Director/PDMR Shareholding

Paragon Banking Group PLC

05 March 2026

 

5 March 2026

Paragon Banking Group PLC

Director Shareholding

Granting of LTIP awards

On 4 March 2026, Paragon Banking Group PLC (the "Company") granted awards over the Company's Ordinary Shares of £1.00 each to the following directors under the Paragon Performance Share Plan 2023 ("PPSP").

Director	Role	Number of shares awarded under PPSP
N S Terrington	Chief Executive Officer	206,478
R J Woodman	Chief Financial Officer	130,465

No consideration was paid for the grant of the awards, which have been structured as nil-cost options.

The number of shares subject to each PPSP award is based on a share price of £7.996 which was the average closing mid-market price of the Company's shares on each of the five dealing days following the announcement of the Company's results for the year ended 30 September 2025.  The PPSP awards will vest subject to the satisfaction of performance conditions, which will be measured over the period of three financial years ending on 30 September 2028.  The awards, to the extent they vest, will become exercisable in tranches as follows: -

Proportion of vested Shares	Normal Vesting date	Holding Period
75%	Third anniversary of date of grant	Two years from the Vesting date
25%	Fourth anniversary of date of grant	One year from the Vesting date

The PPSP awards will, ordinarily, remain exercisable until the day before the tenth anniversary of the date of grant. Shares subject to the post-vesting holding period will operate with all associated shareholder rights, with the exception of the right to transfer or sell shares, which will only be permissible at the end of holding period, after which the shares can then be transferred or sold.

Transfer of shares

Following approval of the Company's Remuneration Policy, at its Annual General Meeting held on 4 March 2026, the shares acquired by the directors under the Company's previous Salary in Shares arrangement (and prior to that its Role Based Allowance arrangement) became fully transferable. The directors have arranged for all shares acquired under these arrangements to be transferred as follows: -

Director	Total number of shares transferred	Transferred to spouse (PCA)
N S Terrington	44,584	Mrs J Terrington
R J Woodman	28,228	Mrs S Woodman

Enquiries:

Carolyn Sharpe

Deputy Company Secretary, Tel:  [phone]

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Nigel Stewart Terrington
2	Reason for the notification
a)	Position/status	Chief Executive Officer (PDMR)
b)	Initial notification/ Amendment	Initial notification
3	Details of the issuer
a)	Name	Paragon Banking Group PLC
b)	LEI code	213800S1TDKIB1IUTS72
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code Identification code	Ordinary shares of £1.00 each in Paragon Banking Group PLC GB00B2NGPM57
b)	Nature of the transaction	Grant of awards, in the form of nil-cost options, under the Paragon Performance Share Plan ("PPSP").
c)	Price(s) and volume(s)	Price Volume £0.00 206,478
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	4 March 2026
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	i.              Nigel Stewart Terrington (PDMR) ii.             Jacqueline Terrington (PCA)
2	Reason for the notification
a)	Position/status	i.              PDMR - Chief Executive Officer ii.             PCA - spouse to PDMR
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Paragon Banking Group PLC
b)	LEI	213800S1TDKIB1IUTS72
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary Shares of £1 each in Paragon Banking Group PLC GB00B2NGPM57
b)	Nature of the transaction	i.              Transfer of 44,584 shares to PCA.  ii.             Receipt of gift of 44,584 shares from PDMR. Following these transactions, Nigel Terrington retains an interest in 1,385,898 shares.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 44,584
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	4 March 2026
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Richard James Woodman
2	Reason for the notification
a)	Position/status	Chief Financial Officer (PDMR)
b)	Initial notification/ Amendment	Initial notification
3	Details of the issuer
a)	Name	Paragon Banking Group PLC
b)	LEI code	213800S1TDKIB1IUTS72
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code Identification code	Ordinary shares of £1.00 each in Paragon Banking Group PLC GB00B2NGPM57
b)	Nature of the transaction	Grant of awards, in the form of nil-cost options, under the Paragon Performance Share Plan ("PPSP").
c)	Price(s) and volume(s)	Price Volume £0.00 130,465
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	4 March 2026
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	i.              Richard James Woodman (PDMR) ii.             Susan Woodman (PCA)
2	Reason for the notification
a)	Position/status	i.              PDMR - Chief Financial Officer ii.             PCA - spouse to PDMR
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Paragon Banking Group PLC
b)	LEI	213800S1TDKIB1IUTS72
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary Shares of £1 each in Paragon Banking Group PLC GB00B2NGPM57
b)	Nature of the transaction	i.              Transfer of 28,228 shares to PCA.  ii.             Receipt of gift of 28,228 shares from PDMR. Following these transactions, Richard Woodman retains an interest in 559,172 shares.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 28,228
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	4 March 2026
f)	Place of the transaction	Outside a trading venue

 

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