SuperdryPlc

("Superdry" or "the Company")

16 October 2018

Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMR") and persons closely associated with them ("PCA")

Superdry Performance Share Plan ("PSP"): Grant of 2018 Conditional Share Award

On 15 October 2018, the PDMR named below was granted a conditional share award over Ordinary Shares under the terms of the Superdry 2018 Performance Share Plan ("PSP"). Details of the number of Ordinary Shares subject to such award are set out in the table immediately below.

The PDMR notified the Company of the above transaction on 15 October 2018.

No consideration was paid for the grant of these awards which are structured as conditional awards.

The vesting of an award is subject to the satisfaction of the following performance conditions, measured over a performance period of three financial years of the Company ending with the 2020/2021 financial year (the "performance period"):

1.         70% of the award is based on the compound annual growth rate ("CAGR") in the Company's earnings per share ("EPS") measured over the performance period.

·     25% of the EPS-related part of the award will vest if the CAGR in the EPS is 8%, increasing on a straight-line basis to 50% vesting if the CAGR in the EPS is 10% and increasing on a straight-line basis to 100% vesting if the CAGR in the EPS is 12% or more.

2.           30% of the award is based on comparing the Company's total shareholder return ("TSR") measured over the performance period against the TSR over the performance period of each company in a bespoke group of companies ("Comparator Group").

·     25% of the TSR-related part of the award will vest if the Company's TSR is ranked at the median of the companies in the Comparator Group by reference to their TSR, increasing on a straight-line basis to 100% vesting if the Company's TSR is ranked at the upper quartile or above of the companies in the Comparator Group by reference to their TSR.

Performance against each target is assessed independently. The award will normally vest on the later of the third anniversary of grant and the determination of the performance conditions.  The awards are subject to the rules of the PSP and in particular the malus and clawback provisions set out therein.

The Company makes this announcement, including the notification(s) below, in accordance with the requirements of the EU Market Abuse Regulation.

The number of Ordinary Shares granted under this Conditional Share Award was calculated by taking the PDMR's salary and dividing it by the average share price during the 10 dealing days preceding the Grant Date.