The following information is provided in accordance with section 430(2B) of the Companies Act 2006.

Peter Shepherd stepped down from the Board today and retires from the Company on 3 June 2016.

In accordance with the terms of his contract he will receive any annual bonus that is due for 2016 pro-rated for his service during the year.  This will be subject to malus and clawback provisions and will be paid after the announcement of the Group’s 2016 audited results. He has not and will not receive any loss of office payments.

Incentives

Peter Shepherd’s outstanding share incentive benefits will be treated in accordance with the rules of the applicable plans and will remain subject to the terms contained therein.

LTIP - Due to his significant shareholding in the Company, Peter Shepherd has declined any LTIP award during 2014 and 2015 and was not granted an LTIP award in 2016 due to his pending retirement.

Deferred Share Bonus Plan (DSBP) - Peter Shepherd was granted 22,155 Ordinary shares in April 2015 and 16,128 Ordinary shares in April 2016 representing the 25% retained value of his 2014 and 2015 annual bonus awards. He will be treated as a good leaver in respect of these awards which will vest on 3 June 2016. In accordance with the DSBP rules, he will also receive the value of dividends paid in respect of the vested shares between grant and vesting. Under the rules of the DSBP he has taken up the option to receive a cash amount in substitution for the right to receive these shares. The DSBP awards are exercisable for a period of six months from the date of retirement.

Sharesave Scheme - Outstanding options held under the all-employee Sharesave may be exercised in accordance with the rules of the plan.

The Company’s Remuneration Report for the financial year ending December 2016 will include details of remuneration earned by Peter Shepherd as an executive director during the relevant period.

Capita Asset Services
Company Secretary
Polypipe Group plc

Date: 25 May 2016