RBS.L Regulatory News (RBS)

The Royal Bank of Scotland Group plc

7 March 2014

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS IN ACCORDANCE WITH DTR 3.1.4R AND DTR 3.1.2R

1. The Royal Bank of Scotland Group plc (the "Company") announces that conditional awards over ordinary shares of £1 in the Company ("Shares"), granted under the RBS 2010 Deferral Plan between March 2011 and March 2013 to the Directors and/or Persons Discharging Managerial Responsibility ("PDMRs'") set out below, vested on 7 March 2014. The number of Shares sold to meet relevant tax liabilities arising on vesting and the number of vested Shares retained by each PDMR is set out below:-

The market price per Share on the date of vesting was £3.326. Vested Shares retained after payment of relevant tax liabilities are subject to a six month retention period from vesting and are held in the Computershare Retained Shares Nominee account.

2. The Company announces that conditional awards over Shares, granted under the RBS 2010 Long Term Incentive Plan on 7 March 2011 (or as otherwise stated) to the PDMRs set out below, vested on 7 March 2014. The number of Shares sold to meet relevant tax liabilities arising on vesting and the number of vested Shares retained by each PDMR is set out below:-

The market price per Share on the date of vesting was £3.326. Vested Shares retained after payment of relevant tax liabilities are subject to a six month retention period from vesting and are held in the Computershare Retained Shares Nominee account.

3. The Company announces that conditional awards over Shares have been granted on 7 March 2014 under the RBS 2010 Deferral Plan to the PDMRs set out below. The awards are eligible to vest between June 2014 and March 2017 and are subject to clawback provisions.

The market price per Share used on the grant of the above awards was £3.278. Vested Shares retained after payment of relevant tax liabilities will be subject to a six month retention period from vesting.

4. The Company announces that conditional awards over Shares have been granted on 7 March 2014 under the RBS 2010 Long Term Incentive Plan to the PDMRs set out below. The awards are eligible to vest on 7 March 2017 (or as otherwise stated), subject to the achievement of performance conditions. Clawback provisions will also apply.

The market price per Share used on the grant of the above awards was £3.278. Vested Shares retained after payment of relevant tax liabilities will be subject to a six month retention period from vesting.

For further information contact:-

Group Media Relations - +44(0)131 523 4205

Person responsible for making notification:-

Aileen Taylor, Group Secretary and Head of Corporate Governance