BARCLAYS BANK PLC

Share Issue/Capital Change • Nov 28, 2025

National Storage Mechanism | Additional information

RNS Number : 5211J

Barclays Bank PLC

28 November 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL. 

28 November 2025

Shawbrook Group plc

Post-Stabilisation Period Announcement

Further to the pre-stabilisation period announcement dated 30 October 2025, Barclays Capital Securities Limited (Contact: Ben Newmark; Telephone: +44 20 3134 8574) hereby gives notice that the Stabilising Manager named below and its affiliates undertook stabilisation in accordance with the relevant provisions of the Market Abuse Regulation (EU) No 596/2014 of the European Parliament and of the Council (as it forms part of retained EU law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018) and Commission Delegated Regulation (EU) 2016/1052 (as it forms part of retained EU law as defined in the European Union (Withdrawal) Act 2018).

The securities
Issuer		Shawbrook Group plc
Securities		Ordinary Shares of £0.005 pence each
ISIN		GB00BV9DPV21
Offering Size		94,007,050 Ordinary Shares (excluding the over-allotment option)
Description		Initial Public Offering of Ordinary Shares
Offer price		370 pence per Ordinary Share
Stabilising Manager		Barclays Capital Securities Limited, 1 Churchill Place, London, E14 5HP, United Kingdom
Stabilisation period		From 30 October 2025 to 28 November 2025
Stabilisation last occurred on		24 November 2025
Stabilisation trading venue(s)		London Stock Exchange
Stabilisation transactions For each of the dates during which stabilisation transactions were carried out, the price range was as follows:
Execution Date	Lowest Price		Highest Price	Trading Venue
5 November 2025	370.00		370.00	London Stock Exchange
6 November 2025	370.00		370.00	London Stock Exchange
18 November 2025	370.00		370.00	London Stock Exchange
19 November 2025	370.00		370.00	London Stock Exchange
20 November 2025	369.00		370.00	London Stock Exchange
21 November 2025	366.00		366.00	London Stock Exchange
24 November 2025	366.00		366.00	London Stock Exchange

Barclays Capital Securities Limited, acting as the stabilising manager, has today given notice to exercise the over-allotment option (the "Over-allotment Option") granted by Marlin Bidco Limited in respect of 13,673,547 ordinary shares in Shawbrook at the offer price of 370 pence per share.

Giving effect to the exercise of the Over-allotment Option, the final size of the Offer is approximately £398 million (approximately 108 million ordinary shares), representing approximately 21 per cent. of the ordinary shares in Shawbrook.

Important legal information

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

In the United Kingdom, this announcement is being distributed only to, and is directed only at, persons who: (A) (i) are "investment professionals" specified in Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005 (the "Order") and/or (ii) fall within Article 49(2)(a) to (d) of the Order (and only where the conditions contained in those Articles have been, or will at the relevant time be, satisfied); and (B) are "qualified investors" within the meaning of Article 2 of the Prospectus Regulation (Regulation (EU) 2017/1129) as it forms part of retained EU law as defined in the EU (Withdrawal) Act 2018 (all such persons together being referred to as "Relevant Persons").

In any member state of the European Economic Area ("EEA") (each, a "Relevant Member State"), this announcement and any offer if made subsequently is, and will be, directed only at persons who are "qualified investors" ("Qualified Investors") within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129).

This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not Relevant Persons, and (ii) in any member state of the EEA, by persons who are not Qualified Investors. Any investment or investment activity to which this announcement relates is available only to: (i) in the United Kingdom, Relevant Persons; and (ii) in any member state of the EEA, Qualified Investors, and will be engaged in only with such persons.

This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase any securities in the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 as amended (the "Securities Act") and may not be offered or sold in the United States except to "qualified institutional buyers" as defined in, and in reliance on, Rule 144A under the Securities Act or another exemption from, or transaction not subject to, the registration requirements of the Securities Act. All offers and sales of securities outside of the United States will be made in reliance on, and in compliance with, Regulation S under the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

STAFEEFWAEISEFF