Directorate Change

Pendragon PLC

(“The Company”)

Appointment and Resignation of Independent Non-Executive Directors

The Company is pleased to announce that Mr William Berman has been appointed as an independent non-executive director, to take office on 18 April 2019.  Mr Berman will serve on the Company’s Nomination Committee, Remuneration Committee and Audit Committee.

Mr Berman joins following an extensive executive career with AutoNation, the largest automotive retailer in America, where most recently he served as President and Chief Operating Officer.  Mr Berman was responsible for AutoNation’s 26,000 associates and the operational performance of the company’s 300+ new vehicle franchises, including new and used vehicle sales.  Mr Berman’s previous roles at AutoNation included Executive Vice President, Regional President Western Region and Market President Northern California.

Welcoming Bill Berman to the Board, Pendragon’s Chairman, Chris Chambers said: “I am really pleased that Bill has agreed to join our Board.  His significant and extensive experience in automotive retail makes him an ideal addition to our board as we continue our own transformation and progress towards achieving our strategic objectives”.

Given that Mr Berman’s agreement to join the Board comes when the notice of the Company’s 2019 Annual General Meeting (“AGM”) has already been circulated to shareholders, and is so soon before the AGM, the Board does not consider it appropriate to put forward a resolution to re-appoint Mr Berman at the 2019 AGM.  Instead, Mr Berman’s appointment will lapse at the 2019 AGM, and he will be re-appointed by the Board immediately following the 2019 AGM, with a resolution proposing his re-appointment being proposed to shareholders at the 2020 AGM.

The Company further announces that Ms Gillian Kent will be standing down as a non-executive director on 18 April 2019, in order to pursue other interests.

Pendragon’s Chairman, Chris Chambers commented, “I would like to thank Gillian for her significant contribution since joining the Board.  The Board wish her well in her chosen future activities”. 

Consequently, the Board intends to withdraw resolution number 7 set out in the notice of meeting dated 21 March 2019 relating to the re-election of Gillian Kent as a director.  The remaining resolutions set out in the notice will be put to shareholders at the AGM to be held on 25 April 2019, with the results being announced following the conclusion of the meeting.  The withdrawal of resolution 7 does not affect the validity of any proxy votes already submitted.

There is no information in the nature of that required by LR 9.6.13R to disclose in relation to Mr Berman’s appointment to the Board.

Enquiries:

Chris Chambers       Non-executive Chairman Pendragon PLC     01623 725 119

Richard Maloney     Company Secretary        Pendragon PLC      01623 725 119

Howard Lee                                                            Headland               0203 805 4822

Henry Wallers                                                         Headland               0203 805 4822