Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 161 report information sustainability report Governance review review statements Annual Report 2022 Directors’ report: Board Nominations Committee report (continued) The Board gender diversity targets are We recognise that this continues to fall Diversity aligned with those set out the FTSE short of our 40% Board gender diversity Women Leaders Review, and the Board target but, as we continue to develop our Promoting and delivering diversity – ethnic diversity target is aligned with the Board succession planning, this of skills, regional and industry target recommended by the Parker Review Committee and the Board remain focused experience, social and ethnic Committee Report into the Ethnic on meeting the new gender diversity background, race, gender and other distinctions, such as cognitive and Diversity of UK Boards. targets by 2025 while continuing to bring personal strengths- is a vital the very best, diverse talent we can attract While the Listing Rules reporting element of the Committee’s role in to the Board. requirements are not yet mandatory for leading appointments and Barclays in the current reporting period, in The Committee and the Board also succession planning for the Board, December the Board adopted an updated recognise and embrace the clear benefits Board Committees and ExCo. Both Board Diversity Policy which is aligned with of diversity at Board Committee level. As the Committee and the Board the board diversity targets recommended at 31 December 2022, Board Committee consider increasing diversity by the FTSE Women Leaders Review and gender diversity was as follows: Board essential to maintaining our competitive advantage, driving continues to be aligned with the ethnic Audit Committee – 50% female, Board effective governance and mitigating diversity target in the Parker Review. Remuneration Committee – 67% female, the risk of ‘group think’. Board Risk Committee – 43% female and Please refer to our statements on Board gender and + ethnic diversity, as at the reporting reference date Board Nominations Committee – 40% of 31 December 2022, on this page and page 162. female. Further to the Committee’s recommendation, the Board adopted a Group-wide, Barclays remains committed The updated policy reaffirms that the revised version of the Board Diversity to its DEI vision and strategy, which was Committee will consider candidates on Policy on 15 December 2022. refreshed in 2022, and includes a series of merit against objective criteria with due guiding principles and strategic priorities In considering the proposed amendments regard to the benefits of diversity when designed to help Barclays deliver against to the policy, the Committee and the identifying suitable candidates for its core DEI agendas including its Gender Board had regard to the following voluntary appointment to the Board, and sets out Ambition, which is focused on improving targets recommended by the FTSE the Board gender and ethnic diversity gender diversity across Barclays. In 2022, targets detailed in the table at the bottom Women Leaders Review (which builds on Barclays announced its refreshed Gender the work of both the Hampton Alexander of this page. The Policy also confirms the Ambition of 33% representation of women and Davies reviews) on gender diversity Board's commitment to operating in a way in senior leadership roles - Managing which were published in February 2022: that supports diversity and inclusivity. Directors and Directors - by the end of • that FTSE 350 Boards and FTSE 350 Gender diversity 2025, having achieved its initial target of Leadership teams have a minimum of With the appointment of Anna Cross as 28% female representation in these roles 40% women’s representation; and Group Finance Director and Executive by the end of 2021. • that FTSE 350 companies should have Director, and Tushar Morzaria stepping at least one woman in the Chair or down as an Executive Director, as at 31 Senior Independent Director role and/or December 2022, Board gender diversity one woman in the CEO or CFO role. was 38% female. This fell short of our 40% target for Board gender diversity, but the Following publication of those targets, in Board satisfied the target contained within April 2022 the FCA published amendments the Board Diversity Policy of having at least to its Listing Rules which will require that one woman holding a senior board role. Barclays, in future reporting periods, include a ‘comply or explain’ statement in Following the appointment of Marc Moses its annual report stating whether it has on 23 January 2023, Board gender achieved certain board gender and ethnic diversity has, in the short term, fallen to diversity targets, and requiring that 36% female. With Mike Ashley retiring from Barclays disclose certain numerical data the Board at the conclusion of our 2023 relating to the gender identity and ethnic AGM, Crawford Gillies (subject to re- background of Board and ExCo members, election) retiring shortly thereafter on 31 You can find a copy of our Board Diversity policy together with an explanation of Barclays’ May 2023 and the appointment of Sir John + at home.barclays/who-we-are/our-governance/ approach to data collection for the our-framework-code-and-rules. Kingman on 1 June 2023, Board gender purposes of making the required diversity will return to 38% female. disclosures. Updated Board Diversity Policy - Targets To ensure that by 2025: Gender diversity target • the proportion of women on the Board is at least 40%; and • at least one of the following senior Board positions is held by a woman: Chair, Chief Executive, Senior Independent Director or Chief Financial Officer, And that this is maintained going forward. To ensure that at least one Board member is from a minority Ethnic diversity target ethnic background excluding white ethnic groups and that this is maintained going forward.