Form FWP BARCLAYS BANK PLC Filed by: BARCLAYS BANK PLC
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Free Writing Prospectus
Filed pursuant to Rule 433
Registration Statement No. 333-287303
Dated January 12, 2026
| ACCELERATED RETURN NOTES® (ARNs®) |
|
Accelerated Return Notes® Linked to the
Common Stock of NVIDIA Corporation
| Issuer |
Barclays Bank PLC (“Barclays”). References on this page to “we,” “us” or “our” mean Barclays. |
| Principal Amount |
$10.00 per unit |
| Term |
Approximately 14 months |
| Market Measure |
The common stock of NVIDIA Corporation (the “Underlying Company”) (Nasdaq symbol: “NVDA”) |
| Payout Profile at Maturity |
· 3-to-1
upside exposure to increases in the Market Measure, subject to the Capped Value
· 1-to-1
downside exposure to decreases in the Market Measure, with 100% of your principal at risk |
| Capped Value |
[$14.00 to $14.40] per unit, a return of [40.00% to 44.00%] over the principal amount, to be determined on the pricing date |
| Participation Rate |
300% |
| Preliminary Offering Documents |
http://www.sec.gov/Archives/edgar/data/312070/000095010326000364/
dp239812_424b2-8251baml.htm |
| Exchange Listing |
No |
You should read the relevant Preliminary Offering Documents before
you invest. Click on the Preliminary Offering Documents hyperlink above or call your Financial Advisor for a hard copy.
Risk Factors
Please see the Preliminary Offering Documents for a description of
certain risks related to this investment, including, but not limited to, the following:
| · | Depending on the performance of the Market Measure as measured shortly before
the maturity date, your investment may result in a loss; there is no guaranteed return of principal. |
| · | Your return on the notes may be less than the yield you could earn by owning
a conventional fixed or floating rate debt security of comparable maturity. |
| · | Your investment return is limited to the return represented by the Capped
Value and may be less than a comparable investment directly in the Market Measure. |
| · | Payments on the notes, including repayment of principal, are subject to the
credit risk of Barclays and to the risk of exercise of any U.K. Bail-in Power or any other resolution measure by the relevant U.K. resolution
authority. If Barclays becomes insolvent, is unable to pay its obligations, or any other resolution measure is exercised, you may lose
your entire investment. |
| · | The initial estimated value of the notes on the pricing date is expected to
be lower than their public offering price. |
| · | If you attempt to sell the notes prior to maturity, their market value may
be lower than both the public offering price and the initial estimated value of the notes on the pricing date. |
| · | A trading market is not expected to develop for the notes. |
| · | Our business, hedging and trading activities, and those of MLPF&S, BofAS
and our respective affiliates (including trades in the Market Measure), and any hedging and trading activities we, MLPF&S, BofAS or
our respective affiliates engage in for our clients’ accounts, may affect the market value and return of the notes and may create
conflicts of interest with you. |
| · | There may be potential conflicts of interest involving the calculation agents,
which are Barclays and BofAS. |
| · | The Underlying Company will have no obligations relating to the notes, and
none of us, MLPF&S or BofAS will perform any due diligence procedures with respect to the Underlying Company in connection with this
offering. |
| · | You will have no rights of a holder of the Market Measure, and you will not
be entitled to receive shares of the Market Measure or dividends or other distributions by the Underlying Company. |
| · | While we, MLPF&S, BofAS or our respective affiliates may from time to
time own securities of the Underlying Company, we, MLPF&S, BofAS and our respective affiliates do not control the Underlying Company,
and have not verified any disclosure made by the Underlying Company. |
| · | The payments on the notes will not be adjusted for all corporate events that
could affect the Market Measure. |
| · | The U.S. federal income tax consequences of an investment in the notes are
uncertain. |
Final terms will be set on the pricing date within the given
range for the specified Market-Linked Investment. Please see the Preliminary Offering Documents for complete product disclosure, including
related risks and tax disclosure.
The graph above and the table below reflect
the hypothetical return on the notes, based on the terms contained in the table to the left (using the mid-point for any range(s)). The
graph and the table have been prepared for purposes of illustration only and do not take into account any tax consequences from investing
in the notes.
| Hypothetical Percentage Change from the Starting Value to the Ending Value |
Hypothetical Redemption Amount per Unit |
Hypothetical Total Rate of Return on the Notes |
| -100.00% |
$0.00 |
-100.00% |
| -50.00% |
$5.00 |
-50.00% |
| -30.00% |
$7.00 |
-30.00% |
| -20.00% |
$8.00 |
-20.00% |
| -10.00% |
$9.00 |
-10.00% |
| -5.00% |
$9.50 |
-5.00% |
| -3.00% |
$9.70 |
-3.00% |
| 0.00% |
$10.00 |
0.00% |
| 2.00% |
$10.60 |
6.00% |
| 3.00% |
$10.90 |
9.00% |
| 5.00% |
$11.50 |
15.00% |
| 10.00% |
$13.00 |
30.00% |
| 14.00% |
$14.20(1) |
42.00% |
| 20.00% |
$14.20 |
42.00% |
| 30.00% |
$14.20 |
42.00% |
| 50.00% |
$14.20 |
42.00% |
| 100.00% |
$14.20 |
42.00% |
| (1) | The Redemption Amount per unit cannot exceed the hypothetical Capped Value. |
Barclays Bank PLC (Barclays) has filed a registration statement (which
includes a prospectus) with the Securities and Exchange Commission (SEC) for the notes that are described in this Guidebook. Before you
invest, you should carefully read the prospectus in that registration statement and other documents that Barclays has filed with the SEC
for more complete information about Barclays and any offering described in this Guidebook. You may obtain these documents without cost
by visiting EDGAR on the SEC Website at www.sec.gov. Barclays's Central Index Key, or CIK, on the SEC website is 312070. Alternatively,
Merrill Lynch will arrange to send you the prospectus and other documents relating to any offering described in this document if you so
request by calling toll-free 1-800-294-1322. Barclays faces risks that are specific to its business, and we encourage you to carefully
consider these risks before making an investment in its securities.
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