System1 Group Regulatory News (SYS1)

System1 Group PLC (AIM: SYS1)

("System1", or "the Company")

Grant of Options

Following consultation with its major shareholders, the Company announces that it has granted awards under an equity incentive plan to Stefan Barden, an advisor to the Board and PDMR, subject to approval by shareholders at the Company's next Annual General Meeting. In the event the approval is not obtained, the awards will lapse.

The awards comprise zero priced options over 300,000 shares (approximately 2.4% of the Company's voting share capital), and are split into three equal tranches. They are designed to vest only if a significant step-change in gross profit is achieved; being growth rates of approximately 100%, 200% and 300% for each of the three tranches respectively.

Performance Conditions

100,000 zero-priced stock options ("Tranche One Options")

· Vest: when the Company's audited Gross Profit in any financial year exceeds £45m, subject to the Company's share price exceeding £5.00 per share for a 30 day consecutive period prior to the lapse date;

· Lapse date: 30 July 2024;

100,000 zero-priced stock options ("Tranche Two Options")

· Vest: when the Company's audited Gross Profit in any financial year exceeds £68m, subject to the Company's share price exceeding £7.50 per share for a 30 day consecutive period prior to the lapse date;

· Lapse date: 30 July 2029;

100,000 zero-priced stock options ("Tranche Three Options")

· Vest: when the Company's audited Gross Profit in any financial year exceeds £90m, subject to the Company's share price exceeding £10.00 per share over a 30 day consecutive period prior to the lapse date;

· Lapse date: 30 July 2032.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

The Company can be found at www.system1group.com.

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