Transaction in Own Shares

BAE Systems plc: Transaction in own shares

BAE Systems plc announces that on 15 July 2016:

· it transferred 4,000 ordinary shares of 2.5p each held in treasury to a participant in its Executive Share Option Plan at a transfer price of 388.90 pence per share;

· it transferred 242,293 ordinary shares of 2.5p each held in treasury to participants in its Share Incentive Plan at a transfer price of nil; and

· it transferred 5,639 ordinary shares of 2.5p each held in treasury to participants in its International Share Incentive Plan at a transfer price of nil.

Following the transfer of these shares, BAE Systems plc holds 293,538,164 of its ordinary shares in treasury and has 3,173,901,880 ordinary shares in issue (excluding treasury shares). This figure (3,173,901,880) represents the total voting rights in the Company and may be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.

15 July 2016