Director/PDMR Shareholding

FirstGroup plc

7 June 2017

Exercise and Sale under the Long Term Incentive Plan 2014 (“LTIP 2014”)

FirstGroup plc (the "Company") has been notified that the Executive Director and Persons Discharging Managerial Responsibilities (“PDMRs”) detailed below, exercised conditional awards over 297,022 ordinary shares of 5 pence each under the LTIP 2014. Following the release, 226,485 were sold at a price of £1.414

Participant	Reason for notification	LTIP 2014 award	Transaction
Tim O’Toole	Executive Director	128,002	Sell sufficient to cover tax
David Leach	PDMR	42,090	Sell all
Bradley Thomas	PDMR	38,604	Sell all
Dennis Maple	PDMR	88,326	Sell all

The transactions took place in London (XLON) on 6 June 2017 and the Company was notified on 7 June 2017.

This notification is made under Article 19.3 of the Market Abuse Regulation.

Enquiries:

Sarah Steadman

Share Schemes & Company Secretarial Assistant                                   0207 725 2731

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Tim O’Toole Dave Leach Brad Thomas Dennis Maple
2	Reason for the notification
a)	Position/status	Executive Director PDMR PDMR PDMR
b)	Initial notification /Amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	FirstGroup plc
b)	LEI	549300DEJZCPWA4HKM93
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of 5p each GB0003452173
b)	Nature of the transaction	Release of awards under the LTIP 2014
c)	Price(s) and volume(s)	Price(s) Volume(s) NIL NIL NIL NIL Tim O’Toole – 128,002 (conditional award) David Leach- 42,090 (conditional award) Dennis Maple- 88,326 (conditional award) Bradley Thomas - 38,604 (conditional award)
d)	Aggregated information - Aggregated volume - Price	Tim O’Toole – 128,002 David Leach- 42,090 Dennis Maple- 88,326 Bradley Thomas - 38,604 NIL
e)	Date of the transaction	06/06/2017
f)	Place of the transaction	London Stock Exchange (XLON)
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of 5p each GB0003452173
b)	Nature of the transaction	Subsequent sale to cover for tax and social security liabilities – Tim O’Toole Sale of all shares – David Leach, Dennis Maple and Bradley Thomas
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.414 £1.414 £1.414 £1.414 Tim O’Toole – 57,465 David Leach- 42,090 Dennis Maple- 88,326 Bradley Thomas - 38,604
d)	Aggregated information - Aggregated volume - Price	Tim O’Toole – 57,465 David Leach- 42,090 Dennis Maple- 88,326 Bradley Thomas - 38,604 Tim O’Toole – £81,225 David Leach- £59,515 Dennis Maple- £124,893 Bradley Thomas - £54,586
e)	Date of the transaction	06/06/2017
f)	Place of the transaction	London Stock Exchange (XLON)
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted