Application for Listing and Total Voting Rights

THG PLC

(the "Company")

13 March 2024

Application for Listing and Total Voting Rights

Further to the announcement made on 7 March 2024, an application has been made to the Financial Conduct Authority ("FCA") and the London Stock Exchange plc ("LSE") for 30,629,135 ordinary voting shares of £0.005 each ("Ordinary Shares") to be admitted to trading on the LSE and to be admitted to the FCA's Official List. Admission of the Ordinary Shares is expected to become effective on 15 March 2024.

The Ordinary Shares are being issued to VG Corporate Trustee Limited, acting as trustee of the THG Employee Benefit Trust.

Consistent with the Company's strong track record of incentivising employees, and in order to continue to attract and retain world-class talent, in addition to the awards to PDMRs announced on 7 March 2024, awards are being made to certain key employees below Executive level, which are subject to the achievement of various targets.  Subject to the satisfaction of such targets, approximately a third of the Ordinary Shares are expected to vest on 31 December in each of 2024, 2025 and 2026.

When issued, these Ordinary Shares will rank pari passu with the existing ordinary shares of the Company.

Accordingly following admission the total number of voting rights in the Company will be 1,330,361,823. This figure may be used by the Company's shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Disclosure Guidance and Transparency Rules.

This notification is provided in accordance with LR 3.3.2(6) and LR 14.3.17(1) of the Listing Rules.