|
The information in this preliminary pricing supplement
is not complete and may be changed. This preliminary pricing supplement and the accompanying prospectus, prospectus supplement and underlying
supplement do not constitute an offer to sell the Notes and we are not soliciting an offer to buy the Notes in any state where the offer
or sale is not permitted.
Subject to Completion. Dated
November 15, 2024 |
|
Pricing Supplement dated November , 2024
|
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-265158 |
Barclays Bank PLC Trigger Autocallable Contingent Yield Notes
Linked to the iShares® MSCI Emerging Markets ETF due
on or about November 18, 2027
The Trigger Autocallable Contingent Yield Notes (the “Notes”)
are unsecured and unsubordinated debt obligations issued by Barclays Bank PLC (the “Issuer”) linked to the performance of
the iShares® MSCI Emerging Markets ETF (the “Underlying”). On a quarterly basis, unless the Notes have been
previously called, the Issuer will pay you a coupon (the “Contingent Coupon”) if the Closing Price of the Underlying on the
applicable Observation Date is greater than or equal to the specified Coupon Barrier. Otherwise, no Contingent Coupon will be paid for
that quarter. The Issuer will automatically call the Notes if the Closing Price of the Underlying on any quarterly Observation Date, beginning
on November 17, 2025, is greater than or equal to the Closing Price of the Underlying on November 14, 2024 (the “Initial Underlying
Price”). If the Notes are automatically called, the Issuer will pay the principal amount of your Notes plus the Contingent
Coupon due on the Coupon Payment Date that is also the Call Settlement Date, and no further amounts will be owed to you under the Notes.
If the Notes are not automatically called and the Closing Price of the Underlying on the Final Valuation Date (the “Final Underlying
Price”) is greater than or equal to the specified Downside Threshold (which is set equal to the Coupon Barrier), the Issuer will
pay you a cash payment at maturity equal to the principal amount of your Notes plus the Contingent Coupon due on the Coupon Payment
Date that is also the Maturity Date. However, if the Final Underlying Price is less than the Downside Threshold, the Issuer will pay you
a cash payment at maturity that is less than the principal amount, if anything, resulting in a percentage loss of principal equal to the
negative Underlying Return. In this case, you will have full downside exposure to the Underlying from the Initial Underlying Price to
the Final Underlying Price, and could lose all of your principal. Investing
in the Notes involves significant risks. You may lose a significant portion or all of your principal. You may receive few or no Contingent
Coupons during the term of the Notes. The Final Underlying Price is observed relative to the Downside Threshold only on the Final Valuation
Date, and the contingent repayment of principal applies only if you hold the Notes to maturity. Generally, the higher the Contingent Coupon
Rate on a Note, the greater the risk of loss on that Note. Your return potential on the Notes is limited to any Contingent Coupons paid
on the Notes, and you will not participate in any appreciation of the Underlying. 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. If Barclays Bank PLC were
to default on its payment obligations or become subject to the exercise of any U.K. Bail-in Power (as described on page PS-4 of this pricing
supplement) by the relevant U.K. resolution authority, you might not receive any amounts owed to you under the Notes. See “Consent
to U.K. Bail-in Power” in this pricing supplement and “Risk Factors” in the accompanying prospectus supplement.
| Features |
|
Key Dates1 |
|
q Contingent
Coupon: Unless the Notes have been previously called, the Issuer will pay you a Contingent Coupon for each quarter if the Closing
Price of the Underlying on the applicable Observation Date is greater than or equal to the Coupon Barrier. Otherwise, no Contingent Coupon
will be paid for that quarter.
q Automatic
Call: The Issuer will automatically call the Notes if the Closing Price of the Underlying on any quarterly Observation Date,
beginning on November 17, 2025, is greater than or equal to the Initial Underlying Price. If the Notes are automatically called, the Issuer
will pay the principal amount of your Notes plus the Contingent Coupon due on the Coupon Payment Date that is also the Call Settlement
Date, and no further amounts will be owed to you under the Notes.
q Downside
Exposure with Contingent Repayment of Principal at Maturity: If the Notes are not automatically called and the Final Underlying
Price is greater than or equal to the Downside Threshold, the Issuer will pay you a cash payment at maturity equal to the principal amount
of your Notes plus the Contingent Coupon due on the Coupon Payment Date that is also the Maturity Date. However, if the Final Underlying
Price is less than the Downside Threshold, the Issuer will repay less than your principal amount, if anything, resulting in a percentage
loss of principal equal to the negative Underlying Return. The Final Underlying Price is observed relative to the Downside Threshold only
on the Final Valuation Date, and the contingent repayment of principal applies only if you hold the Notes to maturity. Any payment on
the Notes, including any repayment of principal, is subject to the creditworthiness of Barclays Bank PLC.
|
|
Trade Date: |
November 15, 2024 |
| Settlement Date: |
November 20, 2024 |
| Observation Dates: |
Quarterly (callable beginning November 17, 2025) |
| Final Valuation Date: |
November 15, 2027 |
| Maturity Date: |
November 18, 2027 |
| 1 The Initial Underlying Price is the Closing Price of the Underlying on November 14, 2024 and is not the Closing Price of the Underlying on the Trade Date. The Observation Dates, including the Final Valuation Date, and the Maturity Date are subject to postponement. See “Indicative Terms” on page PS-6 of this pricing supplement. |
NOTICE TO INVESTORS: THE NOTES ARE
SIGNIFICANTLY RISKIER THAN CONVENTIONAL DEBT INSTRUMENTS. THE ISSUER IS NOT NECESSARILY OBLIGATED TO REPAY THE FULL PRINCIPAL AMOUNT
OF THE NOTES AT MATURITY, AND THE NOTES CAN HAVE THE FULL DOWNSIDE MARKET RISK OF THE UNDERLYING. THIS MARKET RISK IS IN ADDITION TO
THE CREDIT RISK INHERENT IN PURCHASING A DEBT OBLIGATION OF BARCLAYS BANK PLC. YOU SHOULD NOT PURCHASE THE NOTES IF YOU DO NOT UNDERSTAND
OR ARE NOT COMFORTABLE WITH THE SIGNIFICANT RISKS INVOLVED IN INVESTING IN THE NOTES.
YOU SHOULD CAREFULLY CONSIDER THE RISKS
DESCRIBED UNDER “KEY RISKS” BEGINNING ON PAGE PS-9 OF THIS PRICING SUPPLEMENT AND “RISK FACTORS” BEGINNING ON
PAGE S-9 OF THE PROSPECTUS SUPPLEMENT BEFORE PURCHASING ANY NOTES. EVENTS RELATING TO ANY OF THOSE RISKS, OR OTHER RISKS AND UNCERTAINTIES,
COULD ADVERSELY AFFECT THE MARKET VALUE OF, AND THE RETURN ON, YOUR NOTES. YOU MAY LOSE A SIGNIFICANT PORTION OR ALL OF YOUR PRINCIPAL
AMOUNT. THE NOTES WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE.
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 AND 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.
We are offering Trigger Autocallable Contingent Yield Notes linked to
the iShares® MSCI Emerging Markets ETF. The Notes are offered at a minimum investment of 100 Notes at $10 per Note (representing
a $1,000 investment), and integral multiples of $10 in excess thereof.
| Underlying |
Contingent Coupon Rate |
Initial Underlying Price* |
Coupon Barrier** |
Downside Threshold** |
CUSIP / ISIN |
| iShares® MSCI Emerging Markets ETF (EEM) |
5.75% per annum |
$42.95 |
$25.77, which is 60.00% of the Initial Underlying Price |
$25.77, which is 60.00% of the Initial Underlying Price |
06748Q361 / US06748Q3618 |
* The Initial Underlying Price is the Closing Price of the Underlying
on November 14, 2024 and is not the Closing Price of the Underlying on the Trade Date.
** Rounded to two decimal places
See “Additional Information about Barclays Bank PLC and the
Notes” on page PS-2 of this pricing supplement. The Notes will have the terms specified in the prospectus dated May 23, 2022, the
prospectus supplement dated June 27, 2022, the underlying supplement dated June 27, 2022 and this pricing supplement.
Neither the U.S. Securities and Exchange Commission (the “SEC”)
nor any state securities commission has approved or disapproved of the Notes or determined that this pricing supplement is truthful or
complete. Any representation to the contrary is a criminal offense.
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.
| |
Initial Issue Price1 |
Underwriting Discount |
Proceeds to Barclays Bank PLC |
| Per Note |
$10.00 |
$0.125 |
$9.875 |
| Total |
$• |
$• |
$• |
1 Our estimated value of the Notes on the
Trade Date, based on our internal pricing models, is expected to be between $9.509 and $9.809 per Note. The estimated value is expected
to be less than the initial issue price of the Notes. See “Additional Information Regarding Our Estimated Value of the Notes”
on page PS-3 of this pricing supplement.
| UBS Financial Services Inc. |
Barclays Capital Inc. |
| Additional Information
about Barclays Bank PLC and the Notes |
You should read this pricing supplement together with the prospectus
dated May 23, 2022, as supplemented by the prospectus supplement dated June 27, 2022 relating to our Global Medium-Term Notes, Series
A, of which these Notes are a part, and the underlying supplement dated June 27, 2022. This pricing supplement, together with the documents
listed below, contains the terms of the Notes and supersedes all prior or contemporaneous oral statements as well as any other written
materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures,
brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth under “Risk
Factors” in the prospectus supplement, as the Notes involve risks not associated with conventional debt securities. We urge you
to consult your investment, legal, tax, accounting and other advisors before you invest in the Notes.
If the terms set forth in this pricing supplement differ from those
set forth in the prospectus, prospectus supplement or underlying supplement, the terms set forth herein will control.
You may access these documents on the SEC website at www.sec.gov as
follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):
Our SEC file number is 1-10257. As used in this pricing supplement,
“we,” “us” and “our” refer to Barclays Bank PLC. In this pricing supplement, “Notes” refers
to the Trigger Autocallable Contingent Yield Notes that are offered hereby, unless the context otherwise requires.
| Additional Information
Regarding Our Estimated Value of the Notes |
Our internal pricing models take into account a number of variables
and are based on a number of subjective assumptions, which may or may not materialize, typically including volatility, interest rates
and our internal funding rates. Our internal funding rates (which are our internally published borrowing rates based on variables, such
as market benchmarks, our appetite for borrowing and our existing obligations coming to maturity) may vary from the levels at which our
benchmark debt securities trade in the secondary market. Our estimated value on the Trade Date is based on our internal funding rates.
Our estimated value of the Notes might be lower if such valuation were based on the levels at which our benchmark debt securities trade
in the secondary market.
Our estimated value of the Notes on the Trade Date is expected to be
less than the initial issue price of the Notes. The difference between the initial issue price of the Notes and our estimated value of
the Notes is expected to result from several factors, including any sales commissions expected to be paid to Barclays Capital Inc. or
another affiliate of ours, any selling concessions, discounts, commissions or fees expected to be allowed or paid to non-affiliated intermediaries,
the estimated profit that we or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost that
we may incur in hedging our obligations under the Notes, and estimated development and other costs that we may incur in connection with
the Notes.
Our estimated value on the Trade Date is not a prediction of 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 sell the Notes
in the secondary market. Subject to normal market and funding conditions, Barclays Capital Inc. or another affiliate of ours 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 Trade Date,
the price at which Barclays Capital Inc. may initially buy or sell the Notes in the secondary market, if any, and the value that we may
initially use for customer account statements, if we provide any customer account statements at all, may exceed our estimated value on
the Trade Date for a temporary period expected to be approximately four months after the initial issue date of the Notes because, in our
discretion, we may elect to effectively reimburse to investors a portion of the estimated cost of hedging our obligations under the 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 discretionary
election and determined this temporary reimbursement period on the basis of a number of factors, which may include the tenor of the Notes
and/or any agreement we may have with the distributors of the Notes. The amount of our estimated costs that we effectively reimburse to
investors in this way may not be allocated ratably throughout the reimbursement period, and we may discontinue such reimbursement at any
time or revise the duration of the reimbursement period after the initial issue date of the Notes based on changes in market conditions
and other factors that cannot be predicted.
We urge you to read the “Key Risks” beginning on page
PS-9 of this pricing supplement.
You may revoke your offer to purchase the Notes at any time prior
to the Trade Date. We reserve the right to change the terms of, or reject any offer to purchase, the Notes prior to their Trade Date.
In the event of any changes to the terms of the Notes, we will notify you and you will be asked to accept such changes in connection with
your purchase. You may also choose to reject such changes in which case we may reject your offer to purchase.
| 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 us 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 and 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.
Under the 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 the relevant U.K. resolution
authority is satisfied that the resolution conditions are met. These conditions include that a U.K. bank or investment firm is failing
or is likely to fail to satisfy the Financial Services and Markets Act 2000 (the “FSMA”) threshold conditions for authorization
to carry on certain regulated activities (within the meaning of section 55B FSMA) or, in the case of a U.K. banking group company that
is a European Economic Area (“EEA”) or third country institution or investment firm, that the relevant EEA or third country
relevant authority is satisfied that the resolution conditions are met in respect of that entity.
The U.K. Bail-in Power includes
any write-down, conversion, transfer, modification and/or suspension power, which allows for (i) the reduction or cancellation of all,
or a portion, of the principal amount of, interest on, or any other amounts payable on, the Notes; (ii) the conversion of all, or a portion,
of the principal amount of, interest on, or any other amounts payable on, the Notes into shares or other securities or other obligations
of Barclays Bank PLC or another person (and the issue to, or conferral on, the holder or beneficial owner of the Notes such shares, securities
or obligations); (iii) the cancellation of the Notes and/or (iv) the amendment or alteration of the maturity of the Notes, or amendment
of the amount of interest or any other amounts due on the Notes, or the dates on which interest or any other amounts become payable, including
by suspending payment for a temporary period; which U.K. Bail-in Power may be exercised 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 of such U.K. Bail-in Power. Each holder and beneficial
owner of the Notes further acknowledges and agrees that the rights of the holders or 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. Bail-in Power by the relevant U.K. resolution authority.
For the avoidance of doubt, this consent and acknowledgment is not a waiver of any 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 the relevant U.K. resolution authority in breach of laws
applicable in England.
For more information, please see
“Key Risks—Risks Relating to the Issuer—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” in this pricing supplement as well as “U.K. Bail-in Power,” “Risk Factors—Risks
Relating to the Securities Generally—Regulatory action in 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 authority of a variety of statutory resolution powers, could materially
adversely affect the value of any securities” and “Risk Factors—Risks Relating to the Securities Generally—Under
the terms of the securities, you have agreed to be bound by the exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority”
in the accompanying prospectus supplement.
| Selected Purchase Considerations |
|
The Notes may be appropriate for you if:
¨ You
fully understand the risks inherent in an investment in the Notes, including the risk of loss of your entire principal amount.
¨ You
can tolerate a loss of a significant portion or all of your principal amount and are willing to make an investment that may have the full
downside market risk of an investment in the Underlying.
¨ You
believe the Underlying is likely to close at or above the Coupon Barrier on the specified Observation Dates, and, if it does not, you
can tolerate receiving few or no Contingent Coupons over the term of the Notes.
¨ You
believe the Final Underlying Price is not likely to be less than the Downside Threshold and, if it is, you can tolerate a loss of a significant
portion or all of your principal amount.
¨ You
understand and accept that you will not participate in any appreciation of the Underlying, which may be significant, and that your return
potential on the Notes is limited to any Contingent Coupons paid on the Notes.
¨ You
can tolerate fluctuations in the price of the Notes prior to maturity that may be similar to or exceed the downside fluctuations in the
price of the Underlying.
¨ You
are willing and able to hold Notes that will be called on the earliest quarterly Observation Date, beginning on November 17, 2025, on
which the Closing Price of the Underlying is greater than or equal to the Initial Underlying Price, and you are otherwise willing and
able to hold the Notes to maturity and accept that there may be little or no secondary market for the Notes.
¨ You
do not seek guaranteed current income from this investment, you are willing to accept the risk of contingent yield and you are willing
to forgo any dividends paid on the Underlying or the component securities held by the Underlying.
¨ You
understand and are willing to accept the risks associated with the Underlying.
¨ You
are willing and able to assume the credit risk of Barclays Bank PLC, as issuer of the Notes, for all payments under the Notes and understand
that if Barclays Bank PLC were to default on its payment obligations or become subject to the exercise of any U.K. Bail-in Power, you
might not receive any amounts due to you under the Notes, including any repayment of principal.
|
|
The Notes may not be appropriate for you if:
¨ You
do not fully understand the risks inherent in an investment in the Notes, including the risk of loss of your entire principal amount.
¨ You
require an investment designed to provide a full return of principal at maturity, you cannot tolerate a loss of a significant portion
or all of your principal amount or you are not willing to make an investment that may have the full downside market risk of an investment
in the Underlying.
¨ You
do not believe the Underlying is likely to close at or above the Coupon Barrier on the specified Observation Dates, or you cannot tolerate
receiving few or no Contingent Coupons over the term of the Notes.
¨ You
believe the Final Underlying Price is likely to be less than the Downside Threshold, which could result in a total loss of your principal
amount.
¨ You
seek an investment that participates in the full appreciation of the Underlying and whose return is not limited to any Contingent Coupons
paid on the Notes.
¨ You
cannot tolerate fluctuations in the price of the Notes prior to maturity that may be similar to or exceed the downside fluctuations in
the price of the Underlying.
¨ You
are unable or unwilling to hold Notes that will be called on the earliest quarterly Observation Date, beginning on November 17, 2025,
on which the Closing Price of the Underlying is greater than or equal to the Initial Underlying Price, or you are unable or unwilling
to hold the Notes to maturity and seek an investment for which there will be an active secondary market.
¨ You
seek guaranteed current income from your investment, you are unwilling to accept the risk of contingent yield or you prefer to receive
any dividends paid on the Underlying or the component securities held by the Underlying.
¨ You
do not understand or are not willing to accept the risks associated with the Underlying.
¨ You
prefer the lower risk, and therefore accept the potentially lower returns, of fixed income investments with comparable maturities and
credit ratings.
¨ You
are not willing or are unable to assume the credit risk of Barclays Bank PLC, as issuer of the Notes, for all payments due to you under
the Notes, including any repayment of principal. |
The considerations identified above are not exhaustive.
Whether or not the Notes are an appropriate investment for you will depend on your individual circumstances, and you should reach an investment
decision only after you and your investment, legal, tax, accounting and other advisors have carefully considered the appropriateness of
an investment in the Notes in light of your particular circumstances. You should also review carefully the “Key Risks” beginning
on page PS-9 of this pricing supplement and the “Risk Factors” beginning on page S-9 of the prospectus supplement for risks
related to an investment in the Notes. For more information about the Underlying, please see the section titled “iShares®
MSCI Emerging Markets ETF” below.
| Indicative Terms1 |
| Issuer: |
Barclays Bank PLC |
| Principal Amount: |
$10 per Note (subject to minimum investment of 100 Notes) |
| Term2,3: |
Approximately three years, unless called earlier |
| Reference Asset3: |
iShares® MSCI Emerging Markets ETF (Bloomberg ticker symbol “EEM”) (the “Underlying”) |
| Automatic Call Feature: |
The Issuer will automatically call the Notes if the Closing Price of the Underlying on any quarterly Observation Date, beginning on November 17, 2025, is greater than or equal to the Initial Underlying Price. If the Notes are automatically called, the Issuer will pay the principal amount of your Notes plus the Contingent Coupon due on the Coupon Payment Date that is also the Call Settlement Date, and no further amounts will be owed to you under the Notes. |
| Observation Dates2: |
As set forth under the “Observation Dates” column of the table under “Observation Dates/Coupon Payment Dates/Call Settlement Dates” below. The final Observation Date, November 15, 2027, is the “Final Valuation Date.” |
| Call Settlement Dates2: |
As set forth under the “Coupon Payment Dates/Call Settlement Dates” column of the table under “Observation Dates/Coupon Payment Dates/Call Settlement Dates” below |
| Contingent Coupon: |
If the Closing
Price of the Underlying is greater than or equal to the Coupon Barrier on any Observation Date, the Issuer will pay you the
Contingent Coupon applicable to that Observation Date.
If the Closing
Price of the Underlying is less than the Coupon Barrier on any Observation Date, the Contingent Coupon applicable to that Observation
Date will not accrue or be payable and the Issuer will not make any payment to you on the related Coupon Payment Date.
The Contingent Coupon is a fixed amount potentially payable quarterly
based on the per annum Contingent Coupon Rate. |
| Coupon Barrier3: |
A percentage of the Initial Underlying Price, as specified on the cover of this pricing supplement |
| Coupon Payment Dates2: |
As set forth under the “Coupon Payment Dates/Call Settlement Dates” column of the table under “Observation Dates/Coupon Payment Dates/Call Settlement Dates” below |
| Contingent Coupon Rate: |
The Contingent Coupon Rate is 5.75% per annum. Accordingly, the Contingent Coupon with respect to each Observation Date is equal to $0.1438 per Note. Whether Contingent Coupons will be paid on the Notes will depend on the performance of the Underlying. |
| Payment at Maturity (per Note): |
If the Notes
are not automatically called and the Final Underlying Price is greater than or equal to the Downside Threshold (which equals the Coupon
Barrier), the Issuer will pay you a cash payment on the Maturity Date equal to $10 per Note plus the Contingent Coupon
due on the Coupon Payment Date that is also the Maturity Date.
If the Notes
are not automatically called and the Final Underlying Price is less than the Downside Threshold, the Issuer will pay you a
cash payment on the Maturity Date per Note that is less than your principal amount, if anything, resulting in a percentage loss of principal
equal to the negative Underlying Return, calculated as follows:
$10 × (1 + Underlying Return)
Accordingly, you may lose a significant portion or all of
your principal at maturity, depending on how much the Underlying declines. 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. |
| Underlying Return: |
Final Underlying Price – Initial Underlying
Price
Initial Underlying Price |
| Downside Threshold3: |
A percentage of the Initial Underlying Price, as specified on the cover of this pricing supplement |
| Initial Underlying Price3: |
The Closing Price of the Underlying on November 14, 2024, as specified on the cover of this pricing supplement. The Initial Underlying Price is not the Closing Price of the Underlying on the Trade Date. |
| Final Underlying Price3: |
The Closing Price of the Underlying on the Final Valuation Date |
| Closing Price3: |
Closing Price has the meaning set forth under “Reference Assets—Exchange-Traded Funds—Special Calculation Provisions” in the prospectus supplement. |
| Calculation Agent: |
Barclays Bank PLC |
| 1 | Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them in the prospectus supplement. |
| 2 | Each Observation Date may be postponed if that Observation Date is not a scheduled trading day or if a market disruption event occurs
on that Observation Date as described under “Reference Assets—Exchange-Traded Funds—Market Disruption Events for Securities
with an Exchange-Traded Fund That Holds Equity Securities as a Reference Asset” in the accompanying prospectus supplement. In addition,
a Coupon Payment Date, a Call Settlement Date and/or the Maturity Date will be postponed if that day is not a business day or if the relevant
Observation Date is postponed as described under “Terms of the Notes—Payment Dates” in the accompanying prospectus supplement. |
| 3 | If the shares of the Underlying are de-listed or if the Underlying is liquidated or otherwise terminated, the Calculation Agent may
select a successor fund or, if no successor fund is available, may accelerate the Maturity Date. In addition, in the case of certain events
related to the Underlying, the Calculation Agent may adjust any variable, including but not limited to, the Underlying, Initial Underlying
Price, Final Underlying Price, Coupon Barrier, Downside Threshold and Closing Price of the Underlying if the Calculation Agent determines
that the event has a diluting or concentrative effect on the theoretical value of the shares of the Underlying. For more information,
see “Reference Assets—Exchange-Traded Funds—Adjustments Relating to Securities with an Exchange-Traded Fund as a Reference
Asset” in the accompanying prospectus supplement. |
| |
|
|
|
| |
November 14, 2024: |
|
The Closing Price of the Underlying (the Initial Underlying Price) is observed and the Coupon Barrier and Downside Threshold are determined. |
| |
 |
|
|
| |
Quarterly (callable beginning November 17, 2025): |
|
If the Closing Price of the Underlying is greater than or equal to the
Coupon Barrier on any Observation Date, the Issuer will pay you the Contingent Coupon applicable to that Observation Date.
However, if the Closing Price of the Underlying is less than the Coupon
Barrier on any Observation Date, no Contingent Coupon payment will be made with respect to that Observation Date.
The Issuer will automatically call the Notes if the Closing Price
of the Underlying on any quarterly Observation Date, beginning on November 17, 2025, is greater than or equal to the Initial Underlying
Price. If the Notes are automatically called, the Issuer will pay the principal amount of your Notes plus the Contingent Coupon due on
the Coupon Payment Date that is also the Call Settlement Date, and no further amounts will be owed to you under the Notes. |
| |
|
|
|
| |
Maturity Date: |
|
The Final Underlying Price is determined as of the Final Valuation Date.
If the Notes are not automatically called and the Final Underlying Price
is greater than or equal to the Downside Threshold (which equals the Coupon Barrier), the Issuer will pay you a cash payment on the Maturity
Date equal to $10 per Note plus the Contingent Coupon due on the Coupon Payment Date that is also the Maturity Date.
If the Notes are not automatically called and the Final Underlying Price
is less than the Downside Threshold, the Issuer will pay you a cash payment on the Maturity Date per Note that is less than your principal
amount, if anything, resulting in a percentage loss of principal equal to the negative Underlying Return, calculated as follows:
$10 × (1 + Underlying Return)
Accordingly, you may lose a significant portion or all of
your principal at maturity, depending on how much the Underlying declines. |
Investing in the Notes involves significant
risks. You may lose a significant portion or all of your principal amount. You may receive few or no Contingent Coupons during the term
of the Notes. The Final Underlying Price is observed relative to the Downside Threshold only on the Final Valuation Date, and the contingent
repayment of principal applies only if you hold the Notes to maturity. Generally, the higher the Contingent Coupon Rate on a Note, the
greater the risk of loss on that Note. Your return potential on the Notes is limited to any Contingent Coupons paid on the Notes, and
you will not participate in any appreciation of the Underlying. 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. If Barclays Bank PLC were to default on its payment
obligations or become subject to the exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority, you might not receive
any amounts owed to you under the Notes.
| Observation Dates/Coupon
Payment Dates/Call Settlement Dates |
| Observation Dates |
Coupon Payment Dates / Call Settlement Dates |
| February 18, 2025* |
February 20, 2025* |
| May 15, 2025* |
May 19, 2025* |
| August 15, 2025* |
August 19, 2025* |
| November 17, 2025 |
November 19, 2025 |
| February 17, 2026 |
February 19, 2026 |
| May 15, 2026 |
May 19, 2026 |
| August 17, 2026 |
August 19, 2026 |
| November 16, 2026 |
November 18, 2026 |
| February 16, 2027 |
February 18, 2027 |
| May 17, 2027 |
May 19, 2027 |
| August 16, 2027 |
August 18, 2027 |
| November 15, 2027 |
November 18, 2027 |
| *The Notes are NOT automatically callable until the fourth Observation Date, which is November 17, 2025. Thus, the first Call Settlement Date will be on or about November 19, 2025. |
An investment in the Notes involves significant risks. Investing in
the Notes is not equivalent to investing directly in the Underlying, the component securities held by the Underlying or the securities
composing the Underlying Index (as defined under “iShares® MSCI Emerging Markets ETF” below). Some of the risks
that apply to an investment in the Notes are summarized below, but we urge you to read the more detailed explanation of risks relating
to the Notes generally in the “Risk Factors” section of the prospectus supplement. You should not purchase the Notes unless
you understand and can bear the risks of investing in the Notes.
Risks Relating to the Notes Generally
| ¨ | You may lose a significant portion or all of your principal —
The Notes differ from ordinary debt securities in that the Issuer will not necessarily pay the full principal amount of the Notes at maturity.
If the Notes are not automatically called, at maturity, the Issuer will pay you the principal amount of your Notes only if the Final Underlying
Price is greater than or equal to the Downside Threshold and will make such payment only at maturity. If the Notes are not automatically
called and the Final Underlying Price is less than the Downside Threshold, you will be exposed to the full decline in the Underlying and
the Issuer will repay less than the full principal amount of the Notes at maturity, if anything, resulting in a percentage loss of principal
equal to the negative Underlying Return. Accordingly, you may lose a significant portion or all of your principal. |
| ¨ | You may not receive any Contingent Coupons — The Issuer
will not necessarily make periodic coupon payments on the Notes. If the Closing Price of the Underlying on an Observation Date is less
than the Coupon Barrier, the Issuer will not pay you the Contingent Coupon applicable to that Observation Date. If the Closing Price of
the Underlying is less than the Coupon Barrier on each of the Observation Dates, the Issuer will not pay you any Contingent Coupons during
the term of the Notes, and you will not receive a positive return on your Notes. Generally, this non-payment of the Contingent Coupon
coincides with a period of greater risk of principal loss on your Notes. |
| ¨ | Your return potential on the Notes is limited to any Contingent Coupons
paid on the Notes, and you will not participate in any appreciation of the Underlying — The return potential of the Notes
is limited to the pre-specified per annum Contingent Coupon Rate, regardless of any appreciation of the Underlying. In addition, the total
return on the Notes will vary based on the number of Observation Dates on which the Closing Price of the Underlying has been greater than
or equal to the Coupon Barrier prior to maturity or an automatic call. Further, if the Notes are automatically called pursuant to the
Automatic Call Feature, you will not receive Contingent Coupons or any other payment in respect of any Observation Dates after the applicable
Call Settlement Date. Because the Notes could be called as early as the fourth Observation Date, the total return on the Notes could be
minimal. If the Notes are not automatically called, you may be subject to the decline in the price of the Underlying even though you will
not participate in any of the Underlying’s appreciation. As a result, the return on an investment in the Notes could be less than
the return on a direct investment in the Underlying or the component securities held by the Underlying. |
| ¨ | Reinvestment risk — If your Notes are automatically called
early, the holding period over which you would receive the per annum Contingent Coupon Rate could be as short as approximately one year.
There is no guarantee that you would be able to reinvest the proceeds from an investment in the Notes in a comparable investment with
a similar level of risk in the event the Notes are automatically called prior to the Maturity Date. The likelihood that the Notes will
be automatically called prior to the Maturity Date is highest earlier in their term. Generally, the longer the Notes remain outstanding,
the less likely it is that the Notes will be automatically called, due to the decline in the price of the Underlying that has caused the
Notes not to be automatically called on an earlier Observation Date and the shorter time remaining for the price of the Underlying to
increase to or above the Initial Underlying Price on a subsequent Observation Date. If the Notes are not automatically called, you might
be exposed to the full decline in the Underlying. |
| ¨ | Any payment on the Notes will be determined based on the Closing Prices
of the Underlying on the dates specified — Any payment on the Notes will be determined based on the Closing Prices of
the Underlying on the dates specified. You will not benefit from any more favorable value of the Underlying determined at any other time. |
| ¨ | Contingent repayment of principal applies only at maturity or upon any
automatic call — You should be willing to hold your Notes to maturity or any automatic call. The market value of the
Notes may fluctuate between the date you purchase them and the Final Valuation Date. If you are able to sell your Notes prior to maturity
in the secondary market, if any, you may have to sell them at a loss relative to your principal amount even if at that time the price
of the Underlying is greater than or equal to the Downside Threshold. |
| ¨ | A higher Contingent Coupon Rate and/or a lower Coupon Barrier and/or Downside
Threshold may reflect greater expected volatility of the Underlying, which is generally associated with a greater risk of loss —
Volatility is a measure of the degree of variation in the price of the Underlying over a period of time. The greater the expected volatility
of the Underlying at the time the terms of the Notes are set, the greater the expectation is at that time that you may not receive one
or more, or all, Contingent Coupon payments and that you may lose a significant portion or all of your principal at maturity. In addition,
the economic terms of the Notes, including the Contingent Coupon Rate, the Coupon Barrier and the Downside Threshold, are based, in part,
on the expected volatility of the Underlying at the time the terms of the Notes are set, where higher expected volatility will generally
be reflected in a higher Contingent Coupon Rate than the fixed rate we would pay on conventional debt securities of the same maturity
and/or on otherwise comparable securities and/or a lower Coupon Barrier and/or a lower Downside Threshold as compared to otherwise comparable
securities. Accordingly, a higher Contingent Coupon Rate will generally be indicative of a greater risk of loss while a lower Coupon Barrier
or Downside Threshold does not necessarily indicate that the Notes have a greater likelihood of paying Contingent Coupon payments or returning
your principal at maturity. You should be willing to accept the downside market risk of the Underlying and the potential loss of a significant
portion or all of your principal at maturity. |
| ¨ | Owning the Notes is not the same as owning the Underlying, the component
securities held by the Underlying or the securities composing the Underlying Index — The return on your Notes may not
reflect the return you would realize if you actually owned the Underlying, the component securities held by the Underlying or the securities
composing the Underlying Index. For instance, as a holder of the Notes, you will not have voting rights or rights to receive cash dividends
or other distributions or any other rights that holders of the Underlying, the component securities held by the Underlying or the securities
composing the Underlying Index would have. |
| ¨ | No assurance that the investment view implicit in the Notes will be successful
— It is impossible to predict whether and the extent to which the price of the Underlying will rise or fall. There can be no assurance
that the price of the Underlying will not close below the Downside Threshold on the Final Valuation Date. The price of the Underlying
will be influenced by complex and interrelated political, economic, financial and other factors that affect the Underlying, the component
securities held by the Underlying or the securities composing the Underlying Index. You should be willing to accept the downside risks
associated with equities in general and the Underlying in particular, and the risk of losing a significant portion or all of your principal
amount. |
| ¨ | Tax treatment — Significant aspects of the tax treatment
of the Notes are uncertain. You should consult your tax advisor about your tax situation. See “What Are the Tax Consequences of
an Investment in the Notes?” on page PS-18 of this pricing supplement. |
Risks Relating to the Issuer
| ¨ | Credit of Issuer — The Notes are unsecured and unsubordinated
debt obligations of the Issuer, Barclays Bank PLC, and are not, either directly or indirectly, an obligation of any third party. Any payment
to be made on the Notes, including any repayment of principal, is subject to the ability of Barclays Bank PLC to satisfy its obligations
as they come due and is not guaranteed by any third party. As a result, the actual and perceived creditworthiness of Barclays Bank
PLC may affect the market value of the Notes and, in the event Barclays Bank PLC were to default on its obligations, you might not receive
any amount 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. resolution
authority — 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 and 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 as set
forth under “Consent to U.K. Bail-in Power” in this pricing supplement. Accordingly, any U.K. Bail-in Power may be exercised
in such a manner as to result in you and other 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 security from the Notes, which may be worth significantly less than the Notes and which may have
significantly fewer protections than those typically afforded to debt securities. Moreover, the relevant U.K. resolution authority may
exercise the U.K. Bail-in Power without providing any advance notice to, or requiring the consent of, the holders and beneficial owners
of the Notes. The exercise of any U.K. Bail-in Power by the relevant U.K. resolution authority with respect to the Notes will not be a
default or an Event of Default (as each term is defined in the senior debt securities indenture) and the trustee will not be liable for
any action that 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 U.K. resolution authority with respect to the Notes. See “Consent to U.K. Bail-in Power” in this pricing supplement
as well as “U.K. Bail-in Power,” “Risk Factors—Risks Relating to the Securities Generally—Regulatory action
in 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
authority of a variety of statutory resolution powers, could materially adversely affect the value of any securities” and “Risk
Factors—Risks Relating to the Securities Generally—Under the terms of the securities, you have agreed to be bound by the exercise
of any U.K. Bail-in Power by the relevant U.K. resolution authority” in the accompanying prospectus supplement. |
Risks Relating to the Underlying
| ¨ | Certain features of the Underlying will impact the value of the Notes
— The performance of the Underlying will not fully replicate the performance of the Underlying Index, and the Underlying
may hold securities or other assets not included in the Underlying Index. The value of the Underlying is subject to: |
| ¨ | Management risk. This is the risk that the investment strategy for the Underlying, the implementation of which is subject to
a number of constraints, may not produce the intended results. The Underlying’s investment adviser may have the right to use a portion
of the Underlying’s assets to invest in shares of equity securities that are not included in the Underlying Index. The Underlying
is not actively managed, and the Underlying’s investment adviser will generally not attempt to take defensive positions in declining
markets. |
| ¨ | Derivatives risk. The Underlying may invest in derivatives, including forward contracts, futures contracts, options on futures
contracts, options and swaps. A derivative is a financial contract, the value of which depends on, or is derived from, the value of an
underlying asset such as a security or an index. Compared to conventional securities, derivatives can be more sensitive to changes in
interest rates or to sudden fluctuations in market prices, and thus the Underlying’s losses may be greater than if the Underlying
invested only in conventional securities. |
| ¨ | Transaction costs and fees. Unlike the Underlying Index, the Underlying will reflect transaction costs and fees that will reduce
its performance relative to the Underlying Index. |
Generally, the longer the time remaining
to maturity, the more the market price of the Notes will be affected by the factors described above. In addition, the Underlying may diverge
significantly from the performance of the Underlying Index due to differences in trading hours between the Underlying and the securities
composing the Underlying Index or other circumstances. During periods of market volatility, the component securities held by the Underlying
may be unavailable in the secondary market, market participants may be
unable to calculate accurately the
intraday net asset value per share of the Underlying and the liquidity of the Underlying may be adversely affected. This kind of market
volatility may also disrupt the ability of market participants to create and redeem shares in the Underlying. Further, market volatility
may adversely affect, sometimes materially, the prices at which market participants are willing to buy and sell shares of the Underlying.
As a result, under these circumstances, the market value of the Underlying may vary substantially from the net asset value per share of
the Underlying. Because the Notes are linked to the performance of the Underlying and not the Underlying Index, the return on your Notes
may be less than that 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 adjustments — The Calculation Agent may in its sole discretion make adjustments affecting the amounts
payable on the Notes upon the occurrence of certain events that the Calculation Agent determines have a diluting or concentrative effect
on the theoretical value of the shares of the Underlying. However, the Calculation Agent might not make such adjustments in response to
all events that could affect the shares of the Underlying. The occurrence of any such event and any adjustment made by the Calculation
Agent (or a determination by the Calculation Agent not to make any adjustment) may adversely affect the market price of, and any amounts
payable on, the Notes. See “Reference Assets—Exchange-Traded Funds—Adjustments Relating to Securities with an Exchange-Traded
Fund as a Reference Asset—Anti-dilution Adjustments” in the accompanying prospectus supplement. |
| ¨ | Adjustments to the Underlying or the Underlying Index could adversely affect
the value of the Notes or result in the Notes being accelerated — The investment adviser of the Underlying may add, delete
or substitute the component securities held by the Underlying or make changes to its investment strategy, and the sponsor of the Underlying
Index may add, delete, substitute or adjust the securities composing the Underlying Index or make other methodological changes to the
Underlying Index that could affect its performance. In addition, if the shares of the Underlying are de-listed or if the Underlying is
liquidated or otherwise terminated, the Calculation Agent may select a successor fund that the Calculation Agent determines to be comparable
to the Underlying or, if no successor fund is available, the Maturity Date of the Notes will be accelerated for a payment determined by
the Calculation Agent. Any of these actions could adversely affect the value of the Underlying and, consequently, the value of the Notes.
Any amount payable upon acceleration could 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 accelerate the Notes, the value of, and any amount payable on, the Notes could be adversely affected, perhaps
significantly. See “Reference Assets—Exchange-Traded Funds—Adjustments Relating to Securities with an Exchange-Traded
Fund as a Reference Asset—Discontinuance of an Exchange-Traded Fund” in the accompanying prospectus supplement. |
| ¨ | Non-U.S. securities markets risks — The component securities
held by the Underlying are issued by non-U.S. companies in non-U.S. securities markets. Investments in securities linked to the value
of such non-U.S. equity securities, such as the Notes, involve risks associated with the securities markets in the home countries of the
issuers of those non-U.S. equity securities, including risks of volatility in those markets, governmental intervention in those markets
and cross shareholdings in companies in certain countries. Also, there is generally less publicly available information about companies
in some of these jurisdictions than there is about U.S. companies that are subject to the reporting requirements of the SEC, and generally
non-U.S. companies are subject to accounting, auditing and financial reporting standards and requirements and securities trading rules
different from those applicable to U.S. reporting companies. The prices of securities in non-U.S. markets may be affected by political,
economic, financial and social factors in those countries, or global regions, including changes in government, economic and fiscal policies
and currency exchange laws. |
| ¨ | Risks associated with emerging markets — The component
securities held by the Underlying have been issued by companies based in emerging markets. Emerging markets pose further risks in addition
to the risks associated with investing in foreign equity markets generally. Countries with emerging markets may have relatively unstable
financial markets and governments; may present the risks of nationalization of businesses; may impose restrictions on currency conversion,
exports or foreign ownership and prohibitions on the repatriation of assets; may pose a greater likelihood of regulation by the national,
provincial and local governments of the emerging market countries, including the imposition of currency exchange laws and taxes; and may
have less protection of property rights, less access to legal recourse and less comprehensive financial reporting and auditing requirements
than more developed countries. The economies of countries with emerging markets may be based on only a few industries, may be highly vulnerable
to changes in local or global trade conditions, and may suffer from extreme and volatile debt burdens or inflation rates. Local securities
markets may trade a small number of securities and may be unable to respond effectively to increases in trading volume, potentially making
prompt liquidation of holdings difficult or impossible at times. Moreover, the economies in such countries may differ unfavorably from
the economy in the United States in such respects as growth of gross national product, rate of inflation, capital reinvestment, resources,
self-sufficiency and balance of payment positions. The currencies of emerging markets may also be less liquid and more volatile than those
of developed markets and may be affected by political and economic developments in different ways than developed markets. The foregoing
factors may adversely affect the performance of companies based in emerging markets. |
Since June 2018, the component securities
held by the Underlying have included equity securities that are traded on mainland Chinese exchanges (as distinct from exchanges in Hong
Kong). Shares traded on mainland Chinese exchanges, referred to as A-shares, are subject to regulation by Chinese authorities, as well
as certain foreign ownership restrictions. These regulations may adversely affect the price of A-shares. Trading in A-shares may be less
liquid and subject to greater volatility, including as a result of actions by the Chinese government, than trading on international exchanges
outside of mainland China.
| ¨ | The price of the Underlying is subject to currency exchange risk with respect
to the U.S. dollar and the non-U.S. currencies represented in the Underlying — Because the price of the Underlying is related
to the U.S. dollar value of the component securities held by the Underlying, the price of the Underlying will be exposed to the currency
exchange rate risk with respect to each of the currencies in which the component securities held by the Underlying trade. An investor’s
net exposure will depend on the extent to which each of those non-U.S. currencies strengthens or weakens against the U.S. dollar and the
relative weight of the component securities denominated in those non-U.S. currencies. If, taking into account the relevant weighting,
the U.S. dollar strengthens against those non-U.S. currencies, the price of the Underlying will be adversely affected and any payments
on the Notes may be reduced. |
Exchange rate movements
for a particular currency are volatile and are the result of numerous factors, including the supply of, and the demand for, those currencies,
as well as government policy, intervention or actions, but are also influenced significantly from time to time by political or economic
developments, and by macroeconomic factors and speculative actions related to the relevant region. Of particular importance to potential
currency exchange risk are:
| ¨ | existing and expected rates of inflation; |
| ¨ | existing and expected interest rate levels; |
| ¨ | the balance of payments between the countries represented in the Underlying and the United States; and |
| ¨ | the extent of governmental surpluses or deficits in the countries represented in the Underlying and the United States. |
All
of these factors are in turn sensitive to the monetary, fiscal and trade policies pursued by the governments of the countries represented
in the Underlying, the United States and other countries important to international trade and finance.
Risks Relating to Conflicts of Interest
| ¨ | Dealer incentives —
We, the Agents and affiliates of the Agents act in various capacities with respect to the Notes. The Agents and various affiliates
may act as a principal, agent or dealer in connection with the Notes. Such Agents, including the sales representatives of UBS Financial
Services Inc., will derive compensation from the distribution of the Notes and such compensation may serve as an incentive to sell these
Notes instead of other investments. We will pay compensation as specified on the cover of this pricing supplement to the Agents in connection
with the distribution of the Notes, and such compensation may be passed on to affiliates of the Agents or other third party distributors. |
| ¨ | Potentially inconsistent research, opinions or recommendations by Barclays
Capital Inc., UBS Financial Services Inc. or their respective affiliates — Barclays Capital Inc., UBS Financial Services
Inc. or their respective affiliates and agents may publish research from time to time on financial markets and other matters that may
influence the value of the Notes, or express opinions or provide recommendations that are inconsistent with purchasing or holding the
Notes. Any research, opinions or recommendations expressed by Barclays Capital Inc., UBS Financial Services Inc. or their respective affiliates
or agents may not be consistent with each other and may be modified from time to time without notice. You should make your own independent
investigation of the merits of investing in the Notes and the Underlying. |
| ¨ | Potential Barclays Bank PLC impact on the market price of the Underlying
— Trading or transactions by Barclays Bank PLC or its affiliates in the Underlying, the component securities held by the Underlying
or the securities composing the Underlying Index and/or over-the-counter options, futures or other instruments with returns linked to
the performance of the Underlying, the component securities held by the Underlying or the securities composing the Underlying Index may
adversely affect the market price of the Underlying and, therefore, the market value of the Notes. |
| ¨ | We and our affiliates may engage in various activities or make determinations
that could materially affect your Notes in various ways and create conflicts of interest — We and our affiliates play
a variety of roles in connection with the issuance of the Notes, as described below. In performing these roles, our and our affiliates’
economic interests are potentially adverse to your interests as an investor in the Notes. |
In connection with our normal business activities
and in connection with hedging our obligations under the Notes, we and our affiliates make markets in and trade various financial instruments
or products for our accounts and for the account of our clients and otherwise provide investment banking and other financial services
with respect to these financial instruments and products. These financial instruments and products may include securities, derivative
instruments or assets that may relate to the Underlying or its components. In any such market making, trading and hedging activity, investment
banking and other financial services, we or our affiliates may take positions or take actions that are inconsistent with, or adverse to,
the investment objectives of the holders of the Notes. We and our affiliates have no obligation to take the needs of any buyer, seller
or holder of the Notes into account in conducting these activities. Such market making, trading and hedging activity, investment banking
and other financial services may negatively impact the value of the Notes.
In addition, the role played by Barclays
Capital Inc., as the agent for the Notes, could present significant conflicts of interest with the role of Barclays Bank PLC, as issuer
of the Notes. For example, Barclays Capital Inc. or its representatives may derive compensation or financial benefit from the distribution
of the Notes and such compensation or financial benefit may serve as an incentive to sell the Notes instead of other investments. Furthermore,
we and our affiliates establish the offering price of the Notes for initial sale to the public, and the offering price is not based upon
any independent verification or valuation.
In addition to the activities described
above, we will also act as the Calculation Agent for the Notes. As Calculation Agent, we will determine any values of the Underlying and
make any other determinations necessary to calculate any payments on the Notes. In making these determinations, we may be required to
make discretionary judgments, including determining whether a market disruption event has occurred on any date that the value of the Underlying
is to be determined; if the shares of the Underlying are de-listed or if the Underlying is liquidated or otherwise terminated, selecting
a successor fund or, if no successor fund is available, determining whether to accelerate the Maturity Date; and determining whether to
adjust any variable described herein in the case of certain events related to the Underlying that the Calculation Agent determines have
a diluting or concentrative effect on the theoretical value of the shares of the Underlying. In making these discretionary judgments,
our economic interests are potentially adverse to your interests as 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 Market
| ¨ | There may be little or no secondary market for the Notes —
The Notes will not be listed on any securities exchange. Barclays Capital Inc. and other affiliates of 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 market making at any time, without
notice. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell 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 to trade your Notes is likely
to depend on the price, if any, at which Barclays Capital Inc. and other affiliates of Barclays Bank PLC are willing to buy the Notes.
The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your Notes to maturity. |
| ¨ | Many economic and market factors will impact the value of the Notes —
Structured notes, including the Notes, can be thought of as securities that combine a debt instrument with one or more options or other
derivative instruments. As a result, the factors that influence the values of debt instruments and options or other derivative instruments
will also influence the terms and features of the Notes at issuance and their value in the secondary market. Accordingly, in addition
to the price of the Underlying on any day, the value of the Notes will be affected by a number of economic and market factors that may
either offset or magnify each other, including: |
| ¨ | the expected volatility of the Underlying and the component securities held by the Underlying; |
| ¨ | the time to maturity of the Notes; |
| ¨ | the market price of, and dividend rate on, the Underlying; |
| ¨ | interest and yield rates in the market generally; |
| ¨ | supply and demand for the Notes; |
| ¨ | a variety of economic, financial, political, regulatory and judicial events; |
| ¨ | the exchange rates relative to the U.S. dollar with respect to each of the currencies in which the component securities held by the
Underlying trade; and |
| ¨ | our creditworthiness, including actual or anticipated downgrades in our credit ratings. |
| ¨ | The estimated value of your Notes is expected to be lower than the initial
issue price of your Notes — The estimated value of your Notes on the Trade Date is expected to be lower, and may be significantly
lower, than the initial issue price of your Notes. The difference between the initial issue price of your Notes and the estimated value
of the Notes is expected as a result of certain factors, such as any sales commissions expected to be paid to Barclays Capital Inc. or
another affiliate of ours, any selling concessions, discounts, commissions or fees expected to be allowed or paid to non-affiliated intermediaries,
the estimated profit that we or any of our affiliates expect to earn in connection with structuring the Notes, the estimated cost that
we may incur in hedging our obligations under the Notes, and estimated development and other costs that we may incur in connection with
the 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 your Notes
on the Trade Date is based on a number of variables, including our internal funding rates. Our internal funding rates may vary from the
levels at which our benchmark debt securities trade in the secondary market. As a result of this difference, the estimated values referenced
above might be lower if such estimated values were based on the levels at which our benchmark debt securities trade in the secondary market.
Also, this difference in funding rate as well as certain factors, such as sales commissions, selling concessions, estimated costs and
profits mentioned below, reduces the economic terms of the Notes to you. |
| ¨ | 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 on the Trade Date is based on our internal pricing models, which take into account a number of variables and are based
on a number of subjective assumptions, which may or may not materialize. These variables and assumptions are not evaluated or verified
on an independent basis. Further, our pricing models may be different from other financial institutions’ pricing models and the
methodologies used by us to estimate the value of the Notes may not be consistent with those of other financial institutions that may
be purchasers or sellers of Notes in the secondary market. As a result, the secondary market price of your Notes may be materially different
from the estimated value of the Notes determined by reference to our internal pricing models. |
| ¨ | 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
initial issue price of your Notes and may be lower than the estimated value of your Notes — The estimated value of the
Notes will not be a prediction of the prices at which Barclays Capital Inc., other affiliates of ours or third parties may be willing
to purchase the Notes from you in secondary market transactions (if they are 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 at any time will be influenced by many factors that cannot
be predicted, such as market conditions, and any bid and ask spread for similar sized trades, and may be substantially less than our estimated
value of the Notes. Further, as secondary market prices of your Notes take into account the levels at which our debt securities trade
in the secondary market, and do not take into account our various costs related to the Notes such as fees, commissions, discounts, and
the costs of hedging our obligations under the Notes, secondary market prices of your Notes will likely be lower than the initial issue
price of your Notes. As a result, the price at which Barclays Capital Inc., other affiliates of ours or third parties may be willing to
purchase the Notes from you in secondary market |
transactions, if any, will 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 to 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 account statements, if we provide any customer account statements at all, may not
be indicative of future prices of your Notes — Assuming that all relevant factors remain constant after the Trade Date,
the price at which Barclays Capital Inc. 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 obligated to do) and the value that we may initially use for customer account statements, if we provide
any customer account statements at all, may exceed our estimated value of the Notes on the Trade Date, as well as the secondary market
value of the Notes, for a temporary period after the initial issue date of the Notes. The price at which Barclays Capital Inc. may initially
buy or sell the Notes in the secondary market and the value that we may initially use for customer account statements may not be indicative
of future prices of your Notes. Please see “Additional Information Regarding Our Estimated Value of the Notes” on page PS-3
for further information. |
Hypothetical terms only. Actual terms may vary.
See the cover page for actual offering terms.
The examples below illustrate the payment upon a call or at maturity
for a $10 principal amount Note on a hypothetical offering of the Notes under various scenarios, with the assumptions set forth below.*
You should not take these examples as an indication or assurance of the expected performance of the Notes. The examples below do not take
into account any tax consequences from investing in the Notes. Numbers appearing in the examples below have been rounded for ease of analysis.
| Term: |
Approximately three years (unless called earlier) |
| Contingent Coupon Rate: |
5.75% per annum (or 1.4375% per quarter) |
| Contingent Coupon: |
$0.1438 per quarter |
| Hypothetical Initial Underlying Price: |
$100.00 |
| Hypothetical Coupon Barrier: |
$60.00 (which is 60.00% of the hypothetical Initial Underlying Price) |
| Hypothetical Downside Threshold: |
$60.00 (which is 60.00% of the hypothetical Initial Underlying Price) |
| Observation Dates: |
Quarterly, as set forth under “Indicative Terms” and “Observation Dates/Coupon Payment Dates/Call Settlement Dates” in this pricing supplement. The Notes will be automatically callable beginning on the fourth Observation Date. |
| * | Terms used for purposes of these hypothetical examples do not represent the actual Initial Underlying Price, Coupon Barrier or Downside
Threshold. The hypothetical Initial Underlying Price of $100.00 has been chosen for illustrative purposes only and does not represent
the actual Initial Underlying Price. The actual Initial Underlying Price, Coupon Barrier and Downside Threshold are set forth on the cover
of this pricing supplement. For historical Closing Prices of the Underlying, please see the historical information set forth under the
section titled “iShares® MSCI Emerging Markets ETF” below. We cannot predict the Closing Price of the Underlying
on any day during the term of the Notes, including on any Observation Date. |
The examples below are purely hypothetical. These examples are intended
to illustrate (a) under what circumstances the Notes will be subject to an automatic call, (b) how the payment of a Contingent Coupon
with respect to any Observation Date will depend on whether the Closing Price of the Underlying on that Observation Date is less than
the Coupon Barrier, (c) how the value of the payment at maturity on the Notes will depend on whether the Final Underlying Price is less
than the Downside Threshold and (d) how the total return on the Notes may be less than the total return on a direct investment in the
Underlying or the component securities held by the Underlying in certain scenarios. The “total return” as used in this pricing
supplement is the number, expressed as a percentage, that results from comparing the total payments per Note over the term of the Notes
to the $10 principal amount.
Example 1 — Notes Are Automatically Called on the Fourth Observation
Date
| Observation Date |
|
Closing Price |
|
Payment (per Note) |
| First Observation Date |
|
$105.00 |
|
Closing Price of Underlying at or above Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying at or above Coupon Barrier; Issuer pays Contingent Coupon of $0.1438 on first Coupon Payment Date. |
| Second Observation Date |
|
$45.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on second Coupon Payment Date. |
| Third Observation Date |
|
$45.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on third Coupon Payment Date. |
| Fourth Observation Date |
|
$105.00 |
|
Closing Price of Underlying at or above Initial Underlying Price; Notes are automatically called; Issuer pays principal plus Contingent Coupon of $0.1438 on Call Settlement Date. |
| Total Payments (per Note): |
|
Payment on Call Settlement Date: |
$10.1438 ($10.00 + $0.1438) |
| |
|
Prior Contingent Coupons: |
$0.1438 ($0.1438 × 1) |
| |
|
Total: |
$10.2876 |
| |
|
Total Return: |
2.876% |
Because the Closing Price of the Underlying is greater than or equal
to the Initial Underlying Price on the fourth Observation Date (which is approximately one year after the Trade Date and is the first
Observation Date on which the Notes are callable), the Notes are automatically called on that Observation Date. The Issuer will pay you
on the Call Settlement Date $10.1438 per Note, which is equal to your principal amount plus the Contingent Coupon due on the Coupon
Payment Date that is also the Call Settlement Date. No further amounts will be owed to you under the Notes.
In addition, because the Closing Price of the Underlying was greater
than or equal to the Coupon Barrier on the first Observation Date, the Issuer will pay the Contingent Coupon of $0.1438 on the first Coupon
Payment Date. However, because the Closing Price of the Underlying was less than the Coupon Barrier on the second and third Observation
Dates, the Issuer will not pay any Contingent Coupon on the Coupon
Payment Dates following those Observation Dates. Accordingly, the Issuer
will have paid a total of $10.2876 per Note for a total return of 2.876% on the Notes.
Example 2 — Notes Are NOT Automatically Called and the Final
Underlying Price Is At or Above the Downside Threshold
| Observation Date |
|
Closing Price |
|
Payment (per Note) |
| First Observation Date |
|
$95.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying at or above Coupon Barrier; Issuer pays Contingent Coupon of $0.1438 on first Coupon Payment Date. |
| Second Observation Date |
|
$75.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying at or above Coupon Barrier; Issuer pays Contingent Coupon of $0.1438 on second Coupon Payment Date. |
| Third Observation Date |
|
$50.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on third Coupon Payment Date. |
| Fourth to Eleventh Observation Dates |
|
Various (below Coupon Barrier) |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically called. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on any of the fourth to eleventh Coupon Payment Dates. |
| Twelfth Observation Date (the Final Valuation Date) |
|
$70.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically called. Final Underlying Price at or above Downside Threshold and Coupon Barrier; Issuer pays principal plus Contingent Coupon of $0.1438 on Maturity Date. |
| Total Payments (per Note): |
|
Payment at Maturity: |
$10.1438 ($10.00 + $0.1438) |
| |
|
Prior Contingent Coupons: |
$0.2876 ($0.1438 × 2) |
| |
|
Total: |
$10.4314 |
| |
|
Total Return: |
4.314% |
Because the Closing Price of the Underlying was less than the Initial
Underlying Price on each Observation Date on and after the fourth Observation Date (which is approximately one year after the Trade Date
and is the first Observation Date on which the Notes are callable), the Notes are not automatically called. Because the Final Underlying
Price is greater than or equal to the Downside Threshold and Coupon Barrier, the Issuer will pay you on the Maturity Date $10.1438 per
Note, which is equal to your principal amount plus the Contingent Coupon due on the Coupon Payment Date that is also the Maturity
Date.
In addition, because the Closing Price of the Underlying was greater
than or equal to the Coupon Barrier on the first and second Observation Dates, the Issuer will pay the Contingent Coupon of $0.1438 on
each of the first and second Coupon Payment Dates. However, because the Closing Price of the Underlying was less than the Coupon Barrier
on the third through eleventh Observation Dates, the Issuer will not pay any Contingent Coupon on the Coupon Payment Dates following those
Observation Dates. Accordingly, the Issuer will have paid a total of $10.4314 per Note for a total return of 4.314% on the Notes.
Example 3 — Notes Are NOT Automatically Called and the Final
Underlying Price Is Below the Downside Threshold
| Observation Date |
|
Closing Price |
|
Payment (per Note) |
| First Observation Date |
|
$40.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on first Coupon Payment Date. |
| Second Observation Date |
|
$50.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on second Coupon Payment Date. |
| Third Observation Date |
|
$40.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically callable because Observation Date is prior to the fourth Observation Date. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on third Coupon Payment Date. |
| Fourth to Eleventh Observation Dates |
|
Various (below Coupon Barrier) |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically called. Closing Price of Underlying below Coupon Barrier; Issuer DOES NOT pay Contingent Coupon on any of the fourth to eleventh Coupon Payment Dates. |
| Twelfth Observation Date (the Final Valuation Date) |
|
$45.00 |
|
Closing Price of Underlying below Initial Underlying Price; Notes NOT automatically called. Closing Price of Underlying below Coupon Barrier and Downside Threshold; Issuer DOES NOT pay Contingent Coupon on Maturity Date; Issuer repays less than the principal amount resulting in a percentage loss of principal equal to the decline of the Underlying. |
| Total Payments (per Note): |
|
Payment at Maturity: |
$4.50 |
| |
|
Prior Contingent Coupons: |
$0.00 |
| |
|
Total: |
$4.50 |
| |
|
Total Return: |
-55.00% |
Because the Closing Price of the Underlying is less than the Initial
Underlying Price on each Observation Date on and after the fourth Observation Date (which is approximately one year after the Trade Date
and is the first Observation Date on which the Notes are callable), the Notes are not automatically called. Because the Final Underlying
Price is less than the Downside Threshold on the Final Valuation Date, at maturity, the Issuer will pay you a total of $4.50 per Note,
for a total return of -55.00% on the Notes, calculated as follows:
$10 × (1 + Underlying Return) = $10 ×
(1 + -55.00%) = $4.50
In addition, because the Closing Price of the Underlying is less than
the Coupon Barrier on each Observation Date, the Issuer will not pay any Contingent Coupons over the term of the Notes.
| What Are the Tax Consequences of
an Investment in the Notes? |
You should review carefully the sections in the accompanying prospectus
supplement entitled “Material U.S. Federal Income Tax Consequences—Tax Consequences to U.S. Holders—Notes Treated as
Prepaid Forward or Derivative Contracts with Associated Contingent Coupons” and, if you are a non-U.S. holder, “—Tax
Consequences to Non-U.S. Holders.” The following discussion supersedes the discussion in the accompanying prospectus supplement
to the extent it is inconsistent therewith.
In determining our reporting responsibilities, if any, we intend to
treat (i) the Notes for U.S. federal income tax purposes as prepaid forward contracts with associated contingent coupons and (ii) any
Contingent Coupons as ordinary income, as described in the section entitled “Material U.S. Federal Income Tax Consequences—Tax
Consequences to U.S. Holders—Notes Treated as Prepaid Forward or Derivative Contracts with Associated Contingent Coupons”
in the accompanying prospectus supplement. Our special tax counsel, Davis Polk & Wardwell LLP, has advised that it believes this treatment
to be reasonable, but 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
described above is respected, upon a sale or exchange of the Notes (including redemption upon an automatic call or at maturity), you should
recognize capital gain or loss equal to the difference between the amount realized on the sale or exchange and your tax basis in the Notes,
which should equal the amount you paid to acquire the Notes (assuming Contingent Coupons are properly treated as ordinary income, consistent
with the position referred to above). This gain or loss should be short-term capital gain or loss unless you hold the Notes for 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 of the
Notes at the issue price. The deductibility of capital losses is subject to limitations. If you sell your Notes between the time your
right to a Contingent Coupon is fixed and the time it is paid, it is likely that you will be treated as receiving ordinary income equal
to the Contingent Coupon. Although uncertain, it is possible that proceeds received from the sale or exchange of your Notes prior to an
Observation Date but that can be attributed to an expected Contingent Coupon payment could be treated as ordinary income. You should consult
your tax advisor regarding this issue.
As noted above, there are other reasonable treatments that the IRS or
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,
in 2007 the U.S. Treasury Department and the IRS released a notice requesting comments on the U.S. federal income tax treatment of “prepaid
forward contracts” and similar instruments. The notice focuses in particular on whether to require investors in these instruments
to accrue income over the term of their investment. It also asks for comments on a number of related topics, including the character of
income or loss with respect to these instruments and the relevance of factors such as the nature of the underlying property to which the
instruments are linked. While the notice requests comments on appropriate transition rules and effective dates, any Treasury regulations
or other guidance promulgated after consideration of these issues could materially affect the tax consequences of an investment in the
Notes, possibly with retroactive effect. You should consult your tax advisor regarding the U.S. federal income tax consequences of an
investment 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
agent, we do not currently intend to treat Contingent Coupon payments to non-U.S. holders (as defined in the accompanying prospectus supplement)
as subject to U.S. withholding tax. However, non-U.S. holders should in any event expect to be required to provide appropriate Forms W-8
or other documentation in order to establish an exemption from backup withholding, as described under the heading “—Information
Reporting and Backup Withholding” in the accompanying prospectus supplement. If any withholding is required, we will not be required
to pay any additional amounts with respect to amounts withheld.
Treasury regulations under Section 871(m) generally impose a withholding
tax on certain “dividend equivalents” under certain “equity linked instruments.” A recent IRS notice excludes
from the scope of Section 871(m) instruments issued prior to January 1, 2027 that do not have a “delta of one” with respect
to underlying securities that could pay U.S.-source dividends for U.S. federal income tax purposes (each an “Underlying Security”).
Based on our determination that the Notes do not have a “delta of one” within the meaning of the regulations, we expect that
these regulations should not apply to the Notes with regard to non-U.S. holders. Our determination is not binding on the IRS, and the
IRS may disagree with this determination. Section 871(m) is complex and its application may depend on your particular circumstances, including
whether you enter into other transactions with respect to an Underlying Security. If necessary, further information regarding the potential
application of Section 871(m) will be provided in the pricing supplement for the Notes. You should consult your tax advisor regarding
the potential application of Section 871(m) to the Notes.
| iShares® MSCI Emerging Markets ETF |
According to publicly available information, the Underlying is an exchange-traded
fund of iShares®, Inc., a registered investment company, that seeks to track
the investment results, before fees and expenses, of an index composed of large- and mid-capitalization emerging market equities, which
is currently the MSCI Emerging Markets Index (the “Underlying Index”). The Underlying
Index is a free float-adjusted market capitalization index that is designed to measure the equity market performance of the large- and
mid-cap segments of global emerging markets. For more information about the Underlying, see “Exchange-Traded Funds—The iShares®
ETFs” in the accompanying underlying supplement.
Historical Information
The following graph sets forth the historical performance of the Underlying
from January 2, 2014 through November 14, 2024, based on the daily Closing Prices of the Underlying. The Closing Price of the Underlying
on November 14, 2024 was $42.95. The dotted line represents the Coupon Barrier and the Downside Threshold of $25.77, which is equal to
60.00% of the Initial Underlying Price.
We obtained the Closing Prices of the Underlying from Bloomberg Professional®
service, without independent verification. Historical performance of the Underlying should not be taken as an indication of future performance.
Future performance of the Underlying may differ significantly from historical performance, and no assurance can be given as to the Closing
Price of the Underlying during the term of the Notes, including on any Observation Date. We cannot give you assurance that the performance
of the Underlying will not result in a loss of your principal amount. The Closing Prices below may have been adjusted to reflect certain
actions, such as stock splits and reverse stock splits.
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE
RESULTS.
| Supplemental Plan of Distribution |
We have agreed to sell to Barclays Capital Inc. and UBS Financial Services
Inc., together the “Agents,” and the Agents have agreed to purchase, all of the Notes at the initial issue price less the
underwriting discount indicated on the cover of this pricing supplement. UBS Financial Services Inc. may allow a concession not in excess
of the underwriting discount set forth on the cover of this pricing supplement to its affiliates.
We or our affiliates have entered or will enter into swap agreements
or related hedge transactions with one of our other affiliates or unaffiliated counterparties in connection with the sale of the Notes
and the Agents and/or an affiliate may earn additional income as a result of payments pursuant to the swap, or related hedge transactions.
We have agreed to indemnify the Agents against liabilities, including
certain liabilities under the Securities Act of 1933, as amended, or to contribute to payments that the Agents may be required to make
relating to these liabilities as described in the prospectus and the prospectus supplement. We have agreed that UBS Financial Services
Inc. may sell all or a part of the Notes that it purchases from us to its affiliates at the price that is indicated on the cover of this
pricing supplement.
We expect that delivery of the Notes will be made against payment for
the Notes on the Settlement Date, which is more than one business day following the Trade Date. Notwithstanding anything to the contrary
in the accompanying prospectus supplement, under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, effective May 28, 2024,
trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree
otherwise. Accordingly, purchasers who wish to trade the Notes on any date prior to one business day before delivery will be required
to specify alternative settlement arrangements to prevent a failed settlement and should consult their own advisor.
iPath Series B S&P 500 V... (AMEX:VXZ)
Historical Stock Chart
From Oct 2024 to Nov 2024
iPath Series B S&P 500 V... (AMEX:VXZ)
Historical Stock Chart
From Nov 2023 to Nov 2024
