Director/PDMR Shareholding

9 July 2015

Notification of Transactions of Persons Discharging Managerial Responsibility ('PDMRs')

Phoenix Group Holdings ('Company') announces the following PDMR purchased the number of shares (partnership shares) set out below and was allocated the number of free matching shares set out below under the Company's Share Incentive Plan ('SIP').

The partnership shares were purchased on 6 July 2015 at a price of 820.5p per share.

The Company received notification of the above transaction on 8 July 2015. The registered shareholder for these shares is Computershare Trustees Limited A/C PLGSIP.

The matching shares will vest on the 3rd anniversary of the purchase of the partnership shares subject to continued employment and the retention of the underlying partnership shares.

This notification is made pursuant to the requirements of Disclosure and Transparency Rule 3.1.8R.

Enquiries

Investors:

Samuel Perowne

Head of Investor Relations, Phoenix Group

+44 (0)203 7350 021

Media:

Neil Bennett, Maitland

Peter Ogden, Maitland

+ 44 (0) 20 7379 5151