Grafton Group Regulatory News (GFTU)

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

Grafton Group plc

2. Reason for the notification (please tick the appropriate box or boxes):

[X] An acquisition or disposal of voting rights

[ ] An acquisition or disposal of financial instruments

[ ] An event changing the breakdown of voting rights

[ ] Other (please specify)iii:

3. Details of person subject to the notification obligationiv :

Name:

The Capital Group Companies, Inc.

City and country of registered office (if applicable):

Los Angeles, California 90071 U.S.A.

4. Full name of shareholder(s) (if different from 3.)v:

See Box 10

5. Date on which the threshold was crossed or reachedvi:

13 September 2019

6. Date on which issuer notified: 16 September 2019

7. Threshold(s) that is/are crossed or reached: The Capital Group Companies, Inc. ("CGC") and Capital Research and Management Company ("CRMC") decreased below 9% of total voting rights - Aggregate of voting rights from shares.

8. Total positions of person(s) subject to the notification obligation:

% of voting rights attached to shares (total of 9.A)

% of voting rights through financial instruments(total of 9.B.1 + 9.B.2)

Total of both in % (9.A + 9.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

8.6742%

0.0000%

8.6742%

237,769,475

Position of previous notification (if applicable)

9.7959%

0.0000%

9.7959%

9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii:

A: Voting rights attached to shares

Class/type ofshares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

Indirect

Direct

Indirect

IE00B00MZ448

20,624,621

8.6742%

SUBTOTAL A

20,624,621

8.6742%

B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations

Type of financial instrument

Expirationdatex

Exercise/Conversion Periodxi

Number of voting rights that may be acquired if the instrument is exercised/converted.

% of voting rights

N/A

SUBTOTAL B.1

B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations

Type of financial instrument

Expirationdatex

Exercise/Conversion Period xi

Physical or cash settlementxii

Number of voting rights

% of voting rights

N/A

SUBTOTAL B.2

10. Information in relation to the person subject to the notification obligation (please tick the applicable box):

[ ] Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.xiii

[X] Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv:

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

The Capital Group Companies, Inc.

Holdings by CG Management companies are set out below:

8.6742%

0.0000%

8.6742%

Capital Research and Management Company1

8.6742%

0.0000%

8.6742%

American Funds Fundamental Investors2

("FI")

(Direct shareholding that does not exercise its own voting shares. Voting shares are exercised by CRMC)

See additional information below.

1. 1Wholly owned subsidiary of CGC.

2. 2Mutual fund managed by CRMC.

11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]

12. Additional informationxvi:

CGC is the parent company of CRMC and Capital Bank & Trust Company ("CB&T"). CRMC is a U.S.-based investment management company that serves as investment manager to the American Funds family of mutual funds and institutional clients. CRMC and its investment manager affiliates manage equity assets for various investment companies through three divisions, Capital Research Global Investors, Capital International Investors and Capital World Investors. CRMC is the parent company of Capital Group International, Inc. ("CGII"), which in turn is the parent company of four investment management companies ("CGII management companies"): Capital International, Inc., Capital International Limited, Capital International Sàrl and Capital International K.K. CGII management companies and CB&T primarily serve as investment managers to institutional clients. CB&T is a U.S.-based investment management company that is a registered investment adviser and an affiliated federally chartered bank.

Neither CGC nor any of its affiliates own shares of Grafton Group plc for its own account. Rather, the shares reported on this Notification are owned by accounts under the discretionary investment management of one or more of the investment management companies described above.

FI is a mutual fund registered in the United States under the Investment Company Act of 1940. FI is the legal owner of 11,328,532 (4.7645% of outstanding shares). FI has granted proxy voting authority to its investment adviser CRMC.