BNP Paribas — Capital/Financing Update 2021

Jan 29, 2021

FINAL TERMS

PROHIBITION OF SALES TO EEA 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 EEA. 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 (the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. 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 has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation..

PROHIBITION OF SALES TO 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 United Kingdom ("UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000, as amended (the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of UK domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

UK MiFIR product governance / target market – The Final Terms in respect of any Notes will include a legend entitled "UK MiFIR product governance/target market assessment" which will outline the target market assessment in respect of the Notes, taking into account the five categories referred to in item 18 of the Guidelines published by ESMA on 5 February 2018 (in accordance with the FCA's policy statement entitled "Brexit our approach to EU non-legislative materials"), and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the target market assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target market assessment) and determining appropriate distribution channels.

Final Terms dated 27 January 2021

BNP PARIBAS

(incorporated in France) (the Issuer)

Legal entity identifier (LEI): R0MUWSFPU8MPRO8K5P83

Issue of EUR 110,000,000 Zero Coupon Notes due 27 January 2024 ISIN Code: FR0014001P36

under the €90,000,000,000

Euro Medium Term Note Programme

(the Programme)

PART A– CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth under the sections entitled "Terms and Conditions of the French Law Notes" in the Base Prospectus dated 3 July 2020 which received approval n° 20-314 from the Autorité des marchés financiers ("AMF") on 3 July 2020 and the Supplement to the Base Prospectus published and approved on or before the date of these Final Terms (copies of which are available as described below) (the "Supplements") (provided that to the extent any such Supplement (i) is published and approved after the date of these Final Terms and (ii) provides for any change to the Conditions of the Notes such changes shall have no effect with respect to the Conditions of the Notes to which these Final Terms relate) which together constitutes a base prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation, and must be read in conjunction with the Base Prospectus to obtain all relevant information. A summary of the Notes is annexed to these Final Terms. The Base Prospectus and any Supplement(s) to the Base Prospectus and these Final Terms are available for viewing at BNP Paribas 16,boulevard des Italiens 75009 Paris, France and www.invest.bnpparibas.com and https://ratesglobalmarkets.bnpparibas.com/gm/Public/LegalDocs.aspx and copies may be obtained free of charge at the specified office of the Principal Paying Agent.

1.	Issuer:		BNP Paribas
2.	(i)	Trade Date:	20 January 2021
	(ii)	Series Number:	19423
	(iii)	Tranche Number:	1
3.	Specified Currency:		Euro ("EUR")
4.		Aggregate Nominal Amount:
	(i)	Series:	EUR 110,000,000
	(ii)	Tranche:	EUR 110,000,000
5.	Issue Price of Tranche:		100.7182 per cent. of the Aggregate Nominal Amount
6.	Minimum Trading Size:		EUR 100,000
7.	(i)	Specified Denomination:	EUR 100,000
	(ii)	Calculation Amount:	EUR 100,000
8.	(i)	Issue Date:	27 January 2021
	(ii)	Interest Commencement Date:	Issue Date
9.	(i)	Maturity Date:	27 January 2024
	(ii)	Business Day Convention for Maturity Date:	Following
10.	Form of Notes:		Bearer
11.	Interest Basis:		Zero Coupon
			Non-interest bearing (further particulars specified below)
12.	Coupon Switch:		Not applicable

13.	Redemption/Payment Basis:	Redemption at par
14.	Change of Interest Basis or Redemption/Payment Basis:	Not applicable
15.	Put/Call Options:	Not applicable
16.	Exchange Rate:	Not applicable
17.	Status of the Notes:	Senior Preferred Notes
		Prior approval of the Relevant Regulator for Senior Preferred Notes: Not Applicable
18.	Knock-in Event:	Not applicable
19.	Knock-out Event:	Not applicable
20.	Method of distribution:	Non-syndicated
21.	Hybrid Notes:	Not applicable
22.	Tax Gross-Up:	Condition 6(e) (No Gross-Up) of the Terms and Conditions of the French Law Notes not applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

23.	Interest:		Not applicable
24.		Fixed Rate Provisions:	Not applicable
25.		Floating Rate Provisions:	Not applicable
26.		Screen Rate Determination:	Not applicable
27.		ISDA Determination:	Not applicable
28.		FBF Determination:	Not applicable
29.	Zero Coupon Provisions:		Applicable
	(i)	Accrual Yield:	0.00 per cent. per annum
	(ii)	Reference Price:	Not applicable
	(iii)	Day Count Fraction:	Act/Act, ICMA Unadjusted
30.		Index Linked Interest Provisions:	Not applicable
31.	Share Linked/ETI Share Linked Interest Provisions:		Not applicable
32.	Inflation Linked Interest Provisions:		Not applicable
33.	Provisions:	Commodity Linked Interest	Not applicable
34.	Fund Linked Interest Provisions:		Not applicable
35.	ETI Linked Interest Provisions:		Not applicable
36.	Foreign Exchange (FX) Rate Linked Interest Provisions:		Not applicable
37.	Underlying Interest Rate Linked Interest Provisions:		Not applicable
38.		Additional Business Centre(s) (Condition 3(e) of the Terms and Conditions of the English Law Notes or Condition 3(e) of the	TARGET2 System

Terms and Conditions of the French Law Notes, as the case may be):

PROVISIONS RELATING TO REDEMPTION

39.	Final Redemption:		Calculation Amount x 100 per cent.
40.	Final Payout:		Not applicable
41.	Automatic Early Redemption:		Not applicable
42.	Issuer Call Option:		Not applicable
43.		Noteholder Put Option:	Not applicable
44.	Aggregation:		Not applicable
45.		Index Linked Redemption Amount:	Not applicable
46.		Share Linked/ETI Share Linked Redemption Amount:	Not applicable
47.	Inflation Linked Redemption Amount:		Not applicable
48.	Amount:	Commodity Linked Redemption	Not applicable
49.		Fund Linked Redemption Amount:	Not applicable
50.		Credit Linked Notes:	Not applicable
51.		ETI Linked Redemption Amount:	Not applicable
52.		Foreign Exchange (FX) Rate Linked Redemption Amount:	Not applicable
53.		Underlying Interest Rate Linked Redemption Amount:	Not applicable
54.	Events	of Default for Senior Preferred Notes:	Not applicable
55.		Administrator/Benchmark Event:	Not applicable
56.		Early Redemption Amount(s):
			Final Redemption Amount
57.	Delivery:	Provisions applicable to Physical	Not applicable
58.		Variation of Settlement:
	(i)	Issuer's option to vary settlement:	The Issuer does not have the option to vary settlement in respect of the Notes.
	(ii)	Variation of Settlement of Physical Delivery Notes:	Not applicable
59.		CNY Payment Disruption Event:	Not applicable
		GENERAL PROVISIONS APPLICABLE TO THE NOTES
60.		Form of Notes:	Bearer Notes:
		New Global Note:	No
			Dematerialised Notes

Bearer dematerialised form (au porteur)

61.	Financial Centre(s) or other special TARGET2 System provisions relating to Payment Days for the purposes of Condition 4(a):
62.	Talons for future Coupons or Receipts to be attached to definitive Notes (and dates on which such Talons mature):		No
63.	Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and, if different from those specified in the Temporary Bearer Global Note or Permanent Bearer Global Note, consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:		Not applicable
64.	Details relating to Notes Not applicable redeemable in instalments: amount of each instalment, date on which each payment is to be made:
65.	Redenomination, renominalisation and reconventioning provisions:		Not applicable
66.	Masse (Condition 12 of the Terms and Conditions of the French Law Notes):		Contractual representation of Noteholders/No Masse shall apply.
67.	Governing law:		French law
68.	Calculation Agent:		BNP Paribas
	DISTRIBUTION
69.	(i)	If syndicated, names of Managers (specifying Lead Manager):	Not applicable
	(i)	Date of Subscription Agreement:	Not applicable
	(ii)	Stabilisation Manager (if any):	Not applicable
	(iii)	If non-syndicated, name of relevant Dealer:	BNP Paribas
70.		U.S. Selling Restrictions:	Reg. S Compliance Category 2; TEFRA Not applicable
71.	Additional Canadian selling restrictions:		Not applicable
72.		Other terms or special conditions:	Not applicable
73.	United States Tax Considerations		The Notes are not Specified Securities for the purpose of Section 871(m) of the U.S. Internal Revenue Code of 1986.

74. Prohibition of Sales to EEA and UK Retail Investors: Applicable

Signed on behalf of the Issuer:

By: ____________________________ Duly authorised

PART B – OTHER INFORMATION

1. Listing and Admission to trading

	(i)	Listing and admission to trading:	Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the regulated market of Luxembourg Stock Exchange with effect on or around the Issue Date.
	(ii)	Estimate of total expenses related to admission to trading:	EUR 1,500
2.		Ratings
	Ratings:		The Notes are expected to be rated:
			"A+" by S&P Global Ratings (S&P)

"Aa3" by Moody's Investor Service Ltd. (Moody;s)

Each of S&P and Moody's are established in the European Union and is registered under Regulation (EC) No. 1060/2009 (as amended).

Eurosystem monetary policy and intra day credit operations by the Eurosystem either upon issue or at

3. Interests of Natural and Legal Persons Involved in the Issue

Save for the fees payable to the Dealers so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

4. Reasons for the Offer, Estimated Net Proceeds and Total Expenses

(i)	Reasons for the offer:	See "Use of Proceeds" wording in Base Prospectus
(ii)	Estimated net proceeds:	EUR 110,000,000

5. Operational Information

(i)	ISIN:	FR0014001P36
(ii)	Common Code:	229298399
(iii)	CFI:	DTFNFB
(iv)	FISN:	BNP PARIBAS/Zero Cpn MTN 20240127
(v)	Any clearing system(s) other than Euroclear France, Euroclear and Clearstream, Luxembourg approved by the Issuer and the Principal Paying Agent and the relevant identification number(s):	Not applicable
(vi)	Delivery:	Delivery against payment
(vii)	Additional Paying Agent(s) (if any):	Not applicable
(viii)	Intended to be held in a manner which would allow Eurosystem eligibility:	Yes. Note that the designation "yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safe keeper and does not necessarily mean that the Notes will be recognised as eligible collateral for

any or all times during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.

(ix) Name and address of Registration Agent:

Not applicable