Block listing Interim Review

Name of applicant:

SOPHOS GROUP PLC

Name of scheme:

2015 Long Term Incentive Plan

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

699,782

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

8,500,000

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

3,068,814

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

6,130,968

Name of scheme:

Save As You Earn Scheme

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

1,000,000

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

0

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

1,000,000

Name of scheme:

International Save As You Earn Scheme

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

986,614

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

6,674

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

979,940

Name of scheme:

US Employee Share Purchase Plan

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

550,951

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

100,000

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

208,193

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

442,758

Name of scheme:

Pentagon Holdings Management Equity Plan

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

5,330,847

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

128,133

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

605,194

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

4,853,786

Name of scheme:

Pentagon Holdings Staff Option Plan

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

3,206,511

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

376,041

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

294,211

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

3,288,341

Name of scheme:

Pentagon Holdings 2010 Retention Award Plan

Period of return:

From:

1 October 2018

To:

31 March 2019

Balance of unallotted securities under scheme(s) from previous return:

795

Plus: The amount by which the block scheme(s) has been increased since the date of the last return (if any increase has been applied for):

0

Less: Number of securities issued/allotted under scheme(s) during period (see LR3.5.7G):

0

Equals: Balance under scheme(s) not yet issued/allotted at end of period:

795

Name of contact:

Eleanor Lacey

Chief Legal Officer

Telephone number of contact:

01235 465993