Headlam Regulatory News (HEAD)

8 April 2022

Headlam Group plc

(the 'Company')

Grant of awards under Long-Term Incentive Plan and Deferred Bonus Plan

Performance Share Plan ('PSP')

On 8 April 2022, the Company granted awards in the form of nil-cost options over a total of 198,476 ordinary shares of 5 pence each in the Company under the Company's Performance Share Plan (the '2022 PSP'), including 111,548 to the following Executive Director:

As detailed in the 2021 Annual Report and Accounts published in March 2022, the PSP awards vest dependent on the achievement of compound growth in Earnings Per Share and relative Total Shareholder Return performance conditions measured over a three-year performance period. In addition, the awards are further subject to an underpin performance condition that the extent of vesting reflects the overall financial performance of the Company over the three-year performance period. When making this determination the Company's Remuneration Committee will have full discretion to ensure that the final outcome is warranted based on the performance of the Company in light of all relevant factors to ensure there have been no windfall gains.

PSP awards granted to Executive Directors are additionally subject to a two-year holding period following the date of vesting during which a dividend equivalent will accrue in the form of additional shares to the extent the awards vest, as calculated on a re-investment basis.

The number of ordinary shares over which the awards were granted was calculated based on a share price of 381 pence per ordinary share, being the average mid-market closing share price for the five business days prior to the grant date, as derived from the London Stock Exchange daily official list.

The awards, which are subject to the Malus and Clawback conditions of the PSP, will ordinarily vest on the latest of three years following the date of grant or the date on which the Company's Remuneration Committee determines the extent to which the performance conditions have been satisfied.

Deferred Bonus Plan ('DBP')

As detailed in the 2021 Annual Report and Accounts, under the DBP, one-third of any annual bonus amount awarded to Executive Directors is deferred into a right to acquire ordinary shares at nil-cost. Following payment of the annual bonus in respect of the financial year ended 31 December 2021, on 8 April 2022, the Company granted nil-cost options to the following Executive Director:

The 2022 DBP option will not vest until the second anniversary of the grant date, and is subject to a dividend equivalent in the form of shares, calculated on a re-investment basis. The number of ordinary shares over which the awards were granted was calculated based on a share price of 381 pence per ordinary share, being the average mid-market closing share price for the five business days prior to the grant date, as derived from the London Stock Exchange daily official list.

Enquiries:

Notes for Editors:

Headlam is Europe's leading floorcoverings distributor, providing the channel between suppliers and trade customers of floorcoverings.

Headlam works with suppliers across the globe manufacturing a diverse range of floorcovering products, and provides them with a cost efficient and effective route to market for their products into the highly fragmented customer base. Alongside long-established processing and distribution expertise, suppliers benefit from Headlam's marketing and customer servicing into the most extensive customer base.

To maximise customer reach, Headlam operates 66 businesses across the UK and Continental Europe (France and the Netherlands). Each business operates under its own trade brand and utilises individual sales teams while being supported by the Company's network and centralised resources.

The Company's customer base covers both the residential and commercial sectors, with the principal customer groups being independent retailers and smaller flooring contractors alongside other groups such as larger retailers, housebuilders, specifiers, and local authorities.

Headlam is focused on providing customers with a market leading service through:

· the broadest product offering;

· unrivalled product knowledge and tailored solutions;

· sales team and marketing support;

· ecommerce support; and

· nationwide delivery and collection service.

www.headlam.com

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