Notice to Securityholders

Virgin Money Holdings (UK) plc

(Company)

LEI: 213800TAU9ZX2WZNCO64

3 June 2019

NOTICE TO SECURITYHOLDERS

£160,000,000 Fixed Rate Resettable Perpetual Additional Tier 1 Securities

ISIN: XS1090191864

COMMON CODE: 109019186

NOTICE IS HEREBY GIVEN that, having received Regulatory Approval and complied with the Regulatory Preconditions, the Issuer will redeem the Securities in full on 31 July 2019 (the Redemption Date) pursuant to Condition 7.2 (Redemption at the Option of the Issuer) of the Securities. This redemption is subsequent to the issuance of £250m Additional Tier 1 instruments by CYBG PLC in March 2019, as a normal part of the Group's capital management.

As specified in the terms and conditions of the Securities, the Securities will be redeemed at their principal amount together with interest accrued and unpaid to (but excluding) the Redemption Date.

Following redemption of the Securities, (i) the Securities will be cancelled and no further interest payments will be made and (ii) request will be made to the Euro MTF market of the Luxembourg Stock Exchange for the listing and admission to trading of the Securities on the Euro MTF market of the Luxembourg Stock Exchange to be cancelled.

Unless otherwise defined in this notice, all terms used in this notice are as defined in the terms and conditions of the Securities.

Enquiries