C&C Group plc 2023 Long Term Incentive Plan Awards Granted to Patrick McMahon, Group CEO and CFO

C&C Group plc

('C&C')

2023 Long Term Incentive Plan ('LTIP') Awards

On 14 June 2023, Patrick McMahon, Group Chief Executive Officer and Group Chief Financial Officer, was granted the following award under the LTIP, in the form of nil cost options over €0.01 ordinary shares in the Company:

¹Calculated using a share price of £1.3587 (being the average of the mid-market closing price of the three working days before the date of grant) converted into €1.5826 using an exchange rate of £1: €1.1648.

The awards will vest subject to the satisfaction of performance metrics based on Earnings per Share, Relative TSR and an Environmental metric assessed across the three-year performance period FY2024 - FY2026. In each case, threshold vesting will be 25% of the maximum.

The vesting of the awards will be subject to an assessment of the Company's underlying financial performance across the three-year performance period. No award will vest until the end of the full three-year period, and Executive Directors' awards are then subject to a further two-year holding period.

The details of the performance metrics for the awards are set out below.

Performance conditions

Measure

Weighting

Further detail

Earnings per share

45%

Threshold - 15.2c

Maximum - 16.0c

Relative TSR

35%

Threshold: The Company's TSR performance over the performance period¹ is at the median of the comparator group²

Maximum: The Company's TSR performance over the performance period¹ is at the upper quartile of the comparator group²

Environmental

20%

To give impetus to C&C's de-carbonisation efforts, the Company has set a target to reduce its Scope 1 and Scope 2 emissions* over the next three financial years ending FY2026.

Threshold - 6% reduction

Maximum - 12% reduction

1. The performance period for the relative TSR measure will be the three financial years FY2024, FY2025 and FY2026, with TSR performance assessed by reference to a three month average TSR measurement before the start of the performance period and at the end of the performance period.

2. The comparator group for the relative TSR measure will be Domino's Pizza Group, JD Wetherspoon, Mitchells & Butlers, SSP, Fullers, Gym Group, Hollywood Bowl, Marston's, Restaurant Group, Ten Entertainment Group, Britvic, Cranswick, Hilton Food Group, Premier Foods, Tate & Lyle, AG Barr, Bakkavor, Greencore and FeverTree.

*Scope 1: direct emissions from owned or controlled sources, which includes emissions from company-owned or operated facilities and vehicles.

Scope 2: indirect emissions from the generation of purchased energy e.g. electricity, steam, heat and cooling.

Notification of Transactions by Persons Discharging Managerial Responsibilities and Persons Closely Associated with them

 This form is required for disclosure of transactions under Article 19 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation)

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