Ricardo Plc Regulatory News (RCDO)

Ricardo PLC

Director / PDMR Shareholdings

29 October 2014

London

1. 2014 Long Term Incentive Plan - grant of plan cycle 8

Ricardo PLC (the "Company") announces that, on 29 October 2014, conditional awards over a total of 180,227 shares of 25 pence each in the Company ("Shares") were granted to Executive Directors and other PDMRs as set out below under the terms of the Company's 2014 Long Term Incentive Plan (the "LTIP") which was approved by shareholders at today's Annual General Meeting. These awards vest after three years and are subject to TSR and EPS performance conditions.

2. 2011 Deferred Bonus Plan - grant of deferred awards and matching awards

The Company also announces that, on 29 October 2014, conditional "deferred awards" over a total of 35,691 Shares were granted to Executive Directors and other PDMRs under the terms of the Company's 2011 Deferred Bonus Plan ("DBP"), as set out below. Subject to continuing employment, the awards granted to Executive Directors vest after three years and the awards granted to other PDMRs (with the exception of Mark Barge whose award vests on the first anniversary of grant) vest in equal tranches on the first, second and third anniversaries of grant. These DBP deferred awards (which include dividend equivalent entitlements) are not subject to performance conditions.

Finally, further conditional "matching awards" over a total of 31,581 Shares were granted to Executive Directors under the terms of the DBP on the basis of one Share comprised in such a "matching award" for each Share comprised in the corresponding deferred award (detailed above) granted to an individual on the same occasion. Details of these DBP matching awards, which only include dividend equivalent entitlements in limited circumstances, but are subject to the same performance conditions that apply to the awards granted on 29 October 2014 under cycle 8 of the LTIP, are set out below:

3. Current total holdings of awards / options over Shares

Following the above notifications, the total number of Shares over which the relevant Executive Directors and other PDMRs hold outstanding awards / options is set out below:

The above notifications are intended to satisfy the Company's obligations under Disclosure and Transparency Rule ("DTR") 3.1.4R.