Barclays : 2023 Supplement No.1

Supplement Number 1 dated 28 April 2023 to the Base Prospectus dated 7 March 2023

BARCLAYS PLC

(incorporated with limited liability in England and Wales)

as Issuer

Debt Issuance Programme

This base prospectus supplement (the "Supplement") is supplemental to, forms part of and must be read in conjunction with, the base prospectus dated 7 March 2023 (the "Base Prospectus") prepared by Barclays PLC (the "Issuer") with respect to its Debt Issuance Programme (the "Programme"). This Supplement constitutes a supplementary prospectus in respect of the Base Prospectus for the Issuer for the purposes of Article 23 of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended (the "UK Prospectus Regulation").

Terms defined in the Base Prospectus shall, unless the context otherwise requires, have the same meaning when used in this Supplement.

This Supplement has been approved by the United Kingdom Financial Conduct Authority (the "FCA"), as competent authority under the UK Prospectus Regulation, as a base prospectus supplement issued in compliance with the UK Prospectus Regulation. The FCA only approves this Supplement as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Such approval should not be considered as an endorsement of the Issuer that is the subject of this Supplement. With effect from the date of this Supplement the information appearing in, or incorporated by reference into, the Base Prospectus shall be supplemented in the manner described below.

The purpose of this Supplement is to:

1. supplement the section entitled "Information Incorporated by Reference" commencing on page 23 of the Base Prospectus and incorporate by reference into the Base Prospectus the unaudited Q1 2023 Results Announcement of the Issuer, as filed with the SEC on Form 6-K (including exhibits thereto) on 27 April 2023 in respect of the three months ended 31 March 2023 (the "Q1 2023 Results Announcement"). The Q1 2023 Results Announcement has been filed with the FCA and shall be deemed to be incorporated in, and form part of, the Base Prospectus as supplemented by this Supplement. The Q1 2023 Results Announcement may be inspected during normal business hours at Barclays Treasury, 1 Churchill Place, London, E14 5HP, United Kingdom and at the specified office of the Principal Paying Agent, at 160 Queen Victoria Street, London, EC4V 4LA, United Kingdom during the life of the Notes issued pursuant to the Base Prospectus. It has also been filed with the SEC and is available in electronic form on the SEC's website at https://www.sec.gov/cgi-bin/browse-edgar?company=barclays+plc&owner=exclude&action=getcompany;
2. amend the sub-section entitled "Directors" under the section entitled "The Issuer and the Group" commencing on page 131 of the Base Prospectus by replacing it with the following updated information:

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	"Name	Function(s) within the Issuer	Principal outside activities
	Nigel Higgins	Group Chairman		Chairman	and		Non-Executive
				Director, BBPLC; Chairman, Sadler's
				Wells; Non-Executive Director, Tetra
				Laval Group
	C.S. Venkatakrishnan	Group Chief Executive	and	Chief	Executive	and	Executive
		Executive Director		Director,	BBPLC;	Board	Member,
				Institute	of	International	Finance;
				Advisory Member to the Board,
				Massachusetts	Institute	of
				Technology Golub Centre for Finance
				and Policy; Member of Leadership
				Council,		UN		Environment
				Programme	Finance	Initiative
				Leadership Council; Chair, Corporate
				Partnerships	Board,	The	Royal
				Marsden Cancer Charity
	Anna Cross	Group Finance Director	and	Executive Director, BBPLC
		Executive Director
	Michael Ashley1	Non-Executive Director		Non-Executive Director, BBPLC;
				Non-Executive Director, Barclays
				Capital Securities Limited; Member,
				Cabinet Office Board; Member, UK
				Endorsement	Board;	Treasurer, The
				Scout Association
	Robert Berry	Non-Executive Director		Non-Executive Director, BBPLC;
				Non-Executive Director, Barclays
				Capital	Securities	Limited;	Board
				President, Alina Lodge, Trustee, High
				Watch Recovery Center2
	Tim Breedon	Non-Executive Director		Chairman, Barclays	Bank	Ireland
				PLC; Chairman, Apax Global Alpha
				Limited; Non-Executive Director,
				Quilter PLC
	Mohamed A. El-Erian	Non-Executive Director		Non-Executive Director, BBPLC;
				Lead	Independent	Director,	Under
				Armour	Inc.; Chief	Economic
				Advisor,	Allianz	SE;	Chairman,
				Gramercy Funds Management; Senior
				Advisor, Investcorp Bank BSC
	Dawn Fitzpatrick	Non-Executive Director		Non-Executive Director, BBPLC;
				Non-Executive Director, Barclays
				Capital	Securities	Limited;	Chief
				Executive	Officer	and	Chief
				Investment	Officer,	Soros	Fund
				Management	LLC;	Member,
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		Advisory	Board and	Investment
		Committee of the Open Society
		Foundations'	Economic	Justice
		Programme; Member	of	Advisory
		Council,	The	Bretton	Woods
		Committee
Mary Francis	Non-Executive Director	Non-Executive	Director,	BBPLC;
		Senior	Independent		Director,
		PensionBee Group PLC; Member, UK
		Takeover Appeal Board
Crawford Gillies3	Non-Executive Director	Chairman, Barclays Bank UK PLC;
		Chairman, Edrington Group
Brian Gilvary	Senior Independent Director	Non-Executive Chair, INEOS Energy,
	and Non- Executive Director	an INEOS group company
Marc Moses	Non-Executive Director	Non-Executive Director, BBPLC
Diane Schueneman	Non-Executive Director	Non-Executive	Director,	BBPLC;
		Non-Executive Director, Barclays US
		LLC; Chair,	Barclays	Execution
		Services Limited
Julia Wilson	Non-Executive Director	Non-Executive	Director,	BBPLC;
		Non-Executive Director, Barclays
		Capital Securities Limited

1

2

2

; and

Michael Ashley will retire as a Non-Executive Director of the Issuer, BBPLC and from the Board of Barclays Capital Securities Limited following the conclusion of the Issuer's 2023 Annual General Meeting on 3 May 2023.

Robert Berry was recently appointed as a Trustee of High Watch Recovery Center following the merger with Alina Lodge, of which Robert Berry is the existing Board President.

Crawford Gillies will retire as a Non-Executive Director of the Issuer on 31 May 2023, at which point he will also step down as Chairman of the Board of Barclays Bank UK PLC."

1. replace the sub-section entitled "Significant/Material Change" under the section entitled "General Information" commencing on page 165 of the Base Prospectus with the following:
   "There has been no material adverse change in the prospects of the Issuer or the Group since 31 December 2022, nor any significant change in the financial position or financial performance of the Issuer or the Group since 31 March 2023.".

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IMPORTANT NOTICES

The Issuer accepts responsibility for the information contained in this Supplement and declares that, to the best of its knowledge, the information contained in this Supplement is in accordance with the facts and this Supplement makes no omission likely to affect its import.

To the extent that there is any inconsistency between (a) any statement in this Supplement or any statement incorporated by reference into the Base Prospectus by this Supplement and (b) any other statement in, or incorporated by reference into, the Base Prospectus, the statements in (a) above will prevail.

Save as disclosed in this Supplement, no significant new factor, material mistake or material inaccuracy relating to the information included in the Base Prospectus which is capable of affecting the assessment of the Notes issued under the Programme has arisen or been noted, as the case may be, since the publication of the Base Prospectus.

Any information contained in the documents specified above which is not incorporated by reference in the Base Prospectus is either not relevant for prospective investors for the purposes of Article 6(1) of the UK Prospectus Regulation or is covered elsewhere in the Base Prospectus.

If documents which are incorporated by reference into this Supplement themselves incorporate any information or other documents therein, either expressly or implicitly, such information or other documents will not form part of this Supplement for the purposes of the UK Prospectus Regulation except where such information or other documents are specifically incorporated by reference into this Supplement.

This Supplement shall be available on or around the date hereof in electronic form at https://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

28 April 2023

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