Banco Santander S.A. — Director's Dealing 2019

Feb 18, 2019

ANNEX

Template for notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	THIS NOTIFICATION RELATES TO: SHAREHOLDERS´ AGREEMENT.
		SHAREHOLDERS´ AGREEMENT NOTIFIED TO THE ISSUER AND TO THE SPANISH SECURITIES MARKETS COMMISSION ("CNMV") ON 16 FEBRUARY 2006, AS A MATERIAL FACT.
2	Reason for the notification
a)	Position/status	THIS NOTIFICATION RELATES TO THE SHAREHOLDERS´ AGREEMENT.
		MR FRANCISCO JAVIER BOTIN-SANZ DE SAUTUOLA Y O´SHEA, CHAIRMAN OF THE AFOREMENTIONATED AGREEMENT, IS DIRECTOR OF THE ISSUER.
b)	Initial notification /Amendment	INITIAL NOTIFICATION.
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	BANCO SANTANDER, S.A.
b)	LEI	5493006QMFDDMYWIAM13
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 0.50 EURO NOMINAL VALUE (ISIN: ES0113900037).
b)	Nature of the transaction	35,493 SHARES GRANTED UNDER THE FIFTH CYCLE OF THE DEFERRED AND CONDITIONAL VARIABLE REMUNERATION PLAN TO MS. ANA PATRICIA BOTIN SANZ DE SAUTUOLA Y O´SHEA (MEMBER OF THE SHAREHOLDERS´ AGREEMENT). 39,735 SHARES GRANTED UNDER THE FIRST CYCLE OF THE DEFERRED MULTIYEAR OBJECTIVES VARIABLE REMUNERATION PLAN TO MS. ANA PATRICIA BOTIN-SANZ DE SAUTUOLA Y O´SHEA (MEMBER OF THE SHAREHOLDERS´ AGREEMENT). 37,984 SHARES GRANTED UNDER THE SECOND CYCLE OF THE DEFERRED MULTIYEAR OBJECTIVES VARIABLE REMUNERATION PLAN TO MS. ANA

		PATRICIA BOTIN-SANZ DE SAUTUOLA Y O´SHEA
			(MEMBER OF THE SHAREHOLDERS´ AGREEMENT).
			189,769 SHARES GRANTED UNDER THE THIRD CYCLE
			OF THE DEFERRED MULTIYEAR OBJECTIVES
			VARIABLE REMUNERATION PLAN TO MS. ANA
			PATRICIA BOTIN-SANZ DE SAUTUOLA Y O´SHEA
			(MEMBER OF THE SHAREHOLDERS´ AGREEMENT).
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		4.01*	35,493
		4.01*	39,735
		4.01*	37,984
		4.01*	189,769
			* THE OPENING SHARE PRICE ON THE DAY ON
			WHICH THE SHARES WERE DELIVERED (13
			FEBRUARY 2019) WAS EUR 4.010.
d)	Aggregated information		ORDINARY SHARES OF 0.50 EURO NOMINAL VALUE
		(ISIN: ES0113900037):
	- Aggregated volume	Price	Volume
		4.01	302,981
	- Price
e)	Date of the transaction	2019-02-13
f)	Place of the transaction	XMAD