VIRGIN MONEY UK PLC

LEI: 213800ZK9VGCYYR6O495

23 November 2023

VIRGIN MONEY UK PLC COMMENCES £150M SHARE BUYBACK

Virgin Money UK PLC ("Virgin Money" or the "Company") today announces a share buyback to repurchase up to £150 million in aggregate between its ordinary shares of £0.10 each (the "Shares") listed on the London Stock Exchange and CHESS Depositary Interests ("CDIs"), each representing one Share, listed on the Australian Securities Exchange (the "Buyback"). Subject to trading liquidity, Virgin Money intends to complete the repurchase in approximately equal proportions across the two jurisdictions.  The Buyback is expected to commence today, 23 November 2023, and will end no later than 16 May 2024.

Virgin Money first set out its updated capital framework and approach to shareholder distributions at its 2022 Interim Financial Results on 5 May 2022, outlining a full year dividend pay-out strategy, supplemented with buybacks, subject to an ongoing assessment of surplus capital, market conditions and regulatory approval. The Company recently concluded a £50m share buyback that it had announced alongside its Q3 results on 2 August 2023. Following Prudential Regulation Authority ("PRA") approval, and with continued robust levels of capital, the Buyback supplements the 5.3p 2023 final ordinary dividend in respect of the year ended 30 September 2023 also announced today in conjunction with the Company's 2023 Full Year Results.

The Company has entered into an arrangement with Goldman Sachs International to purchase Shares as riskless principal and to make trading decisions in relation to the Buyback independently of the Company. Any purchase of Shares pursuant to this engagement will be carried out on the London Stock Exchange or other recognised investment exchanges[1]. The Company has also entered into a discretionary arrangement with Goldman Sachs International and Goldman Sachs Australia Pty Ltd to purchase CDIs on the Australian Securities Exchange during open periods. The purpose of the Buyback is to reduce the Company's issued share capital by returning surplus capital to shareholders. The maximum number of Shares and CDIs that may be repurchased under the Buyback is 171,118,044 in aggregate. It is the Company's present intention that the repurchased Shares and CDIs (including their underlying Shares) will be cancelled.

The Buyback will be effected in accordance with (i) the scope of the authority to repurchase ordinary shares conferred on the Company, Goldman Sachs International and Goldman Sachs Australia Pty Ltd at its February 2023 Annual General Meeting and any further authority to be conferred on them at its 2024 Annual General Meeting, (ii) Regulation (EU) No 596/2014 (the Market Abuse Regulation) and the Commission Delegated Regulation (EU) 2016/1052 as applicable (both as in force in the UK, and as they form part of retained UK law as defined in the European Union (Withdrawal) Act 2018), and (iii) Chapter 12 of the Listing Rules. The Buyback is subject to the continuing approval of the PRA.

Announcement authorised for release by Lorna McMillan, Group Company Secretary.

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Forward looking statements

The information in this announcement may include forward looking statements, which are based on assumptions, expectations, valuations, targets, estimates, forecasts and projections about future events. These can be identified by the use of words such as 'expects', 'aims', 'targets', 'seeks', 'anticipates', 'plans', 'intends', 'prospects', 'outlooks', 'projects', 'forecasts' 'believes', 'estimates', 'potential', 'possible', and similar words or phrases. These forward looking statements are subject to risks, uncertainties and assumptions about the Company and its subsidiaries (the "Group") and its securities, investments, and the environment in which it operates, including, among other things, the development of its business and strategy, any acquisitions, combinations, disposals or other corporate activity undertaken by the Group, trends in its operating industry, changes to customer behaviours and covenant, macroeconomic and/or geopolitical factors, the repercussions of the outbreak of coronaviruses (including but not limited to the COVID-19 outbreak), changes to its board and/ or employee composition, exposures to terrorist activity, IT system failures, cyber-crime, fraud and pension scheme liabilities, risks relating to environmental matters such as climate change including the Group's ability along with the government and other stakeholders to measure, manage and mitigate the impacts of climate change effectively, changes to law and/or the policies and practices of the Bank of England, the Financial Conduct Authority and/or other regulatory and governmental bodies, inflation, deflation, interest rates, exchange rates, tax and national insurance rates, changes in the liquidity, capital, funding and/or asset position and/or credit ratings of the Group, future capital expenditures and acquisitions, the repercussions of the UK's exit from the EU (including any change to the UK's currency and the terms of any trade agreements (or lack thereof) between the UK and the EU), Eurozone instability, Russia's invasion of Ukraine, any referendum on Scottish independence and any UK or global cost of living crisis or recession.

In light of these risks, uncertainties and assumptions, the events in the forward looking statements may not occur. Forward looking statements involve inherent risks and uncertainties. Other events not taken into account may occur and may significantly affect the analysis of the forward looking statements. No member of the Group or their respective directors, officers, employees, agents, advisers or affiliates gives any assurance that any such projections or estimates will be realised. All forward looking statements should be viewed as hypothetical. No representation or warranty is made that any forward looking statement will come to pass. No member of the Group or their respective directors, officers, employees, agents, advisers or affiliates undertakes any obligation to update or revise any such forward looking statement following the publication of this announcement nor accepts any responsibility, liability or duty of care whatsoever for (whether in contract, tort or otherwise) or makes any representation or warranty, express or implied, as to the truth, fullness, fairness, merchantability, accuracy, sufficiency or completeness of the information in this announcement.

The information, statements and opinions contained in this announcement do not constitute or form part of, and should not be construed as, any public offer under any applicable legislation or an offer to sell or solicitation of any offer to buy any securities or financial instruments or any advice or recommendation with respect to such securities or other financial instruments. The distribution of this announcement in certain jurisdictions may be restricted by law. Recipients are required by the Group to inform themselves about and to observe any such restrictions. No liability to any person is accepted in relation to the distribution or possession of this announcement in any jurisdiction. The information, statements and opinions contained in this announcement are subject to change.

Virgin Money UK PLC is registered in England and Wales (company number: 09595911) and as a foreign company in Australia (ARBN 609 948 281) and has its registered office at Jubilee House, Gosforth, Newcastle upon Tyne, NE3 4PL