Holding(s) in Company

For filings with the FCA include the annex For filings with issuer exclude the annex TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi 1. Identity of the issuer or the underlying issuerof existing shares to which voting rights are Pendragon PLCattached:ii 2 Reason for the notification (please tick the appropriate box or boxes): An acquisition or disposal of voting rights X An acquisition or disposal of qualifying financial instruments which may resultin the acquisition of shares already issued to which voting rights are attached An acquisition or disposal of instruments with similar economic effect toqualifying financial instruments An event changing the breakdown of voting rights Other (please specify): 3. Full name of person(s) subject to the Schroders plcnotification obligation:iii 4. Full name of shareholder(s) (if different from 3.):iv 5. Date of the transaction and date onwhich the threshold is crossed or 24.03.15reached: v 6. Date on which issuer notified: 25.03.15 7. Threshold(s) that is/are crossed or 12% - 11%reached: vi, vii 8. Notified details: A: Voting rights attached to shares viii, ix Class/type Situation previous Resulting situation after the triggeringof to the triggering transactionshares transaction Number Number Number Number of voting % of votingif possible of of of shares rights rights xusing Shares Votingthe ISIN Rights Direct Direct Indirect Direct IndirectCODE xi xii Ordinary 225,107,597 183,007,934 210,315,862 N/A 168,690,734 N/A 11.552%GB00B1JQBT10 B: Qualifying Financial Instruments Resulting situation after the triggering transaction Type of Expiration Exercise/ Number of voting % of votingfinancial date xiii Conversion Period xiv rights that may be rightsinstrument acquired if the instrument is exercised/ converted. C: Financial Instruments with similar economic effect to Qualifying FinancialInstruments xv, xvi Resulting situation after the triggering transaction Type of Exercise price Expiration Exercise/ Number of voting % of votingfinancial date xvii Conversion rights instrument rights xix, xxinstrument period xviii refers to Nominal DeltaCFD N/A N/A N/A 5,625,128 0.385% 1 Total (A+B+C) Number of voting rights Percentage of voting rights 174,315,862 11.937% 9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi Schroders Investment Management Limited 174,315,862 11.937% Proxy Voting: 10. Name of the proxy holder: 11. Number of voting rights proxy holder will ceaseto hold: 12. Date on which proxy holder will cease to holdvoting rights: The shares referred to in section 9 are held in portfolios13. Additional information: managed by those firms on a discretionary basis for clients under investment management agreements. 14. Contact name: Richard Maloney 15. Contact telephone number: 01623 725119 Note: Annex should only be submitted to the FCA not the issuer Annex: Notification of major interests in sharesxxii A: Identity of the persons or legal entity subject to the notificationobligation Full name (including legal form of legal entities) Contact address (registered office for legal entities) Phone number & email Other useful information (at least legal representative for legal persons) B: Identity of the notifier, if applicable Full name Contact address Phone number & email Other useful information (e.g. functional relationship with the person or legal entity subject to thenotification obligation) C: Additional information For notes on how to complete form TR-1 please see the FCA website.