Form FWP BARCLAYS BANK PLC Filed by: BARCLAYS BANK PLC
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Barclays Bank PLC Market Linked Notes |
Filed Pursuant to Rule 433 Registration Statement No. 333-287303
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Market Linked Notes—Auto-Callable with Principal Return at Maturity Notes Linked to the Lowest Performing of the Common Stock of The Boeing Company, the Common Stock of Kratos Defense & Security Solutions, Inc., the Common Stock of Lockheed Martin Corporation and the Common Stock of Northrop Grumman Corporation due January 14, 2031 Term Sheet dated December 30, 2025 to Preliminary Pricing Supplement dated December 30, 2025 (the “PPS”) |
Summary of Terms
| Issuer | Barclays Bank PLC | |
| Market Measures | Common stock of The Boeing Company (the “BA Stock”), common stock of Kratos Defense & Security Solutions, Inc. (the “KTOS Stock”), common stock of Lockheed Martin Corporation (the “LMT Stock”) and common stock of Northrop Grumman Corporation (the “NOC Stock”) (each, an “Underlying Stock”) | |
| Pricing Date | January 9, 2026 | |
| Issue Date | January 14, 2026 | |
| Stated Maturity Date | January 14, 2031 | |
| Principal Amount | $1,000 per note | |
| Automatic Call | If the stock closing price of the lowest performing Underlying Stock on any call date is greater than or equal to its starting price, the notes will be automatically called for the principal amount plus the call premium applicable to that call date. | |
| Call Dates and Call Premiums | Call Date | Call Premium* |
| January 14, 2027 | At least 12.15% of the principal amount | |
| January 14, 2028 | At least 24.30% of the principal amount | |
| January 16, 2029 | At least 36.45% of the principal amount | |
| January 14, 2030 | At least 48.60% of the principal amount | |
| January 9, 2031 (the “final calculation day”) | At least 60.75% of the principal amount | |
| * to be determined on the pricing date | ||
| Call Settlement Date | Three business days after the applicable call date; provided that the call settlement date for the final calculation day is the stated maturity date | |
| Maturity Payment Amount (per note) | If the notes are not automatically called, the maturity payment amount will equal $1,000. | |
| Lowest Performing Underlying Stock | For any call date, the Underlying Stock with the lowest performance factor on that call date | |
| Performance Factor | With respect to an Underlying Stock on any call date, its stock closing price on that call date divided by its starting price | |
| Starting Price | For each Underlying Stock, its stock closing price on the pricing date | |
| Calculation Agent | Barclays Bank PLC | |
| Denominations | $1,000 and any integral multiple of $1,000 | |
| CUSIP/ISIN | 06749F3Q0 / US06749F3Q03 | |
| Agent Discount | Up to 3.325%; dealers, including those using the trade name Wells Fargo Advisors (WFA), may receive a selling concession of 2.00% and WFA may receive a distribution expense fee of 0.075%. Selected dealers may receive a fee of up to 0.30% for marketing and other services. | |
Hypothetical Payout Profile**
** assumes a call premium equal to the lowest possible call premium that may be determined on the pricing date
If the notes are not automatically called, you will not receive any positive return on the notes.
Any positive return on the notes will be limited to the applicable call premium, even if the stock closing price of the lowest performing Underlying Stock on the applicable call date significantly exceeds its starting price. You will not participate in any appreciation of any Underlying Stock.
Any payment on the notes, including any repayment of principal, is subject to the creditworthiness of Barclays Bank PLC and is not guaranteed by any third party.
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” in the PPS.
The issuer’s estimated value of the notes on the pricing date, based on its internal pricing models, is expected to be between $880.00 and $948.00 per note. The estimated value is expected to be less than the original offering price of the notes. See “Additional Information Regarding Our Estimated Value of the Notes” in the PPS.
Investors should carefully review the accompanying PPS, product supplement, prospectus supplement and prospectus before making a decision to invest in the notes.
PPS: http://www.sec.gov/Archives/edgar/data/312070/000095010325016670/dp239208_424b2-8208wfpps.htm
The notes have complex features and investing in the notes involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” in this term sheet and the accompanying PPS and “Risk Factors” in the accompanying product supplement and prospectus supplement.
This term sheet does not provide all of the information that an investor should consider prior to making an investment decision.
The notes constitute our unsecured and unsubordinated obligations. The notes are not deposit liabilities of Barclays Bank PLC and are not covered by the U.K. Financial Services Compensation Scheme or insured by the U.S. Federal Deposit Insurance Corporation or any other governmental agency or deposit insurance agency of the United States, the United Kingdom or any other jurisdiction.
Selected Risk Considerations
An investment in the notes involves significant risks. Investing in the notes is not equivalent to investing directly in any or all of the Underlying Stocks. You should carefully review the risk disclosures set forth under the “Risk Factors” sections of the prospectus supplement and product supplement and the “Selected Risk Considerations” section in the accompanying PPS. The risks set forth below are discussed in detail in the “Selected Risk Considerations” section in the accompanying PPS.
| · | You May Receive No More Than The Principal Amount Of Your Notes. |
| · | Your Return Will Be Limited To The Applicable Call Premium And May Be Lower Than The Return On A Direct Investment In Any Or All Of The Underlying Stocks. |
| · | No Periodic Interest Will Be Paid On The Notes. |
| · | The Notes Are Subject To The Full Risks Of Each Underlying Stock And Will Be Negatively Affected If Any Underlying Stock Performs Poorly, Even If The Other Underlying Stocks Perform Favorably. |
| · | Your Return On The Notes Will Depend Solely On The Performance Of The Underlying Stock That Is The Lowest Performing Underlying Stock On Each Call Date, And You Will Not Benefit In Any Way From The Performance Of The Better Performing Underlying Stocks. |
| · | Higher Call Premium Rates Are Associated With Greater Risk. |
| · | You Will Be Subject To Reinvestment Risk. |
| · | You Will Be Subject To Risks Resulting From The Relationship Between The Underlying Stocks. |
| · | Any Payment On The Notes Will Be Determined Based On The Stock Closing Prices Of The Underlying Stocks On The Dates Specified. |
| · | Owning The Notes Is Not The Same As Owning Any Or All Of The Underlying Stocks. |
| · | No Assurance That The Investment View Implicit In The Notes Will Be Successful. |
| · | You Will Be Required To Recognize Taxable Income On The Notes Prior To Maturity. |
| · | The Notes Are Subject To The Credit Risk Of Barclays Bank PLC. |
| · | You May Lose Some Or All Of Your Investment If Any U.K. Bail-In Power Is Exercised By The Relevant U.K. Resolution Authority. |
| · | There Are Risks Associated With Single Equities. |
| · | We Cannot Control Actions By An Underlying Stock Issuer. |
| · | We And Our Affiliates Have No Affiliation With Any Underlying Stock Issuer And Have Not Independently Verified Their Public Disclosure Of Information. |
| · | You Have Limited Anti-dilution Protection. |
| · | The Notes May Become Linked To The Common Stock Of A Company Other Than An Original Underlying Stock Issuer. |
| · | The Historical Performance Of The Underlying Stocks Is Not An Indication Of Their Future Performance. |
| · | Potentially Inconsistent Research, Opinions Or Recommendations By Barclays Capital Inc., Wells Fargo Securities, LLC Or Their Respective Affiliates. |
| · | We, Our Affiliates And Any Other Agent And/Or Participating Dealer May Engage In Various Activities Or Make Determinations That Could Materially Affect Your Notes In Various Ways And Create Conflicts Of Interest. |
| · | The Notes Will Not Be Listed On Any Securities Exchange And We Do Not Expect A Trading Market For The Notes To Develop. |
| · | The Value Of The Notes Prior To Maturity Will Be Affected By Numerous Factors, Some Of Which Are Related In Complex Ways. |
| · | The Estimated Value Of Your Notes Is Expected To Be Lower Than The Original Offering Price Of Your Notes. |
| · | The Estimated Value Of Your Notes Might Be Lower If Such Estimated Value Were Based On The Levels At Which Our 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 From The Pricing Models Of Other Financial Institutions. |
| · | 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 Any, And Such Secondary Market Prices, If Any, Will Likely Be Lower Than The Original Offering Price Of Your Notes And May Be Lower Than The Estimated Value Of Your Notes. |
| · | The Temporary Price At Which We May Initially Buy The Notes In The Secondary Market And The Value We May Initially Use For Customer Account Statements, If We Provide Any Customer Account Statements At All, May Not Be Indicative Of Future Prices Of Your Notes. |
Barclays Bank PLC has filed a registration statement (including a prospectus) with the SEC for the offering to which this term sheet relates. Before you invest, you should read the prospectus dated May 15, 2025, the prospectus supplement dated May 15, 2025, the product supplement no. WF-2 dated May 20, 2025, the PPS and other documents Barclays Bank PLC has filed with the SEC for more complete information about Barclays Bank PLC and this offering. You may get these documents and other documents Barclays Bank PLC has filed for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Barclays Bank PLC or any agent or dealer participating in this offering will arrange to send you each of these documents if you request them by calling your Barclays Bank PLC sales representative, such dealer or toll-free 1-888-227-2275 (Extension 2-3430). A copy of each of these documents may be obtained from Barclays Capital Inc., 745 Seventh Avenue—Attn: US InvSol Support, New York, NY 10019.
As used in this term sheet, “we,” “us” and “our” refer to Barclays Bank PLC. Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC, members SIPC, separate registered broker-dealers and non-bank affiliates of Wells Fargo & Company.
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