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Barclays lists 8.625% convertible securities agreement

The securities are identified as perpetual, subordinated and contingent convertible, with an 8.625% fixed-rate-resetting rate in their title.

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Form Type
6-K

Rhea-AI Filing Summary

Barclays PLC lists a pricing agreement between Barclays PLC and Barclays Bank PLC, dated November 2, 2026, for 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities. The exhibits also include a thirteenth supplemental indenture dated November 9, 2026, and opinions from U.S. and English counsel on the securities’ validity.

Filing Explained

This Form 6-K is incorporated by reference into Barclays PLC’s Form F-3 registration statement No. 333-277578 from its furnishing date, except to the extent later superseded, making this report part of that registration statement.

Rate in security title 8.625% The 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities
Fixed Rate Resetting financial
"8.625% Fixed Rate Resetting Perpetual"
Perpetual financial
"Fixed Rate Resetting Perpetual Subordinated"
Perpetual describes a financial instrument or obligation that has no fixed end date and can continue indefinitely unless the issuer chooses to end it. For investors, that means there is no scheduled return of principal, so value depends on ongoing payments, issuer stability and market interest rates—similar to receiving rent from a property with no set sale date. Perpetual instruments often pay higher yields to compensate for that open-ended risk.
Subordinated financial
"Perpetual Subordinated Contingent Convertible Securities"
Debt or claims described as subordinated have lower priority for repayment than other obligations if a borrower defaults or goes into bankruptcy; think of them as standing at the back of the line while other creditors are served first. That matters to investors because subordinated instruments usually offer higher interest or returns to compensate for greater risk, but they also face a higher chance of partial or total loss if the issuer cannot meet its obligations.
Contingent Convertible Securities financial
"Subordinated Contingent Convertible Securities"
Debt-like instruments that automatically convert into a bank's common equity or are written down when a predefined trigger is reached, so they absorb losses and strengthen a bank’s regulatory capital position. Triggers are set in the security's terms or by a regulator and typically relate to the issuer’s capital ratios or a regulatory determination; conversion can be full or partial and the securities are usually subordinated to other debt, meaning holders bear losses before senior creditors. Contingent convertibles are used as loss-absorbing buffers under banking regulation and are not the same as ordinary convertible bonds, because conversion is mandatory only upon the specified trigger rather than at the holder’s option.

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What rate is named for BCS's contingent convertible securities?

The securities are identified as 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of November, 2026

Commission File Number: 001-09246

 

 

Barclays PLC

(Name of Registrant)

 

 

1 Churchill Place

London E14 5HP

England

(Address of Principal Executive Offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F ☐

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-277578) OF BARCLAYS PLC AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 
 


The Report comprises the following:

 

Exhibit No.

      

Description

1.1

  —    Underwriting Agreement—Standard Provisions, dated as of March  3, 2021, incorporated by reference to Exhibit 1.1 of the registrant’s Report of Foreign Private Issuer on Form 6-K (File No.  001-09246), filed with the Securities and Exchange Commission on August 11, 2021.

1.2

  —    Pricing Agreement between Barclays PLC and Barclays Bank PLC, dated as of November 2, 2026 for the 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.

3.1

  —    Articles of Association of Barclays PLC, incorporated by reference to Exhibit 3.1 of the registrant’s Report of Foreign Private Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on May 10, 2024.

4.1

  —    Contingent Capital Securities Indenture, dated as of August  14, 2018, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee, and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.1 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on August 14, 2018.

4.2

  —    Fourth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of August  12, 2020, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.2 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on August 12, 2020.

4.3

  —    Fifth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of March  1, 2021, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.9 of the registrant’s Registration Statement on Form F-3 (File No. 333-253693), filed with the Securities and Exchange Commission on March 1, 2021.

4.4

  —    Eighth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of March  6, 2023, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.4 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on March 6, 2023.

4.5

  —    Ninth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of November  22, 2023, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.5 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on November 22, 2023.

4.6

  —    Tenth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of May  15, 2024, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.6 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on May 15, 2024.


4.7

  —    Thirteenth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of November  9, 2026, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar.

4.8

  —    The form of Global Security for the 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities (incorporated by reference to Exhibit A to Exhibit 4.7 above).

5.1

  —    Opinion of Cleary Gottlieb Steen & Hamilton LLP, U.S. counsel to Barclays PLC, as to the validity of the 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.

5.2

  —    Opinion of Clifford Chance LLP, English counsel to Barclays PLC, as to the validity of the 8.625% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    BARCLAYS PLC
    (Registrant)
Date: November 9, 2026     By:  

/s/ Garth Wright

      Name: Garth Wright
      Title: Assistant Secretary

Filing Exhibits & Attachments

4 documents

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