15 March 2017

Virgin Money Holdings (UK) PLC (the Company)

ISIN: GB00BQ8P0644

NOTIFICATION OF TRANSACTIONS BY DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

GRANTS UNDER THE DEFERRED BONUS SHARE PLAN (DBSP) AND LONG TERM INCENTIVE PLAN (LTIP)

DBSP

On 15 March 2017, the following PDMRs of the Company were each awarded a right to receive ordinary shares of 0.01p each in the capital of the Company, in accordance with the rules of the DBSP, in respect of 2016 financial year performance.

The 1^st tranche vested immediately on grant with the remaining award vesting in tranches under the terms of the DBSP, from either (i) the first anniversary of grant to the fifth anniversary, (ii) the first anniversary of grant to the seventh anniversary or from (iii) the third anniversary of grant to the seventh anniversary.

After sales for any tax liability arising on vesting, for which a separate announcement will be made in connection with the 1^st tranche vesting, on or around 17 March 2017, the net shares at each vesting will be subject to a further six-month holding period before any further sales or transfers can be effected.

LTIP

On 15 March 2017, the following PDMRs of the Company were each awarded conditional rights to acquire ordinary shares of 0.01p in the capital of the Company in accordance with the rules of the LTIP.

The LTIP awards will vest in equal tranches from the fourth anniversary of the date of grant to either the sixth or eighth such anniversary, subject to performance against agreed performance conditions over the period 1 January 2017 to 31 December 2019.

Once the awards have vested, the PDMRs will be required to hold the ordinary shares for a further one year period after any sales for tax arising on the vesting of the shares.

¹ Calculated using the middle market quotation as derived from the Daily Official List of the London Stock Exchange on 14 March 2017, being the day before the date of grant of the award.

^ Denotes award vesting from third anniversary of date of grant to seventh such anniversary

# Denotes award vesting from first anniversary of date of grant to seventh such anniversary

* Denotes award vesting from fourth anniversary of date of grant to eighth such anniversary

All transactions took place in the UK and the Shares are listed on the London Stock Exchange.

This notification is made in accordance with the Market Abuse Regulation, Article 19(3), further details below.

Enquiries:

Virgin Money Investor Relations
Adam Key
020 7111 1311 or adam.key@virginmoney.com

Virgin Money Company Secretary
Katie Marshall
0191 279 6482 or katie.marshall@virginmoney.com