BOOHOO GROUP PLC

Remuneration Information • Aug 26, 2025

National Storage Mechanism | Additional information

RNS Number : 7192W

Boohoo Group Plc

26 August 2025

FOR IMMEDIATE RELEASE                                                                              26 August 2025

boohoo group plc

( the "Company" or "Debenhams Group")

Grant of Options, Directors' Dealings and TVR

Debenhams Group (AIM: DEBS), the online powerhouse in fashion, home and beauty, announces that it has today granted nil cost options over a total of 16,460,918 ordinary shares of 1 pence each in the Company ("Shares") to 7 employees of the Group under the Debenhams Incentive Plan (the "DIP" Options").

The Debenhams Incentive Plan is a long-term incentive plan for senior management of the Debenhams brand. It was originally established as part of legacy remuneration arrangements at the time when Dan Finley and Phil Ellis served as Debenhams brand CEO and CFO respectively, before their appointments to the Board as Group CEO and Group CFO. The awards represent share-based compensation for the financial year ending 28 February 2025.

Dan Finley received DIP Options over 11,659,808 Shares and Phil Ellis received DIP Options over 800,185 Shares. 50% of the options vest and become exercisable immediately and 50% vest and become exercisable in 12 months.

Dan and Phil have agreed to waive their rights to participate in the DIP going forward.

In addition, nil cost options over 1,028,806 Shares were granted to Phil Ellis. This award form part of the terms and conditions of Phil's appointment as Group CFO. This award vests and becomes exercisable on 11 March 2026 (the "Conditional Award").

Any exercise of the DIP Options and/or the Conditional Award will be satisfied by the Company's Employee Benefit Trust and there is no dilutive impact on shareholders.

Following this grant of the DIP Options and the Conditional Award, Dan and Phil have the number of Shares and options over Shares set out in the table below:

Director	Shares held personally	Shares under option in LTIP	Shares held under SIP	Shares under option in SAYE	Shares under option in DSP	Shares under option in DIP	Shares under option in Conditional Award	Total interest
Dan Finley	290,806	-	-	60,000	3,123,340	11,659,808	4,658,441	19,792,395
Ph il Ellis	-	-	-	-	500,000	800,185	1,028,806	2,328,991

Total Voting Rights

As at 26 August 2025 the total number of Ordinary Shares and voting rights in the Company remains unchanged at 1,397,424,226. No Ordinary Shares are held in treasury. This figure for total number of Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Rules and Transparency Rules. 

Enquiries
Debenhams Group
Phil Ellis, Chief Financial Officer	Tel: +44 (0)161 233 2050
Zeus Capital - Nominated adviser and joint broker
Nick Cowles / Dan Bate / James Edis	Tel: +44 (0)161 831 1512
Benjamin Robertson	Tel: +44 (0)20 3829 5000
Panmure Liberum - Joint broker
Max Jones / Ailsa MacMaster / Gaya Bhatt	Tel: +44 (0)20 3100 2000
Sodali & Co - Financial PR adviser
Ben Foster / Louisa Henry	Tel: +44 (0)20 3984 0114

About Debenhams Group

Debenhams Group is an online powerhouse in fashion, home, and beauty, serving millions of customers across five shopping destinations: Debenhams, Karen Millen, boohoo, MAN and PLT. Debenhams Group dates back to 1778 when William Clark, a retail pioneer of the time, opened the UK's first department store. Today, the Group is home to Debenhams-which was relaunched in 2021 as an online department store-and  leading online fashion retailers, including boohoo, PLT, MAN, and Karen Millen.

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

Dan Finley

2

Reason for the notification

a)

Position/status

Group Chief Executive Officer

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

boohoo group plc

b)

LEI

213800SZF3KFCECWY243

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 1p each

ISIN: JE00BG6L7297

b)

Nature of the transaction

G rant of options

c)

Price(s) and volume(s)

	Price	No. of shares
i	Nil	11,659,808

d)

Aggregated information

- Aggregated volume

- Price

	Price	No. of shares
i.	Nil	11,659,808

e)

Date of the transaction

26 August 2025

f)

Place of the transaction

Outside of a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Phil Ellis

2

Reason for the notification

a)

Position/status

Group Chief Financial Officer

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

boohoo group plc

b)

LEI

213800SZF3KFCECWY243

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 1p each

ISIN: JE00BG6L7297

b)

Nature of the transaction

Grant of Options

c)

Price(s) and volume(s)

	Price	No. of shares
i	NIL	1,828,991

d)

Aggregated information

- Aggregated volume

- Price

	Price	No. of shares
i.	NIL	1,828,991

e)

Date of the transaction

26 August 2025

f)

Place of the transaction

Outside of a trading venue

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