[{"_1":2,"_3":-5,"_4":-5},"loaderData",{"_5":6,"_7":8},"actionData","errors","root",{"_96":97},"routes/item",{"_9":10},"item",{"_11":12,"_13":14,"_15":16,"_17":18,"_19":20,"_21":-5,"_22":23,"_24":25,"_26":27,"_28":29,"_30":29,"_31":32,"_33":34,"_35":36,"_37":38,"_39":40,"_41":42,"_43":44,"_45":-5,"_46":47,"_48":-5,"_49":-5,"_50":51,"_52":53,"_54":55,"_56":57,"_58":57,"_59":60,"_61":40,"_62":63},"id","hxmbv55b9gr2yjat4tsbk08fi","revision",2,"title","Barclays Bank PLC 发行挂钩罗素2000、标普500与 XLV 的可赎回票据","originalTitle","BARCLAYS BANK PLC (0000312070) (Filer)","summary","Barclays Bank PLC 发行本金总额 35,843,000 美元、2029 年 11 月 1 日到期的可赎回票据，挂钩罗素2000指数、标普500指数与 XLV 中表现最差者。","reason","source",{"_11":86,"_87":88,"_89":90,"_91":57,"_92":93,"_94":95},"links",{"_83":84,"_63":85},"publishedAt","2026-11-02T20:33:15.000Z","discoveredAt","2026-11-02T20:45:22.503Z","timelineAt","category","ai-products","tags",[81,82],"stockSymbols",[80],"score",45,"selected",false,"channel","news","story",{"_72":73,"_15":74},"x","readingMode","full","author","language","body",{"_76":-5,"_63":77,"_78":-5,"_79":40},"outline",[],"relatedStories",[75],"indexable",true,"markdownAvailable","group",{"_64":65,"_43":66,"_67":68,"_69":70,"_71":70},"hasTranslation","bodyLanguage","original","factId","f-JP8W0kwmss",{"_72":73,"_15":74},"reportCount",1,"additionalSourceCount",0,"developmentCount","publicId","8600a323-3b31-49f3-bf20-cdc4e38b084a","巴克莱发行挂钩美股指数与XLV的可赎回票据",{"_72":73,"_15":74},"zh","\n \n \n \n

Pricing Supplement dated October 29, 2026

\n \n

(To the Prospectus dated May 15, 2025, the Prospectus Supplement dated\n May 15, 2025

\n \n

and the Underlying Supplement dated May 15, 2025)

Filed Pursuant to Rule 424(b)(2)

Registration No. 333-287303

\n \n \n \n

$\"barclays$

$35,843,000

\n \n

Callable Step Down Contingent Coupon Buffered\n Notes due November 1, 2029

\n \n

Linked to the Least Performing of the Russell\n 2000^® Index, the S&P 500^® Index and the State Street^® Health Care Select Sector SPDR^®\n ETF

\n \n

Global Medium-Term Notes,\n Series A

Unlike ordinary debt securities, the Notes do not guarantee the payment\nof interest or the return of the full principal amount at maturity. Instead, as described below and subject to early redemption at the\ndiscretion of the Issuer, the Notes offer a Contingent Coupon for each Observation Date on which the Closing Value of each Underlier is\ngreater than or equal to its then-applicable Coupon Barrier Value. Investors should be willing to forgo dividend payments and, if the\nFinal Underlier Value of any Underlier is less than its Buffer Value, be willing to lose some or all of their investment at maturity.\nInvestors will be exposed to the market risk of each Underlier and any decline in the value of one Underlier may negatively affect\ntheir return and will not be offset or mitigated by a lesser decline or any potential increase in the values of the other Underliers.

KEY TERMS*

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Issuer:	Barclays Bank PLC
Denominations:	Minimum denomination of $1,000, and integral multiples of $1,000 in excess thereof
Initial Valuation Date:	October 29, 2026	Final Valuation Date:^†	October 29, 2029
Issue Date:	November 3, 2026	Maturity Date:^†	November 1, 2029
Reference Assets:	The Russell 2000^® Index (the “RTY Index”), the S&P 500^® Index (the “SPX Index” and, together with the RTY Index, each, an “Index” and together, the “Indices”) and the State Street^® Health Care Select Sector SPDR^® ETF (the “XLV Fund”) (each, an “Underlier” and together, the “Underliers”), as set forth in the following table:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Underliers	Bloomberg Ticker	Initial Underlier Value⁽¹⁾	Buffer Value⁽²⁾
RTY Index	RTY<Index>	2,859.217	2,144.41
SPX Index	SPX<Index>	7,720.39	5,790.29
XLV Fund	XLV UP<Equity>	$184.04	$138.03

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	(1) With respect to each Underlier, the Closing Value of that Underlier on the Initial Valuation Date
	(2) With respect to each Underlier, 75.00% of its Initial Underlier Value (rounded to two decimal places)
Early Redemption at the Option of the Issuer:	The Notes will not be redeemable by us for approximately the first two months after the Issue Date. Beginning with the Contingent Coupon Payment Date following the second Observation Date, we may redeem the Notes (in whole but not in part) at our sole discretion without your consent on any Contingent Coupon Payment Date (other than the final Contingent Coupon Payment Date) for a cash payment per $1,000 principal amount Note equal to $1,000 plus any Contingent Coupon otherwise due. If we elect to redeem the Notes on any Contingent Coupon Payment Date, we will give notice to the trustee on or prior to the immediately preceding Observation Date. No further amounts will be payable on the Notes after they have been redeemed.
Contingent Coupon:	\n $8.917 per $1,000 principal amount Note (based on a rate of 10.70%\n per annum or 0.8917% per month, rounded to four decimal places, if applicable) \n \n If we have not redeemed the Notes early and the Closing Value of *each\n Underlier on an Observation Date is greater than* or equal to its then-applicable Coupon Barrier Value, you will receive\n a Contingent Coupon on the related Contingent Coupon Payment Date. If the Closing Value of *any* Underlier on an Observation\n Date is less than its then-applicable Coupon Barrier Value, you will not receive a Contingent Coupon on the related Contingent\n Coupon Payment Date. \n
Payment at Maturity:	\n If we do not redeem the Notes early, you will receive on the Maturity\n Date a cash payment per $1,000 principal amount Note determined as follows: \n \n §\t If\n the Final Underlier Value of the Least Performing Underlier is greater than or equal to its Buffer Value, you will receive\n a payment of $1,000 per $1,000 principal amount Note plus the Contingent Coupon otherwise due \n \n §\t If\n the Final Underlier Value of the Least Performing Underlier is less than its Buffer Value, you will receive an amount per $1,000\n principal amount Note calculated as follows plus any Contingent Coupon otherwise due: \n \n $1,000 + [$1,000 × (Underlier Return\nof the Least Performing Underlier + Buffer Percentage) × Downside Leverage Factor] \n If we do not redeem the Notes early and the Final Underlier Value\n of any Underlier is less than its Buffer Value, your Notes will be exposed on a leveraged basis to the decline of the Least Performing\n Underlier in excess of the Buffer Percentage from its Initial Underlier Value and you will lose some or all of your investment at maturity.\n Any payment on the Notes, including any repayment of principal, is not guaranteed by any third party and is subject to (a) the creditworthiness\n 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\n the relevant U.K. resolution authority. See “Selected Risk Considerations” and “Consent to U.K. Bail-in Power”\n in this pricing supplement and “Risk Factors” in the accompanying prospectus supplement. \n
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 or 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.

(Terms of the Notes continue on the next page)

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	\n Initial\nIssue Price⁽¹⁾⁽²⁾	\n Price\nto Public	\n Agent’s\nCommission⁽³⁾	\n Proceeds\nto Barclays Bank PLC
Per Note	$1,000	100%	0.20%	99.80%
Total	$35,843,000	$35,843,000	$71,686	$35,771,314

(1)

Because dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo some or all selling concessions,\nfees or commissions, the public offering price for investors purchasing the Notes in such fee-based advisory accounts may be between $998.00\nand $1,000 per $1,000 principal amount Note. Investors that hold their Notes in fee-based advisory or trust accounts may be charged fees\nby 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 $992.90 per $1,000 principal\namount Note. The estimated value is less than the initial issue price of the Notes. See “Additional Information Regarding Our Estimated\nValue of the Notes” on page PS-5 of this pricing supplement.

(3)

Barclays Capital Inc. will receive commissions from the Issuer of $2.00 per $1,000 principal amount Note. Barclays Capital Inc. will\nuse 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.\nSee “Risk Factors” beginning on page S-9 of the prospectus supplement and “Selected Risk Considerations”\nbeginning on page PS-11 of this pricing supplement.

We may use this pricing supplement in the initial sale of the Notes.\nIn addition, Barclays Capital Inc. or any other of our affiliates may use this pricing supplement in market resale transactions in any\nNotes after their initial sale. Unless we or our agent informs you otherwise in the confirmation of sale, this pricing supplement is being\nused in a market resale transaction.

The Notes will not be listed on any U.S. securities exchange or\nquotation system. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission\nhas approved or disapproved of these Notes or determined that this pricing supplement is truthful or complete. Any representation to the\ncontrary is a criminal offense.

The Notes constitute our unsecured and unsubordinated obligations.\nThe Notes are not deposit liabilities of Barclays Bank PLC and are not covered by the U.K. Financial Services Compensation\nScheme or insured by the U.S. Federal Deposit Insurance Corporation or any other governmental agency or deposit insurance\nagency of the United States, the United Kingdom or any other jurisdiction.

PS-1

(Terms of the Notes continued from previous page)

\n \n \n \n

Coupon Barrier Value:

The Coupon Barrier Value with respect to an Underlier and an Observation Date is the percentage of its Initial Underlier Value set forth in the table below (rounded to two decimal places).

\n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Observation Date	Coupon Barrier Value
First	With respect to each Underlier, 85.00% of its Initial Underlier Value
Second	With respect to each Underlier, 80.00% of its Initial Underlier Value
Third through Final	With respect to each Underlier, 70.00% of its Initial Underlier Value

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Buffer Percentage:	25.00%
Downside Leverage Factor:	1.33333
Final Underlier Value:	With respect to each Underlier, the Closing Value of that Underlier on the Final Valuation Date
Least Performing Underlier:	The Underlier with the lowest Underlier Return
Underlier Return:	\n With respect to each Underlier, an amount calculated as follows: \n \n Final Underlier Value – Initial Underlier\nValue \nInitial Underlier Value
Observation Dates:^†	November 30, 2026, December 29, 2026, January 29, 2027, March 1, 2027, March 29, 2027, April 29, 2027, June 1, 2027, June 29, 2027, July 29, 2027, August 30, 2027, September 29, 2027, October 29, 2027, November 29, 2027, December 29, 2027, January 31, 2028, February 29, 2028, March 29, 2028, May 1, 2028, May 30, 2028, June 29, 2028, July 31, 2028, August 29, 2028, September 29, 2028, October 30, 2028, November 29, 2028, December 29, 2028, January 29, 2029, February 28, 2029, March 29, 2029, April 30, 2029, May 29, 2029, June 29, 2029, July 30, 2029, August 29, 2029, October 1, 2029 and the Final Valuation Date
Contingent Coupon Payment Dates:^†	December 7, 2026, January 6, 2027, February 5, 2027, March 8, 2027, April 5, 2027, May 6, 2027, June 8, 2027, July 7, 2027, August 5, 2027, September 7, 2027, October 6, 2027, November 5, 2027, December 6, 2027, January 5, 2028, February 7, 2028, March 7, 2028, April 5, 2028, May 8, 2028, June 6, 2028, July 7, 2028, August 7, 2028, September 6, 2028, October 6, 2028, November 6, 2028, December 6, 2028, January 8, 2029, February 5, 2029, March 7, 2029, April 5, 2029, May 7, 2029, June 5, 2029, July 9, 2029, August 6, 2029, September 6, 2029, October 9, 2029 and the Maturity Date
Closing Value:	With respect to each Index, Closing Value has the meaning assigned to “closing level” set forth under “Reference Assets—Indices—Special Calculation Provisions” in the prospectus supplement. With respect to the XLV Fund, Closing Value has the meaning assigned to “closing price” set forth under “Reference Assets—Exchange-Traded Funds—Special Calculation Provisions” in the prospectus supplement.
Calculation Agent:	Barclays Bank PLC
Additional Terms:	Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them in the prospectus supplement.
CUSIP / ISIN:	06749LN77 / US06749LN774

The Underliers and the terms of the Notes are subject to adjustment by the Calculation Agent and the Maturity Date may be accelerated,\nin each case under certain circumstances as set forth in the accompanying prospectus supplement. See “Selected Risk Considerations—Risks\nRelating to the Underliers” below.

^†

Subject to postponement in certain circumstances, as described under “Reference Assets—Indices—Market Disruption\nEvents for Securities with an Equity Index as a Reference Asset,” “Reference Assets—Exchange-Traded Funds—Market\nDisruption Events for Securities with an Exchange-Traded Fund That Holds Equity Securities as a Reference Asset,” “Reference\nAssets—Least or Best Performing Reference Asset—Scheduled Trading Days and Market Disruption Events for Securities Linked\nto the Reference Asset with the Lowest or Highest Return in a Group of Two or More Equity Securities, Exchange-Traded Funds, Equity Indices\nand/or Equity Futures Indices” and “Terms of the Notes—Payment Dates” in the accompanying prospectus supplement

$\"barclays$

PS-2

ADDITIONAL DOCUMENTS RELATED TO THE OFFERING OF THE NOTES

You should read this pricing supplement together with the prospectus\ndated May 15, 2025, as supplemented by the prospectus supplement dated May 15, 2025 relating to our Global Medium-Term Notes, Series A,\nof which these Notes are a part, and the underlying supplement dated May 15, 2025. This pricing supplement, together with the documents\nlisted below, contains the terms of the Notes and supersedes all prior or contemporaneous oral statements as well as any other written\nmaterials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures,\nbrochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth under “Risk\nFactors” in the prospectus supplement and “Selected Risk Considerations” in this pricing supplement, as the Notes involve\nrisks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors\nbefore you invest in the Notes.

You may access these documents on the SEC website at www.sec.gov as\nfollows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):

Prospectus dated May 15, 2025:

http://www.sec.gov/Archives/edgar/data/312070/000119312525120720/d925982d424b2.htm

Prospectus Supplement dated May 15, 2025:

http://www.sec.gov/Archives/edgar/data/312070/000095010325006051/dp228678_424b2-prosupp.htm

Underlying Supplement dated May 15, 2025:

http://www.sec.gov/Archives/edgar/data/312070/000095010325006053/dp228705_424b2-underl.htm

Our SEC file number is 1–10257.\nAs used in this pricing supplement, “we,” “us” and “our” refer to Barclays Bank PLC.

PS-3

consent to u.k.\nbail-in power

Notwithstanding\nand to the exclusion of any other term of the Notes or any other agreements, arrangements or understandings between us and any holder\nor beneficial owner of the Notes (or the trustee on behalf of the holders of the Notes), by acquiring the Notes, each holder or beneficial\nowner 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\nU.K. resolution authority.

Under\nthe 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\nthe relevant U.K. resolution authority is satisfied that the resolution conditions are met. These conditions include that a U.K. bank\nor investment firm is failing or is likely to fail to satisfy the Financial Services and Markets Act 2000 (the “FSMA”) threshold\nconditions for authorization to carry on certain regulated activities (within the meaning of section 55B FSMA) or, in the case of a U.K.\nbanking group company that is a European Economic Area (“EEA”) or third country institution or investment firm, that the relevant\nEEA or third country relevant authority is satisfied that the resolution conditions are met in respect of that entity.

The\nU.K. Bail-in Power includes any write-down, conversion, transfer, modification and/or suspension power, which allows for (i) the reduction\nor cancellation of all, or a portion, of the principal amount of, or interest on, or any other amounts payable on, the Notes; (ii) the\nconversion of all, or a portion, of the principal amount of, or interest on, or any other amounts payable on, the Notes into shares or\nother securities or other obligations of Barclays Bank PLC or another person (and the issue to, or conferral on, the holder or beneficial\nowner of the Notes of such shares, securities or obligations); (iii) the cancellation of the Notes and/or (iv) the amendment or alteration\nof the maturity of the Notes, or the amendment of the amount of interest or any other amounts due on the Notes, or the dates on which\ninterest or any other amounts become payable, including by suspending payment for a temporary period; which U.K. Bail-in Power may be\nexercised 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\nof such U.K. Bail-in Power. Each holder and beneficial owner of the Notes further acknowledges and agrees that the rights of the holders\nor 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.\nBail-in Power by the relevant U.K. resolution authority. For the avoidance of doubt, this consent and acknowledgment is not a waiver of\nany 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\nthe relevant U.K. resolution authority in breach of laws applicable in England.

For\nmore information, please see “Selected Risk Considerations—Risks Relating to the Issuer—You May Lose Some or All of\nYour Investment If Any U.K. Bail-in Power Is Exercised by the Relevant U.K. Resolution Authority” in this pricing supplement as\nwell as “U.K. Bail-in Power,” “Risk Factors—Risks Relating to the Securities Generally—Regulatory action\nin 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\nauthority of a variety of statutory resolution powers, could materially adversely affect the value of any securities” and “Risk\nFactors—Risks Relating to the Securities Generally—Under the terms of the securities, you have agreed to be bound by the exercise\nof any U.K. Bail-in Power by the relevant U.K. resolution authority” in the accompanying prospectus supplement.

PS-4

ADDITIONAL INFORMATION REGARDING OUR ESTIMATED VALUE OF THE NOTES\n

Our internal pricing models take into account a number of variables\nand are based on a number of subjective assumptions, which may or may not materialize, typically including volatility, interest rates\nand our internal funding rates. Our internal funding rates (which are our internally published borrowing rates based on variables such\nas market benchmarks, our appetite for borrowing, and our existing obligations coming to maturity) may vary from the levels at which our\nbenchmark debt securities trade in the secondary market. Our estimated value on the Initial Valuation Date is based on our internal funding\nrates. Our estimated value of the Notes might be lower if such valuation were based on the levels at which our benchmark debt securities\ntrade in the secondary market.

Our estimated value of the Notes on the Initial Valuation Date is less\nthan the initial issue price of the Notes. The difference between the initial issue price of the Notes and our estimated value of the\nNotes results from several factors, including any sales commissions to be paid to Barclays Capital Inc. or another affiliate of ours,\nany selling concessions, discounts, commissions or fees to be allowed or paid to non-affiliated intermediaries, the estimated profit that\nwe or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost that we may incur in hedging our\nobligations 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\nof 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\nsell the Notes in the secondary market. Subject to normal market and funding conditions, Barclays Capital Inc. or another affiliate of\nours 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\nValuation Date, the price at which Barclays Capital Inc. may initially buy or sell the Notes in the secondary market, if any, and the\nvalue that we may initially use for customer account statements, if we provide any customer account statements at all, may exceed our\nestimated value on the Initial Valuation Date for a temporary period expected to be approximately six months after the Issue Date because,\nin our discretion, we may elect to effectively reimburse to investors a portion of the estimated cost of hedging our obligations under\nthe 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\ndiscretionary election and determined this temporary reimbursement period on the basis of a number of factors, which may include the tenor\nof the Notes and/or any agreement we may have with the distributors of the Notes. The amount of our estimated costs that we effectively\nreimburse to investors in this way may not be allocated ratably throughout the reimbursement period, and we may discontinue such reimbursement\nat any time or revise the duration of the reimbursement period after the initial Issue Date of the Notes based on changes in market conditions\nand other factors that cannot be predicted.

We urge you to read the “Selected Risk Considerations”\nbeginning on page PS-11 of this pricing supplement.

PS-5

Selected Purchase Considerations

The Notes are not appropriate for\nall 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 fixed periodic interest or coupon payments or other non-contingent sources of current\nincome, and you can tolerate receiving few or no Contingent Coupons over the term of the Notes in the event the Closing Value of at least\none Underlier falls below its then-applicable Coupon Barrier Value on one or more of the specified Observation Dates.

You understand and accept that you will not participate in any appreciation of any Underlier, which may be significant, and that your\npotential return on the Notes is limited to the Contingent Coupons, if any, paid on the Notes.

You can tolerate a loss of some or all of your principal amount, and you are willing and able to make an investment that may have\nthe full downside market risk of an investment in the Least Performing Underlier.

You do not anticipate that the Closing Value of any Underlier will fall below its then-applicable Coupon Barrier Value on any\nObservation Date or below its Buffer Value on the Final Valuation Date.

You are willing and able to accept the individual market risk of each Underlier and understand that any decline in the value of one\nUnderlier will not be offset or mitigated by a lesser decline or any potential increase in the value of any other Underlier.

You understand and accept the risks that (a) you will not receive a Contingent Coupon if the Closing Value of any Underlier\nis less than its then-applicable Coupon Barrier Value on an Observation Date and (b) you will lose some or all of your principal at maturity\nif the Final Underlier Value of any Underlier is less than its Buffer Value.

You understand and accept the risk that, if the Notes are not redeemed early by us, the payment at maturity, if any, will be based\nsolely on the Underlier Return of the Least Performing Underlier.

You understand and are willing and able to accept the risks associated with an investment linked to the performance of the Underliers.

You understand and accept that you will not be entitled to receive dividends or distributions that may be paid to holders of the XLV\nFund or the securities composing or held by the Underliers, nor will you have any voting rights with respect to the XLV Fund or the securities\ncomposing or held by the Underliers.

You are willing and able to accept the risk that we may, in our sole discretion, redeem the Notes early and that you may not be able\nto reinvest your money in an alternative investment with comparable risk and yield.

You can tolerate fluctuations in the price of the Notes that may be similar to or exceed the downside fluctuations in the value of\nthe Underliers.

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\nmaturity if we do not exercise our early redemption option.

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\ninvestment for you if any of the following statements are true:

You seek an investment that produces fixed periodic interest or coupon payments or other non-contingent sources of current income,\nand/or you cannot tolerate receiving few or no Contingent Coupons over the term of the Notes in the event the Closing Value of at least\none Underlier falls below its then-applicable Coupon Barrier Value on one or more of the specified Observation Dates.

You seek an investment that participates in the full appreciation of any or all of the Underliers rather than an investment with a\nreturn that is limited to the Contingent Coupons, if any, paid on the Notes.

You seek an investment that provides for the full repayment of principal at maturity, and/or you are unwilling or unable to accept\nthe risk that you may lose some or all of the principal amount of your Notes in the event that the Final Underlier Value of the Least\nPerforming Underlier falls below its Buffer Value.

You anticipate that the Closing Value of at least one Underlier will decline during the term of the Notes such that the Closing\nValue of at least one Underlier will fall below its then-applicable Coupon Barrier Value on one or more Observation Dates and/or\nthe Final Underlier Value of at least one Underlier will fall below its Buffer Value.

You are unwilling or unable to accept the individual market risk of each Underlier and/or do not understand that any decline in the\nvalue of one Underlier will not be offset or mitigated by a lesser decline or any potential increase in the value of any other Underlier.

You do not understand and/or are unwilling or unable to accept the risks associated with an investment linked to the performance of\nthe Underliers.

You are unwilling or unable to accept the risk that the negative performance of any Underlier may cause you to not receive\nContingent Coupons and/or to lose some or all of your principal at maturity, regardless of the performance of any other Underlier.

You seek an investment that entitles you to dividends or distributions on, or voting rights related to, the XLV Fund or the securities\ncomposing or held by the Underliers.

PS-6

You are unwilling or unable to accept the risk that we may, in our sole discretion, redeem the Notes early.

You cannot tolerate fluctuations in the price of the Notes that may be similar to or exceed the downside fluctuations in the value\nof the Underliers.

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\nmaturity if we do not exercise our early redemption option.

You prefer the lower risk, and therefore accept the potentially lower returns, of fixed income investments with comparable maturities\nand 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\nin the Notes. You should reach a decision whether to invest in the Notes after carefully considering,\nwith your advisors, the appropriateness of the Notes in light of your investment objectives and the specific information set out in this\npricing supplement, the prospectus, the prospectus supplement and the underlying supplement. Neither the Issuer nor Barclays Capital Inc.\nmakes any recommendation as to the appropriateness of the Notes for investment.

PS-7

HYPOTHETICAL EXAMPLES\nOF AMOUNTS PAYABLE ON A SINGLE CONTINGENT COUPON PAYMENT DATE

The following examples demonstrate the circumstances under which you\nmay receive a Contingent Coupon on a hypothetical Contingent Coupon Payment Date. The examples set forth below are purely hypothetical\nand are provided for illustrative purposes only. The numbers appearing in the following tables and examples have been rounded for ease\nof analysis. The hypothetical examples below do not take into account any tax consequences from investing in the Notes and make the following\nkey assumptions:

Hypothetical Initial Underlier Value of each Underlier: 100.00*

Contingent Coupon Payment Date is the first Contingent Coupon Payment Date and, accordingly, the hypothetical Coupon Barrier\nValue for each Underlier applicable to the relevant Observation Date is 85.00 (85.00% of the hypothetical Initial Underlier Value set\nforth above)*

The hypothetical Initial Underlier Value of 100.00 and the hypothetical Coupon Barrier Value of 85.00\nfor each Underlier have been chosen for illustrative purposes only and do not represent the actual Initial Underlier Values or Coupon\nBarrier Values for the Underliers. The actual Initial Underlier Value for each Underlier is set forth on the cover of this pricing supplement,\nand the actual Coupon Barrier Value for each Underlier applicable to an Observation Date is equal to a percentage of its Initial Underlier\nValue that decreases during the term of the Notes as set forth under “Key Terms” above.

For information regarding recent values of the Underliers, please see\n“Information Regarding the Underliers” in this pricing supplement.

Example 1: The Closing Value of each Underlier is greater than its\nthen-applicable Coupon Barrier Value on the relevant Observation Date.

\n \n \n \n \n \n \n \n \n \n \n \n \n

Underlier	Closing Value on Relevant \n Observation Date
RTY Index	105.000
SPX Index	95.00
XLV Fund	$150.00

Because the Closing Value of each Underlier is greater than or equal\nto its then-applicable Coupon Barrier Value, you will receive a Contingent Coupon of $8.917 per $1,000 principal amount Note (0.8917%\nof the principal amount) on the related Contingent Coupon Payment Date.

Example 2: The Closing Value of one Underlier is less than its then-applicable\nCoupon Barrier Value on the relevant Observation Date, and the Closing Value of each other Underlier is greater than its then-applicable\nCoupon Barrier Value on the relevant Observation Date.

\n \n \n \n \n \n \n \n \n \n \n \n \n

Underlier	Closing Value on Relevant \n Observation Date
RTY Index	140.000
SPX Index	40.00
XLV Fund	$95.00

Because the Closing Value of at least one Underlier is less than its\nthen-applicable Coupon Barrier Value, you will not receive a Contingent Coupon on the related Contingent Coupon Payment Date.

Example 3: The Closing Value of each Underlier is less than its\nthen-applicable Coupon Barrier Value on the relevant Observation Date.

\n \n \n \n \n \n \n \n \n \n \n \n \n

Underlier	Closing Value on Relevant \n Observation Date
RTY Index	45.000
SPX Index	55.00
XLV Fund	$40.00

Because the Closing Value of at least one Underlier is less than its\nthen-applicable Coupon Barrier Value, you will not receive a Contingent Coupon on the related Contingent Coupon Payment Date.

Examples 2 and 3 demonstrate that you may not receive a Contingent\nCoupon on a Contingent Coupon Payment Date. If the Closing Value of at least one Underlier is below its then-applicable Coupon\nBarrier Value on each Observation Date, you will not receive any Contingent Coupons during the term of the Notes.

PS-8

Hypothetical EXAMPLES OF\nAMOUNTS PAYABLE at Maturity

The following table illustrates the\nhypothetical payment at maturity under various circumstances. The examples set forth below are purely hypothetical and are provided for\nillustrative purposes only. The numbers appearing in the following table and examples have been rounded for ease of analysis. The hypothetical\nexamples below do not take into account any tax consequences from investing in the Notes and make the following key assumptions:

Hypothetical Initial Underlier Value of each Underlier: 100.00*

Hypothetical Coupon Barrier Value for each Underlier applicable to the Final Valuation Date: 70.00 (70.00% of the hypothetical\nInitial Underlier Value set forth above)*

Hypothetical Buffer Value for each Underlier: 75.00 (75.00% of the hypothetical Initial Underlier Value set forth above)*

You hold the Notes to maturity, and we do NOT exercise our option to redeem the Notes early.

The hypothetical Initial Underlier Value of 100.00,\nthe hypothetical Coupon Barrier Value of 70.00 and the hypothetical Buffer\nValue of 75.00 for each Underlier have been chosen for illustrative purposes only and do not represent the actual Initial Underlier Values,\nCoupon Barrier Values or Buffer Values for the Underliers. The actual Initial Underlier Value and Buffer Value for each Underlier are\nset forth on the cover of this pricing supplement, and the actual Coupon Barrier Value for each Underlier applicable to the Final Valuation\nDate is equal to 70.00% of its Initial Underlier Value.

For information regarding recent values of the Underliers, please see\n“Information Regarding the Underliers” in this pricing supplement.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Final Underlier Value of \nthe Least Performing Underlier	Underlier Return of \nthe Least Performing Underlier	Payment at Maturity**
150.00	50.00%	$1,000.00
140.00	40.00%	$1,000.00
130.00	30.00%	$1,000.00
120.00	20.00%	$1,000.00
110.00	10.00%	$1,000.00
100.00	0.00%	$1,000.00
90.00	-10.00%	$1,000.00
80.00	-20.00%	$1,000.00
75.00	-25.00%	$1,000.00
70.00	-30.00%	$933.33
60.00	-40.00%	$800.00
50.00	-50.00%	$666.67
40.00	-60.00%	$533.33
30.00	-70.00%	$400.00
20.00	-80.00%	$266.67
10.00	-90.00%	$133.33
0.00	-100.00%	$0.00

** per $1,000 principal amount\nNote, excluding the final Contingent Coupon that may be payable on the Maturity Date

The following examples illustrate how the payments at maturity set\nforth in the table above are calculated:

Example 1: The Final Underlier Value of the RTY Index is\n150.000, the Final Underlier Value of the SPX Index is 130.00 and the Final Underlier Value of the XLV Fund is $140.00.

Because the SPX Index has the lowest Underlier Return, the SPX Index\nis the Least Performing Underlier. Because the Final Underlier Value of the Least Performing Underlier is greater than or equal to its\nBuffer Value, you will receive a payment at maturity of $1,000.00 per $1,000 principal amount Note that you hold (plus the Contingent\nCoupon otherwise due).

Example 1 demonstrates that you will not participate in any appreciation\nin the value of any Underlier. Even though each Underlier appreciated significantly, the payment at maturity is limited to $1,000 per\n$1,000 principal amount Note that you hold (plus the Contingent Coupon otherwise due).

PS-9

Example 2: The Final Underlier Value of the RTY Index is 72.500,\nthe Final Underlier Value of the SPX Index is 140.00 and the Final Underlier Value of the XLV Fund is $95.00.

Because the RTY Index has the lowest Underlier Return, the RTY Index\nis the Least Performing Underlier. Because the Final Underlier Value of the Least Performing Underlier is less than its Buffer Value,\nyou will receive a payment at maturity of $975.00 per $1,000 principal amount Note that you hold, calculated as follows:

$1,000 + [$1,000 × (Underlier Return of\nthe Least Performing Underlier + Buffer Percentage) × Downside Leverage Factor]

$1,000 + [$1,000 × (-27.50% + 25.00%) ×\n1.33333] = $966.67

In addition, because the Final Underlier Value of the Least Performing\nUnderlier is greater than or equal to its Coupon Barrier Value, you will receive the Contingent Coupon otherwise due on the Maturity Date.

Example 3: The Final Underlier Value of the RTY Index is 80.000,\nthe Final Underlier Value of the SPX Index is 50.00 and the Final Underlier Value of the XLV Fund is $150.00.

Because the SPX Index has the lowest Underlier Return, the SPX Index\nis the Least Performing Underlier. Because the Final Underlier Value of the Least Performing Underlier is less than its Buffer Value,\nyou will receive a payment at maturity of $666.67 per $1,000 principal amount Note that you hold, calculated as follows:

$1,000 + [$1,000 × (Underlier Return of\nthe Least Performing Underlier + Buffer Percentage) × Downside Leverage Factor]

$1,000 + [$1,000 × (-50.00% + 25.00%) ×\n1.33333] = $666.67

In addition, because the Final Underlier Value of at least one Underlier\nis less than its then-applicable Coupon Barrier Value, you will not receive a Contingent Coupon on the Maturity Date.

Example 3 demonstrates that, if we\ndo not redeem the Notes early, and if the Final Underlier Value of the Least Performing Underlier is less than its Buffer Value, your\ninvestment in the Notes will be exposed on a leveraged basis to the decline of the Least Performing Underlier in excess of the Buffer\nPercentage from its Initial Underlier Value. You will not benefit in any way from the Underlier Return of any other Underlier being higher\nthan the Underlier Return of the Least Performing Underlier.

If we do not redeem the Notes early, you may lose up to 100.00%\nof the principal amount of your Notes. Any payment on the Notes, including the repayment of principal, is subject to the\ncredit risk of Barclays Bank PLC.

PS-10

Selected\nRisk Considerations

An investment in the Notes involves significant risks. Investing in\nthe Notes is not equivalent to investing directly in the Underliers or their components. Some of the risks that apply to an investment\nin the Notes are summarized below, but we urge you to read the more detailed explanation of risks relating to the Notes generally in the\n“Risk Factors” section of the prospectus supplement. You should not purchase the Notes unless you understand and can bear\nthe risks of investing in the Notes.

Risks Relating to the Notes Generally

Your Investment in the Notes May Result in a Significant Loss—The Notes differ from ordinary debt securities in that\nthe Issuer will not necessarily repay the full principal amount of the Notes at maturity. If the Notes are not redeemed early by us, and\nif the Final Underlier Value of the Least Performing Underlier is less than its Buffer Value, your Notes will be exposed on a leveraged\nbasis to the decline of the Least Performing Underlier in excess of the Buffer Percentage from its Initial Underlier Value. You\nmay lose up to 100.00% of the principal amount of your Notes.

You May Not Receive Any Contingent Coupon Payments on the Notes—The Issuer will not necessarily make periodic coupon\npayments on the Notes. You will receive a Contingent Coupon on a Contingent Coupon Payment Date only if the Closing Value of each\nUnderlier on the related Observation Date is greater than or equal to its then-applicable Coupon Barrier Value. If the Closing Value of\nany Underlier on an Observation Date is less than its then-applicable Coupon Barrier Value, you will not receive a Contingent Coupon on\nthe related Contingent Coupon Payment Date. If the Closing Value of at least one Underlier is less than its then-applicable Coupon Barrier\nValue on each Observation Date, you will not receive any Contingent Coupons during the term of the Notes.

Your Potential Return on the Notes Is Limited to the Contingent Coupons, If Any, and You Will Not Participate in Any Appreciation\nof Any Underlier—The potential positive return on the Notes is limited to the Contingent Coupons, if any, that may be payable\nduring the term of the Notes. You will not participate in any appreciation in the value of any Underlier, which may be significant, even\nthough you will be exposed on a leveraged basis to the depreciation in the Least Performing Underlier in excess of the Buffer Percentage\nfrom its Initial Underlier Value if the Notes are not redeemed early by us and the Final Underlier Value of the Least Performing Underlier\nis less than its Buffer Value.

Because the Notes Are Linked to the Least Performing Underlier, You Are Exposed to Greater Risks of No Contingent Coupons and Sustaining\na Significant Loss of Principal at Maturity Than If the Notes Were Linked to a Single Underlier—The risk that you will not receive\nany Contingent Coupons and lose some or all of your principal amount in the Notes at maturity is greater if you invest in the Notes as\nopposed to substantially similar securities that are linked to the performance of a single Underlier. With multiple Underliers, it is\nmore likely that the Closing Value of at least one Underlier will be less than its then-applicable Coupon Barrier Value on the specified\nObservation Dates or less than its Buffer Value on the Final Valuation Date, and therefore, it is more likely that you will not receive\nany Contingent Coupons and/or that you will suffer a loss of some or all of your principal at maturity. Further, the performance of the\nUnderliers may not be correlated or may be negatively correlated. The lower the correlation between multiple Underliers, the greater the\npotential for one of those Underliers to close below its then-applicable Coupon Barrier Value or Buffer Value on an Observation Date or\nthe Final Valuation Date, respectively.

It is impossible to predict what the correlation\namong the Underliers will be over the term of the Notes. The Underliers represent different equity markets. These different equity markets\nmay not perform similarly over the term of the Notes.

Although the correlation of the Underliers’\nperformance may change over the term of the Notes, the Contingent Coupon rate is determined, in part, based on the correlation of the\nUnderliers’ performance calculated using our internal models at the time when the terms of the Notes are finalized. A higher Contingent\nCoupon is generally associated with lower correlation of the Underliers, which reflects a greater potential for missed Contingent Coupons\nand for a loss of principal at maturity.

You Are Exposed to the Market Risk of Each Underlier—Your return on the Notes is not linked to a basket consisting of\nthe Underliers. Rather, it will be contingent upon the independent performance of each Underlier. Unlike an instrument with a return linked\nto a basket of underlying assets in which risk is mitigated and diversified among all the components of the basket, you will be exposed\nto the risks related to each Underlier. Poor performance by any Underlier over the term of the Notes may negatively affect your return\nand will not be offset or mitigated by any increases or lesser declines in the values of the other Underliers. To receive a Contingent\nCoupon, the Closing Value of each Underlier must be greater than or equal to its then-applicable Coupon Barrier Value on the applicable\nObservation Date. In addition, if the Notes have not been redeemed early by us, and if the Final Underlier Value of any Underlier is less\nthan its Buffer Value, you will be exposed on a leveraged basis to the decline of the Least Performing Underlier in excess of the Buffer\nPercentage from its Initial Underlier Value. Accordingly, your investment is subject to the market risk of each Underlier.

Issuer Redemption and Reinvestment Risk—Beginning with the Contingent Coupon Payment Date following the second Observation\nDate, we may redeem your Notes (in whole but not in part) at our sole discretion without your consent on any Contingent Coupon Payment\nDate (other than the final Contingent Coupon Payment Date), regardless of the Closing Value of any Underlier on any day on or prior to\nthat Contingent Coupon Payment Date and without taking your interests into account. If we elect to redeem the Notes early, the holding\nperiod over which you may receive Contingent Coupons could be as short as approximately two months.

PS-11

The payment upon early redemption, together\nwith any Contingent Coupons that you may have received on prior Contingent Coupon Payment Dates, may be less than the aggregate amount\nof payments that you would have received had we not redeemed the Notes early. There is no guarantee that you would be able to reinvest\nthe proceeds from an investment in the Notes in a comparable investment with a similar level of risk in the event the Notes are redeemed\nat our election prior to the Maturity Date. No additional payments will be due after early redemption. Our right to redeem the Notes may\nalso adversely impact your ability to sell your Notes and the price at which they may be sold.

It is more likely that we will redeem\nthe Notes at our sole discretion prior to maturity to the extent that the expected interest payable on the Notes is greater than the interest\nthat would be payable on other instruments issued by us of comparable maturity, terms and credit rating trading in the market. We are\nless likely to redeem the Notes prior to maturity when the expected interest payable on the Notes is less than the interest that would\nbe payable on other comparable instruments issued by us, which includes when the level of any Underlier is less than its then-applicable\nCoupon Barrier Value. Therefore, the Notes are more likely to remain outstanding when the expected interest payable on the Notes is less\nthan what would be payable on other comparable instruments and when your risk of not receiving a Contingent Coupon is relatively higher.

Any Payment on the Notes Will Be Determined Based on the Closing Values of the Underliers on the Dates Specified—Any\npayment on the Notes will be determined based on the Closing Values of the Underliers on the dates specified. You will not benefit from\nany more favorable values of the Underliers determined at any other time.

Contingent Repayment of the Principal Amount Applies Only at Maturity or upon Any Earlier Redemption—You should be willing\nto hold your Notes to maturity or any earlier redemption. If you sell your Notes prior to such time in the secondary market, if any, you\nmay have to sell your Notes at a price that is less than the principal amount even if at that time the value of each Underlier has increased\nfrom its Initial Underlier Value. See “—Risks Relating to the Estimated Value of the Notes and the Secondary Market—Many\nEconomic and Market Factors Will Impact the Value of the Notes” below.

The Notes Are Subject to Volatility Risk—Volatility is a measure of the degree of variation in the price of an asset\n(or level of an index) over a period of time. The Contingent Coupon is determined based on a number\nof factors, including the expected volatility of the Underliers. The Contingent Coupon will be paid at a per annum rate that is higher\nthan the fixed rate that we would pay on a conventional debt security of the same tenor and is higher than it otherwise would be if the\nlevel of expected volatility of the Underliers taken into account in determining the terms of the Notes were lower. As volatility of an\nUnderlier increases, there will typically be a greater likelihood that (a) the Closing Value of that Underlier on one or more Observation\nDates will be less than its then-applicable Coupon Barrier Value and (b) the Final Underlier Value of that Underlier will be less than\nits Buffer Value.

Accordingly, you should understand that\na higher Contingent Coupon reflects, among other things, an indication of a greater likelihood that you will (a) not receive Contingent\nCoupons with respect to one or more Observation Dates and/or (b) incur a loss of principal at maturity than would have been the case had\nthe Contingent Coupon been lower. In addition, actual volatility over the term of the Notes may be significantly higher than expected\nvolatility at the time the terms of the Notes were determined. If actual volatility is higher than expected, you will face an even greater\nrisk that you will not receive Contingent Coupons and/or that you will lose some or all of your principal at maturity for the reasons\ndescribed above.

Owning the Notes Is Not the Same as Owning the XLV Fund or the Securities Composing or Held by the Underliers—The return\non the Notes may not reflect the return you would realize if you actually owned the XLV Fund or the securities composing or held by the\nUnderliers. As a holder of the Notes, you will not have voting rights or rights to receive dividends or other distributions or other rights\nthat holders of the XLV Fund or the securities composing or held by the Underliers would have.

Tax Treatment—Significant aspects of the tax treatment of the Notes are uncertain. You should consult your tax advisor\nabout your tax situation. See “Tax Considerations” below.

Risks Relating to the Issuer

Credit of Issuer—The Notes are unsecured and unsubordinated debt obligations of the Issuer, Barclays Bank PLC, and are\nnot, either directly or indirectly, an obligation of any third party. Any payment to be made on the Notes, including any repayment of\nprincipal, is subject to the ability of Barclays Bank PLC to satisfy its obligations as they come due and is not guaranteed by any third\nparty. As a result, the actual and perceived creditworthiness of Barclays Bank PLC may affect the market value of the Notes, and in the\nevent 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.\nResolution Authority—Notwithstanding and to the exclusion of any other term of the Notes or any other agreements, arrangements\nor understandings between Barclays Bank PLC and any holder or beneficial owner of the Notes (or the trustee on behalf of the holders of\nthe Notes), by acquiring the Notes, each holder or beneficial owner of the Notes acknowledges, accepts, agrees to be bound by, and consents\nto 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\nPower” in this pricing supplement. Accordingly, any U.K. Bail-in Power may be exercised in such a manner as to result in you and\nother 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\nsecurity from the Notes, which may be worth significantly less than the Notes and which may have significantly fewer protections than\nthose typically afforded to debt securities. Moreover, the relevant U.K. resolution authority may exercise the U.K. Bail-in Power without\nproviding any advance notice to, or requiring the consent of, the holders and beneficial owners of the Notes. The exercise of any U.K.\nBail-in Power by the relevant U.K. resolution authority with respect

PS-12

to the Notes will not be a default or\nan Event of Default (as each term is defined in the senior debt securities indenture) and the trustee will not be liable for any action\nthat 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\nU.K. resolution authority with respect to the Notes. See “Consent to U.K. Bail-in Power” in this pricing supplement as well\nas “U.K. Bail-in Power,” “Risk Factors—Risks Relating to the Securities Generally—Regulatory action in the\nevent a bank or investment firm in the Group is failing or likely to fail, including the exercise by the relevant U.K. resolution authority\nof a variety of statutory resolution powers, could materially adversely affect the value of any securities” and “Risk Factors—Risks\nRelating to the Securities Generally—Under the terms of the securities, you have agreed to be bound by the exercise of any U.K.\nBail-in Power by the relevant U.K. resolution authority” in the accompanying prospectus supplement.

Risks Relating to the Underliers

Each Index Reflects the Price Return of the Securities Composing That Index,\nNot the Total Return—The return on the Notes is based, in part, on the performance of the Indices, which reflects changes in\nthe market prices of the securities composing each Index. Each Index is not a “total return” index that, in addition to reflecting\nthose price returns, would also reflect dividends paid on the securities composing that Index. Accordingly, the return on the Notes will\nnot include such a total return feature.

Adjustments to the Indices Could Adversely Affect the Value of the Notes—The sponsor\nof an Index may add, delete, substitute or adjust the securities composing that Index\nor make other methodological changes to that Index that\ncould affect its performance. The Calculation Agent will calculate the value to be used as the Closing Value of an Index in\nthe event of certain material changes in or modifications to that Index. In addition, the\nsponsor of an Index may also discontinue or suspend calculation or publication of that\nIndex at any time. Under these circumstances, the Calculation\nAgent may select a successor index that the Calculation Agent determines to be comparable to the discontinued Index or,\nif no successor index is available, the Calculation Agent will determine the value to be used as the Closing Value of that Index.\nAny of these actions could adversely affect the value of the relevant Index and, consequently, the value of the Notes. See “Reference\nAssets—Indices—Adjustments Relating to Securities with an Index as a Reference Asset” in the accompanying prospectus\nsupplement.

The Notes Are Subject to Small-Capitalization Companies Risk with Respect to the RTY Index—The RTY Index tracks companies\nthat are considered small-capitalization companies. These companies often have greater stock price volatility, lower trading volume and\nless liquidity than large-capitalization companies, and therefore Notes linked to the RTY Index may be more volatile than an investment\nlinked to an index with component stocks issued by large-capitalization companies. Stock prices of small-capitalization companies are\nalso more vulnerable than those of large-capitalization companies to adverse business and economic developments. In addition, small-capitalization\ncompanies are typically less stable financially than large-capitalization companies and may depend on a small number of key personnel,\nmaking them more vulnerable to loss of personnel. Small-capitalization companies are often subject to less analyst coverage and may be\nin early, and less predictable, periods of their corporate existences. Such companies tend to have smaller revenues, less diverse product\nlines, smaller shares of their product or service markets, fewer financial resources and less competitive strengths than large-capitalization\ncompanies and are more susceptible to adverse developments related to their products.

The Equity Securities Held by the XLV Fund Are Concentrated in the Health Care Sector—All\nor substantially all of the equity securities held by the XLV Fund are issued by companies whose primary line of business is directly\nassociated with the health care sector. As a result, the value of the Notes may be subject to greater volatility and be more adversely\naffected by a single economic, political or regulatory occurrence affecting this sector than a different investment linked to securities\nof a more broadly diversified group of issuers. Companies in the health care sector are subject to extensive government regulation and\ntheir profitability can be significantly affected by restrictions on government reimbursement for medical expenses, rising costs of medical\nproducts and services, pricing pressure (including price discounting), limited product lines and an increased emphasis on the delivery\nof health care through outpatient services. Companies in the health care sector are heavily dependent on obtaining and defending patents,\nwhich may be time consuming and costly, and the expiration of patents may also adversely affect the profitability of these companies.\nHealth care companies are also subject to extensive litigation based on product liability and similar claims. In addition, their products\ncan become obsolete due to industry innovation, changes in technologies or other market developments. Many new products in the health\ncare sector require significant research and development and may be subject to regulatory approvals, all of which may be time consuming\nand costly with no guarantee that any product will come to market.

Certain Features of the XLV Fund Will Impact the Value of the Notes — The performance\nof the XLV Fund will not fully replicate the performance of the Underlying Index (as defined below), and the XLV Fund may hold securities\nor other assets not included in the Underlying Index. The value of the XLV Fund is subject to:

Management risk. This is the risk that the investment strategy for the XLV Fund, the\nimplementation of which is subject to a number of constraints, may not produce the intended results. The XLV Fund’s investment adviser\nmay have the right to use a portion of the XLV Fund’s assets to invest in shares of equity securities that are not included in the\nUnderlying Index. The XLV Fund is not actively managed, and the XLV Fund’s investment adviser will generally not attempt to take\ndefensive positions in declining markets.

Derivatives risk. The XLV Fund may invest in derivatives, including forward contracts,\nfutures contracts, options on futures contracts, options and swaps. A derivative is a financial contract, the value of which depends on,\nor is derived from, the value of an underlying asset such as a security or an index. Compared to conventional securities, derivatives\n

PS-13

can be more sensitive\nto changes in interest rates or to sudden fluctuations in market prices, and thus the XLV Fund’s losses may be greater than if the\nXLV Fund invested only in conventional securities.

Transaction costs and fees. Unlike the Underlying Index, the XLV Fund will reflect transaction\ncosts and fees that will reduce its performance relative to the Underlying Index.

Generally, the longer\nthe time remaining to maturity, the more the market price of the Notes will be affected by the factors described above. In addition, the\nXLV Fund may diverge significantly from the performance of the Underlying Index due to differences in trading hours between the XLV Fund\nand the securities composing the Underlying Index or other circumstances. During periods of market volatility, the component securities\nheld by the XLV Fund may be unavailable in the secondary market, market participants may be unable to calculate accurately the intraday\nnet asset value per share of the XLV Fund and the liquidity of the XLV Fund may be adversely affected. This kind of market volatility\nmay also disrupt the ability of market participants to create and redeem shares in the XLV Fund. Further, market volatility may adversely\naffect, sometimes materially, the prices at which market participants are willing to buy and sell shares of the XLV Fund. As a result,\nunder these circumstances, the market value of the XLV Fund may vary substantially from the net asset value per share of the XLV Fund.\nBecause the Notes are linked to the performance of the XLV Fund and not the Underlying Index, the return on your Notes may be less than\nthat of an alternative investment linked directly to the Underlying Index.

Anti-dilution Protection Is Limited, and the Calculation Agent Has Discretion to Make Anti-dilution\nAdjustments—The Calculation Agent may in its sole discretion make adjustments affecting the amounts payable on the Notes upon\nthe occurrence of certain events that the Calculation Agent determines have a diluting or concentrative effect on the theoretical value\nof the shares of the XLV Fund. However, the Calculation Agent might not make such adjustments in response to all events that could affect\nthe shares of the XLV Fund. The occurrence of any such event and any adjustment made by the Calculation Agent (or a determination by the\nCalculation Agent not to make any adjustment) may adversely affect the market price of, and any amounts payable on, the Notes. See “Reference\nAssets—Exchange-Traded Funds—Adjustments Relating to Securities with an Exchange-Traded Fund as a Reference Asset—Anti-dilution\nAdjustments” in the accompanying prospectus supplement.

Adjustments to the XLV Fund or the Underlying Index Could Adversely Affect the Value of the\nNotes or Result in the Notes Being Accelerated—The investment adviser of the XLV Fund may add, delete or substitute the component\nsecurities held by the XLV Fund or make changes to its investment strategy, and the sponsor of the Underlying Index may add, delete, substitute\nor adjust the securities composing the Underlying Index or make other methodological changes to the Underlying Index that could affect\nits performance. In addition, if the shares of the XLV Fund are de-listed or if the XLV Fund is liquidated or otherwise terminated, the\nCalculation Agent may select a successor fund that the Calculation Agent determines to be comparable to the XLV Fund or, if no successor\nfund is available, the Maturity Date of the Notes will be accelerated for a payment determined by the Calculation Agent. Any of these\nactions could adversely affect the value of the XLV Fund and, consequently, the value of the Notes. Any amount payable upon acceleration\ncould be significantly less than the amount(s) that would be due on the Notes if they were not accelerated. However, if we elect not to\naccelerate the Notes, the value of, and any amount payable on, the Notes could be adversely affected, perhaps significantly. See “Reference\nAssets—Exchange-Traded Funds—Adjustments Relating to Securities with an Exchange-Traded Fund as a Reference Asset—Discontinuance\nof an Exchange-Traded Fund” in the accompanying prospectus supplement.

We May Accelerate the Notes If a Change-in-Law Event Occurs—Upon the occurrence of legal or regulatory changes that may,\namong other things, prohibit or otherwise materially restrict persons from holding the Notes or an Underlier or its components, or engaging\nin transactions in them, the Calculation Agent may determine that a change-in-law event has occurred and accelerate the Maturity Date\nfor a payment determined by the Calculation Agent in its sole discretion. Any amount payable upon acceleration could be significantly\nless than any amount that would be due on the Notes if they were not accelerated. However, if the Calculation Agent elects not to accelerate\nthe Notes, the value of, and any amount payable on, the Notes could be adversely affected, perhaps significantly, by the occurrence of\nthose legal or regulatory changes. See “Terms of the Notes—Change-in-Law Events” in the accompanying prospectus supplement.

Historical Performance of the Underliers Should Not Be Taken as Any Indication of the Future Performance of the Underliers Over\nthe Term of the Notes—The value of each Underlier has fluctuated in the past and may, in the future, experience significant\nfluctuations. The historical performance of an Underlier is not an indication of the future performance of that Underlier over the term\nof the Notes. The historical correlation between the Underliers is not an indication of the future correlation between them over the term\nof the Notes. Therefore, the performance of the Underliers individually or in comparison to each other over the term of the Notes may\nbear no relation or resemblance to the historical performance of any 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\nWays and Create Conflicts of Interest—We and our affiliates play a variety of roles in connection with the issuance of the Notes,\nas described below. In performing these roles, our and our affiliates’ economic interests are potentially adverse to your interests\nas an investor in the Notes.

In connection with our normal business\nactivities and in connection with hedging our obligations under the Notes, we and our affiliates make markets in and trade various financial\ninstruments or products for our accounts and for the account of our clients and otherwise provide investment banking and other financial\nservices with respect to these financial instruments and products. These financial instruments and products may include securities, derivative\ninstruments or assets that may relate to the Underliers

PS-14

or their components. In any such market\nmaking, trading and hedging activity, and other financial services, we or our affiliates may take positions or take actions that are inconsistent\nwith, or adverse to, the investment objectives of the holders of the Notes. We and our affiliates have no obligation to take the needs\nof any buyer, seller or holder of the Notes into account in conducting these activities. Such market making, trading and hedging activity,\ninvestment banking and other financial services may negatively impact the value of the Notes.

In addition, the role played by Barclays\nCapital Inc., as the agent for the Notes, could present significant conflicts of interest with the role of Barclays Bank PLC, as issuer\nof the Notes. For example, Barclays Capital Inc. or its representatives may derive compensation or financial benefit from the distribution\nof the Notes and such compensation or financial benefit may serve as an incentive to sell the Notes instead of other investments. Furthermore,\nwe and our affiliates establish the offering price of the Notes for initial sale to the public, and the offering price is not based upon\nany independent verification or valuation.

In addition to the activities described\nabove, we will also act as the Calculation Agent for the Notes. As Calculation Agent, we will determine any values of the Underliers\nand make any other determinations necessary to calculate any payments on the Notes. In making these determinations, we may be required\nto make discretionary judgments, including those described in the accompanying prospectus supplement and under “—Risks Relating\nto the Underliers” above. In making these discretionary judgments, our economic interests are potentially adverse to your interests\nas 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\nMarket

Lack of Liquidity—The Notes will not be listed on any securities exchange. Barclays Capital Inc. and other affiliates\nof 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\nmarket making at any time, without notice. Barclays Capital Inc. may at any time hold unsold inventory, which may inhibit the development\nof 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\nsell 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\nto trade your Notes is likely to depend on the price, if any, at which Barclays Capital Inc. and other affiliates of Barclays Bank PLC\nare willing to buy the Notes. The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing\nto 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\nof economic and market factors that interact in complex and unpredictable ways and that may either offset or magnify each other, including:

the values and expected volatility of the Underliers;

correlation (or lack of correlation) of the Underliers;

the time to maturity of the Notes;

dividend rates on the XLV Fund and the components of each Underlier;

interest and yield rates in the market generally;

a variety of economic, financial, political, regulatory or judicial events;

supply and demand for the Notes; and

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\non the Initial Valuation Date is lower than the initial issue price of your Notes. The difference between the initial issue price of your\nNotes and the estimated value of the Notes is a result of certain factors, such as any sales commissions to be paid to Barclays Capital\nInc. or another affiliate of ours, any selling concessions, discounts, commissions or fees to be allowed or paid to non-affiliated intermediaries,\nthe estimated profit that we or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost which\nwe may incur in hedging our obligations under the Notes, and estimated development and other costs which we may incur in connection with\nthe Notes.

The Estimated Value of Your Notes Might Be Lower If Such Estimated Value Were Based on the Levels at Which Our Debt Securities\nTrade in the Secondary Market—The estimated value of your Notes on the Initial Valuation Date is based on a number of variables,\nincluding our internal funding rates. Our internal funding rates may vary from the levels at which our benchmark debt securities trade\nin the secondary market. As a result of this difference, the estimated value referenced above might be lower if such estimated value were\nbased 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\nfrom the Pricing Models of Other Financial Institutions—The estimated value of your Notes on the Initial Valuation Date is based\non our internal pricing models, which take into account a number of variables and are based on a number of subjective assumptions, which\nmay or may not materialize. These variables and assumptions are not evaluated or verified on an independent basis. Further, our pricing\nmodels may be different from other financial institutions’ pricing models and the methodologies used by us to estimate the value\nof the Notes may not be consistent with those of other financial institutions which may be purchasers or sellers of Notes in the secondary\nmarket. As a result, the secondary market price of your Notes may be materially different from the estimated value of the Notes determined\nby reference to our internal pricing models.

PS-15

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\nAny, 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\nEstimated Value of Your Notes—The estimated value of the Notes will not be a prediction of the prices at which Barclays Capital\nInc., other affiliates of ours or third parties may be willing to purchase the Notes from you in secondary market transactions (if they\nare 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\nat any time will be influenced by many factors that cannot be predicted, such as market conditions, and any bid and ask spread for similar\nsized trades, and may be substantially less than our estimated value of the Notes. Further, as secondary market prices of your Notes take\ninto account the levels at which our debt securities trade in the secondary market, and do not take into account our various costs\nrelated to the Notes such as fees, commissions, discounts, and the costs of hedging our obligations under the Notes, secondary market\nprices of your Notes will likely be lower than the initial issue price of your Notes. As a result, the price at which Barclays Capital\nInc., other affiliates of ours or third parties may be willing to purchase the Notes from you in secondary market transactions, if any,\nwill 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\nto 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\nAccount Statements, If We Provide Any Customer Account Statements at All, May Not Be Indicative of Future Prices of Your\nNotes—Assuming that all relevant factors remain constant after the Initial Valuation Date, the price at which Barclays Capital\nInc. 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\nobligated to do) and the value that we may initially use for customer account statements, if we provide any customer account statements\nat all, may exceed our estimated value of the Notes on the Initial Valuation Date, as well as the secondary market value of the Notes,\nfor a temporary period after the initial Issue Date of the Notes. The price at which Barclays Capital Inc. may initially buy or sell the\nNotes in the secondary market and the value that we may initially use for customer account statements may not be indicative of future\nprices of your Notes.

PS-16

Information Regarding\nthe UNDERLIERS

Russell 2000^® Index

The RTY Index measures the capitalization-weighted price performance\nof 2,000 U.S. small-capitalization stocks listed on eligible U.S. exchanges and is designed to track the performance of the small-capitalization\nsegment of the U.S. equity market. For more information about the RTY Index, see “Indices—The Russell Indices” in the\naccompanying underlying supplement.

Historical Performance of the RTY Index

The graph below sets forth the historical performance of the RTY Index\nbased on the daily Closing Values from January 4, 2021 through October 29, 2026. We obtained the Closing Values shown in the graph below\nfrom Bloomberg Professional^® service (“Bloomberg”). We have not independently verified the accuracy or completeness\nof the information obtained from Bloomberg.

Historical Performance of the Russell 2000^®\nIndex

$\"\"$

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE\nRESULTS

PS-17

S&P 500^® Index

The SPX Index consists of stocks of 500 companies selected to provide\na performance benchmark for the U.S. equity markets. For more information about the SPX Index, see “Indices—The S&P U.S.\nIndices” in the accompanying underlying supplement.

Historical Performance of the SPX Index

The graph below sets forth the historical performance of the SPX Index\nbased on the daily Closing Values from January 4, 2021 through October 29, 2026. We obtained the Closing Values shown in the graph below\nfrom Bloomberg. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg.

Historical Performance of the S&P 500^®\nIndex

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PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE\nRESULTS

PS-18

State Street^® Health Care Select Sector SPDR^® ETF

According to publicly available information, the XLV Fund (formerly\nknown as the Health Care Select Sector SPDR^® Fund) is an exchange-traded fund\nof the Select Sector SPDR^®Trust, a registered investment company, that seeks\nto provide investment results that, before expenses, correspond generally to the price and yield performance of publicly traded equity\nsecurities of companies included in the Health Care Select Sector Index (the “Underlying\nIndex”). The Underlying Index is a capped modified market capitalization-based index that measures the performance of the GICS^®\nhealth care sector, which currently includes companies in the following industries: health care equipment and supplies; health care providers\nand services; health care technology; biotechnology; pharmaceuticals; and life sciences tools and services. For more information about\nthe XLV Fund, see “Exchange-Traded Funds—The Select Sector SPDR^® ETFs” in the accompanying underlying\nsupplement.

Historical Performance of the XLV Fund

The graph below sets forth the historical performance of the XLV Fund\nbased on the daily Closing Values from January 4, 2021 through October 29, 2026. We obtained the Closing Values shown in the graph below\nfrom Bloomberg. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg. The Closing\nValues below may reflect adjustments in response to certain actions, such as stock splits and reverse stock splits.

Historical Performance of the State Street^®\nHealth Care Select Sector SPDR^® ETF

$\"\"$

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE\nRESULTS

PS-19

Tax Considerations

You should review carefully the sections in the accompanying prospectus\nsupplement entitled “Material U.S. Federal Income Tax Consequences—Tax Consequences to U.S. Holders—Notes Treated as\nPrepaid Forward or Derivative Contracts with Associated Coupons” and, if you are a non-U.S. holder, “—Tax Consequences\nto Non-U.S. Holders.” The following discussion supersedes the discussion in the accompanying prospectus supplement to the extent\nit is inconsistent therewith.

In determining our reporting responsibilities, if any, we intend to\ntreat (i) the Notes for U.S. federal income tax purposes as prepaid forward contracts with associated contingent coupons and (ii) any\nContingent Coupon payments as ordinary income, as described in the section entitled “Material U.S. Federal Income Tax Consequences—Tax\nConsequences to U.S. Holders—Notes Treated as Prepaid Forward or Derivative Contracts with Associated Coupons” in the accompanying\nprospectus supplement. Our special tax counsel, Davis Polk & Wardwell LLP, has advised that it believes this treatment to be reasonable,\nbut that there are other reasonable treatments that the Internal Revenue Service (the “IRS”) or a court may adopt.

Sale, exchange or redemption of a Note. Assuming the treatment\ndescribed above is respected, upon a sale or exchange of the Notes (including upon early redemption or redemption at maturity), you should\nrecognize capital gain or loss equal to the difference between the amount realized on the sale or exchange and your tax basis in the Notes,\nwhich should equal the amount you paid to acquire the Notes (assuming Contingent Coupon payments are properly treated as ordinary income,\nconsistent with the position referred to above). This gain or loss should be short-term capital gain or loss unless you hold the Notes\nfor more than one year, in which case the gain or loss should be long-term capital gain or loss, whether or not you are an initial purchaser\nof the Notes at the issue price. The deductibility of capital losses is subject to limitations. If you sell your Notes between the time\nyour right to a Contingent Coupon payment is fixed and the time it is paid, it is likely that you will be treated as receiving ordinary\nincome equal to the Contingent Coupon payment. Although uncertain, it is possible that proceeds received from the sale or exchange of\nyour Notes prior to an Observation Date but that can be attributed to an expected Contingent Coupon payment could be treated as ordinary\nincome. You should consult your tax advisor regarding this issue.

As noted above, there are other reasonable treatments that the IRS\nor a court may adopt, in which case the timing and character of any income or loss on the Notes could be materially affected. In addition,\nin 2007 the U.S. Treasury Department and the IRS released a notice requesting comments on the U.S. federal income tax treatment of “prepaid\nforward contracts” and similar instruments. The notice focuses in particular on whether to require investors in these instruments\nto accrue income over the term of their investment. It also asks for comments on a number of related topics, including the character of\nincome or loss with respect to these instruments and the relevance of factors such as the nature of the underlying property to which the\ninstruments are linked. While the notice requests comments on appropriate transition rules and effective dates, any Treasury regulations\nor other guidance promulgated after consideration of these issues could materially affect the tax consequences of an investment in the\nNotes, possibly with retroactive effect. You should consult your tax advisor regarding the U.S. federal income tax consequences of an\ninvestment in the Notes, including possible alternative treatments and the issues presented by this notice.

Non-U.S. holders. Insofar as we have responsibility as a withholding\nagent, we do not currently intend to treat Contingent Coupon payments to non-U.S. holders as subject to U.S. withholding tax. However,\nnon-U.S. holders should in any event expect to be required to provide appropriate Forms W-8 or other documentation in order to establish\nan exemption from backup withholding, as described under the heading “—Information Reporting and Backup Withholding”\nin the accompanying prospectus supplement. If any withholding is required, we will not be required to pay any additional amounts with\nrespect to amounts withheld.

Treasury regulations under Section 871(m) generally impose a withholding\ntax on certain “dividend equivalents” under certain “equity linked instruments.” A recent IRS notice excludes\nfrom the scope of Section 871(m) instruments issued prior to January 1, 2029 that do not have a “delta of one” with respect\nto underlying securities that could pay U.S.-source dividends for U.S. federal income tax purposes (each an “Underlying Security”).\nBased on our determination that the Notes do not have a “delta of one” within the meaning of the regulations, our special\ntax counsel is of the opinion that these regulations should not apply to the Notes with regard to non-U.S. holders. Our determination\nis not binding on the IRS, and the IRS may disagree with this determination. Section 871(m) is complex and its application may depend\non your particular circumstances, including whether you enter into other transactions with respect to an Underlying Security. You should\nconsult your tax advisor regarding the potential application of Section 871(m) to the Notes.

PS-20

SUPPLEMENTAL PLAN OF DISTRIBUTION

We have agreed to sell to Barclays Capital Inc. (the “agent”),\nand 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\nsupplement. 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\nStates products counsel to Barclays Bank PLC, when the Notes offered by this pricing supplement have been issued by Barclays Bank PLC\npursuant to the indenture, the trustee has made, in accordance with instructions from Barclays Bank PLC, appropriate entries or notations\nin its records relating to the master global note that represents such Notes (the “master note”), and such Notes have been\ndelivered against payment as contemplated herein, such Notes will be valid and binding obligations of Barclays Bank PLC, enforceable in\naccordance with their terms, subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally,\nconcepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair\ndealing and the lack of bad faith) and possible judicial or regulatory actions or application giving effect to governmental actions or\nforeign laws affecting creditors’ rights, provided that such counsel expresses no opinion as to (i) the effect of fraudulent\nconveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above or (ii) the validity, legally\nbinding effect or enforceability of any provision that permits holders to collect any portion of the stated principal amount upon acceleration\nof the Notes to the extent determined to constitute unearned interest. This opinion is given as of the date hereof and is limited to the\nlaws of the State of New York, except that such counsel expresses no opinion as to (i) any law, rule or regulation that is applicable\nto Barclays Bank PLC, the indenture or the Notes (together with the indenture, the “Documents”) or such transactions solely\nbecause such law, rule or regulation is part of a regulatory regime applicable to any party to any of the Documents or any of its affiliates\ndue to the specific assets or business of such party or such affiliate or (ii) any law, rule or regulation relating to national security.\nInsofar as this opinion involves matters governed by English law, Davis Polk & Wardwell LLP has relied, with Barclays Bank PLC’s\npermission, on the opinion of Davis Polk & Wardwell London LLP, dated as of June 11, 2026, filed as an exhibit to a report on Form\n6-K by Barclays Bank PLC on June 11, 2026, and this opinion is subject to the same assumptions, qualifications and limitations as set\nforth in such opinion of Davis Polk & Wardwell London LLP. In addition, this opinion is subject to customary assumptions about the\ntrustee’s authorization, execution and delivery of the indenture and its authentication of the master note and the validity, binding\nnature and enforceability of the indenture with respect to the trustee, all as stated in the opinion of Davis Polk & Wardwell LLP,\ndated June 11, 2026, which has been filed as an exhibit to the report on Form 6-K referred to above.

PS-21

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