Grainger plc Regulatory News (GRI)

24 January 2019

Grainger plc

Director/PDMR Shareholdings

Grainger plc (the "Company") announces, pursuant to the Grainger 2007 Long Term Incentive Plan and following an assessment of the performance conditions by its Remuneration Committee that 7.9% of the share awards, conditionally granted on 11 January 2016 to Helen Gordon and 11 February 2016 to Vanessa Simms, vested on 23 January 2019.

It is noted that the actual level of vesting of 7.9% is lower than that forecast of 33.1% in the Directors' Remuneration Report of the Company's 2018 Annual Report and Accounts. This variance is due to the actual absolute total shareholder return ("TSR") measure for the performance period from 12 January 2016 to 11 January 2019 being 3.97%, which is below the 5% vesting threshold for the TSR measure. Consequently, the vesting level for the TSR element is 0%, against a forecast of 50.3%, the forecast being based on performance up to 22 October 2018, being the latest practicable date prior to publication of the 2018 Annual Report and Accounts.

Arrangements are in hand to transfer the shares that are vesting from the Grainger plc Employee Benefits Trust to the Executive Directors.

For and on behalf of

Grainger plc