committee |
| Mary Francis | Non-Executive Director | Non-Executive Director, BBPLC; Senior Independent Director, PensionBee Ltd; Member of Advisory Panel, The Institute of |
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| Business Ethics; Member, UK Takeover Appeal Board |
||
|---|---|---|
| Crawford Gillies | Non-Executive Director | Chairman, Barclays Bank UK PLC; Chairman, Edrington Group |
| Brian Gilvary | Senior Independent Director and Non Executive Director |
Non-Executive Director, Air Liquide S.A.; Executive Chairman, INEOS Energy, an INEOS group company |
| Diane Schueneman |
Non-Executive Director | Non-Executive Director, BBPLC; Non Executive Director, Barclays US LLC; Chair, Barclays Execution Services Limited |
| Julia Wilson | Non-Executive Director | Group Finance Director, 3i Group PLC; Chair, The 100 Group of FTSE 100 Finance Director" |
, and
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(c) replace the sub-section entitled "Significant/Material Change" under the section entitled "General Information" commencing on page 160 of the Base Prospectus with the following:
"There has been no material adverse change in the prospects of the Issuer or the Group since 31 December 2020, nor any significant change in the financial position or financial performance of the Issuer or the Group since 31 March 2021.".
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IMPORTANT NOTICES
The Issuer accepts responsibility for the information contained in this Supplement and declares that, to the best of its knowledge, the information contained in this Supplement is in accordance with the facts and this Supplement makes no omission likely to affect its import.
To the extent that there is any inconsistency between (a) any statement in this Supplement or any statement incorporated by reference into the Base Prospectus by this Supplement and (b) any other statement in, or incorporated by reference into, the Base Prospectus, the statements in (a) above will prevail.
Save as disclosed in this Supplement, no significant new f actor, material mistake or material inaccuracy relating to the information included in the Base Prospectus which is capable of affecting the assessment of the Notes issued under the Programme has arisen or been noted, as the case may be, since the publicat ion of the Base Prospectus.
Any information contained in the documents specified above which is not incorporated by reference in the Base Prospectus is either not relevant for prospective investors for the purposes of Article 6(1) of the UK Prospectus Regulation or is covered elsewhere in the Base Prospectus.
If documents which are incorporated by reference into this Supplement themselves incorporate any information or other documents therein, either expressly or implicitly, such information or other docum ents will not form part of this Supplement for the purposes of the UK Prospectus Regulation except where such information or other documents are specifically incorporated by reference into this Supplement.
This Supplement shall be available on or around the date hereof in electronic form at https://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.
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