SSP Group Regulatory News (SSPG)

In line with Provision 4 of the 2018 UK Corporate Governance Code (the "2018 Code"), the Board has released this statement to provide an update to shareholders on the actions taken following the outcomes of two resolutions at the 2019 AGM:

·; Resolution 2: Approval of the Remuneration Report

·; Resolution 4: Re-election of Vagn Sørensen

Resolution 2: Approval of the Remuneration Report

The Board gathered feedback from shareholders following the outcome of the vote relating to the approval of the Remuneration Report at the 2019 AGM and it was clear that a key area of concern related to the operation and disclosure of the Annual Bonus plan. In addition to this, the Board will be undertaking a further round of consultations with our largest shareholders and the most influential proxy advisors regarding the pay awarded in 2019, as well as gathering views on the Company's future remuneration arrangements.

Taking into account the feedback from shareholders at the time of the AGM, and as anticipated in the announcement on 21 February 2019, we amended the operation of the Annual Bonus for Simon Smith, following his appointment as CEO on 1st June 2019, such that his annual bonus will be determined by both the financial performance of the Group and his personal performance against objectives. The details of the change will be provided in our 2019 Annual Report. We will also be enhancing our approach to bonus target disclosure.

Resolution 4: Re-election of Vagn Sørensen

The Board also gathered feedback on concerns expressed regarding the length of Vagn Sørensen's tenure as Chairman and the number of external board appointments that he held at the time of the 2019 AGM. The Board and the senior management team continue to believe that Vagn is a very effective independent Chairman, with extensive experience and knowledge of the business, and that his dedication and leadership have been invaluable, particularly during Simon Smith's transition into the role of CEO, succeeding Kate Swann.

In line with our commitments made in the response to the AGM results on 21 February 2019, the Board will continue to engage with shareholders on this topic and will keep Vagn Sørensen's portfolio of board appointments and the length of his tenure as a director under review.

The Board looks forward to engaging further with shareholders on these two matters over the coming months.

In line with the 2018 Code, a final summary of the above matters will be included in the 2019 Annual Report.

Approved SSP Group plc

16 August 2019