Barclays (BCS) 6-K Current report (foreign)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

Report of Foreign Private Issuer

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

under the Securities Exchange Act of 1934

For the month of March, 2023

Barclays PLC

(Name of Registrant)

1 Churchill Place

London E14 5HP

England

(Address of Principal Executive Offices)

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

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark whether the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark whether the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-253693) OF BARCLAYS PLC AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

The Report comprises the following:

Exhibit No.		Description
1.1	—	Underwriting Agreement—Standard Provisions, dated as of March  3, 2021, incorporated by reference to Exhibit 1.1 of the registrant’s Report of Foreign Private Issuer on Form 6-K (File No.  001-09246), filed with the Securities and Exchange Commission on August 11, 2021.
1.2	—	Pricing Agreement between Barclays PLC and Barclays Bank PLC, dated as of February 27, 2023 for the 9.250% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.
4.1	—	Contingent Capital Securities Indenture, dated as of August  14, 2018, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee, and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.1 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on August 14, 2018.
4.2	—	Fourth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of August  12, 2020, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.2 of the registrant’s Report of Foreign Issuer on Form 6-K (File No. 001-09246), filed with the Securities and Exchange Commission on August 12, 2020.
4.3	—	Fifth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of March  1, 2021, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar, incorporated by reference to Exhibit 4.9 of the registrant’s Registration Statement on Form F-3 (File No. 333-253693), filed with the Securities and Exchange Commission on March 1, 2021.
4.4	—	Eighth Supplemental Indenture to the Contingent Capital Securities Indenture, dated as of March  6, 2023, among Barclays PLC, The Bank of New York Mellon, London Branch, as Trustee and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Contingent Capital Security Registrar.
4.5	—	The form of Global Security for the 9.250% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities (incorporated by reference to the Exhibit A to Exhibit 4.4 above).
5.1	—	Opinion of Cleary Gottlieb Steen & Hamilton LLP, U.S. counsel to Barclays PLC, as to the validity of the 9.250% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.
5.2	—	Opinion of Clifford Chance LLP, English counsel to Barclays PLC, as to the validity of the 9.250% Fixed Rate Resetting Perpetual Subordinated Contingent Convertible Securities.

SIGNATURES

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

	BARCLAYS PLC
	(Registrant)
Date: March 6, 2023	By:	/s/ Garth Wright
		Name: Garth Wright
		Title:   Assistant Secretary