On 1 September 2022, the PDMRs listed below were granted conditional share awards over ordinary shares in Royal Mail plc (the 'Company') under the Royal Mail plc LTIP.

LTIP awards normally vest at the end of the three-year performance period, once the Remuneration Committee has determined achievement against the performance condition. The earliest release date will be 1 September 2025, subject to the participant continuing to hold office or employment within the Royal Mail Group, and then subject to a two-year holding period. On vesting, the Committee must also be also satisfied that the performance of the Company against the relevant measures outlined below is reflective of the Company's underlying financial performance.

Executive Directors are required to retain any share-based awards until they achieve a shareholding equivalent of 200 per cent of salary. Other PDMRs are required to retain a shareholding equivalent of 100 per cent of salary.

The terms of these awards provide the Remuneration Committee with the ability to review the outcome at vesting and it may consider making appropriate adjustments to reflect this.

As we explained in our 2022 Annual Report, earlier this year we delayed setting targets and granting 2022 LTIP awards due to the continuing uncertainty around the long-term business environment resulting from the geopolitical uncertainty in Europe and the status of pandemic restrictions in our markets.

Our intention at the time was for these awards to be granted by August. Due to the continuing business uncertainty, these awards were granted on 1 September 2022.

However, the geopolitical and economic uncertainty that caused us to initially delay setting targets has further increased since the start of the year with high rates of inflation and weakening retail trends impacting the parcels market. In addition, for Royal Mail there is the unknown impact of industrial action due to the ongoing dispute with the CWU. These exceptional times means that there remains too much uncertainty to make reasonable three-year revenue and profit forecasts to use as the basis for LTIP targets.

Therefore, for 2022 LTIP awards the Committee has agreed that we will not set three-year Royal Mail operating profit and parcel revenue targets, and instead will replace these elements of our performance framework with relative total shareholder return (TSR) (previously 40% weighting for all executive directors). TSR is a well-established measure for LTIP awards and we consider that this approach is simple and transparent and will provide a meaningful link between executive reward and shareholder interests during this critical time for the Company.

The GLS measures for LTIP awards made to Mick Jeavons (Group CFO) and Martin Seidenberg (GLS CEO) will continue as normal.

Contact:

Jenny Hall

Tel: 07776 993 036

Email: jenny.hall@royalmail.com

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