Sophos Group Regulatory News (SOPH)

Name of applicant:

SOPHOS GROUP PLC

Name of scheme:

2015 Long Term Incentive Plan

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

3,500,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

959,687

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

2,540,313

Name of scheme:

Save As You Earn Scheme

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

1,000,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

0

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

1,000,000

Name of scheme:

International Save As You Earn Scheme

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

1,000,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

0

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

1,000,000

Name of scheme:

US Employee Share Purchase Plan

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

500,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

191,623

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

308,377

Name of scheme:

Pentagon Holdings Management Equity Plan

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

9,250,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

1,809,827

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

7,440,173

Name of scheme:

Pentagon Holdings Staff Option Plan

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

4,500,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

461,482

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

4,038,518

Name of scheme:

Pentagon Holdings 2010 Retention Award Plan

Period of return:

From:

9 December 2016

To:

31 March 2017

Balance of unallotted securities under scheme(s) from previous return:

114,631

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

113,836

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

795

Name of contact:

Chloe Barry

Deputy Company Secretary

Telephone number of contact:

01235 465993