Proposed Purchase of Ordinary Shares

FOR IMMEDIATE RELEASE

Vincitas Limited

Proposed Purchase of Ordinary Shares in Schroders plc by the Principal Shareholder Group

Members of the Principal Shareholder Group (the "PSG") have entered into an agreement to purchase up to 1% of the issued ordinary shares of Schroders plc.

As disclosed in the circular published on 12 July 2022 (the "Circular") by Schroders plc (the "Company") in connection with the enfranchisement of its non-voting ordinary shares, members of the PSG comprising the Schroder family interests have the right under the Takeover Code, as a consequence of being diluted by the enfranchisement, to increase their current aggregate shareholding (representing 43.11% of the total issued ordinary shares) by acquiring up to 1% of the total issued ordinary shares within 12 months of the enfranchisement becoming effective without triggering the need for a mandatory cash offer for the entire share capital of the Company.

A forward purchase agreement has been entered into with UBS on behalf of members of the PSG for the purchase in the market of up to 1% of the issued ordinary shares over the period 30 December 2022 to 15 August 2023. At the end of the period (or earlier, but not earlier than 19 March 2023, if the maximum number of ordinary shares which are the subject of the forward purchase contract are purchased prior to that date), those ordinary shares will be transferred to the relevant members of the PSG.

As two of the family members who are part of the PSG are also non-executive directors of the Company, disclosures on Form PDMR will be made when the ordinary shares are transferred to the relevant family member and/or to the trustees of the family trusts in which they are interested.

As supportive long-term shareholders, members of the PSG intend to retain a substantial shareholding in the Company over the long term.

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