Issue of Bonus Shares

            Metro Bank Holdings PLC (LSE: MTRO LN)

6 June 2023

Metro Bank Holdings PLC (“Metro Bank”)

Legal Entity Identifier: 984500CDDEAD6C2EDQ64

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

CAPITALISED TERMS DEFINED IN THE SCHEME DOCUMENT AND PROSPECTUS HAVE THE SAME MEANING WHEN USED IN THIS ANNOUNCEMENT, UNLESS OTHERWISE DEFINED IN THIS ANNOUNCEMENT.

Issue of Bonus Shares

As set out in the Scheme Document and Prospectus dated 22 March 2023, Metro Bank has capitalised the merger reserve which arose when the Scheme became effective by using the merger reserve to pay up newly issued special shares of £0.000001 each in the capital of Metro Bank by way of a bonus issue to the shareholders of Metro Bank (“Bonus Shares").

Metro Bank today confirms that the Bonus Shares have been issued and credited as fully paid to the shareholders of Metro Bank in proportion to the number of New MB Shares held by them. Fractional entitlements shall be disregarded in accordance with the Articles of Association.

The Bonus Shares have been issued to facilitate the creation of distributable reserves and do not carry a right to receive notice, attend or vote at general meetings. The Bonus Shares are expected to exist for a short amount of time and will be cancelled subject to Court approval. The Bonus Shares are not transferrable and no share certificates will be issued in respect of them and they will not be admitted to CREST.

Enquiries

For more information, please contact:

Metro Bank Investor Relations

Jo Roberts

+44 (0) 20 3402 8900

IR@metrobank.plc.uk

Metro Bank Media Relations

Tina Coates / Mona Patel

+44 (0) 7811 246016 / +44 (0) 7815 506845

pressoffice@metrobank.plc.uk

Teneo

Charles Armitstead / Haya Herbert Burns

+44 (0)7703 330269 / +44 (0) 7342 031051

metrobank@teneo.com

RBC Capital Markets (Sponsor to Metro Bank)

Rupert Walford / Elliot Thomas / Kathryn Deegan

+44 (0) 20 7653 4000

ENDS

About Metro Bank

Metro Bank services 2.7 million customer accounts and is celebrated for its exceptional customer experience. It is the highest rated high street bank for overall service quality for personal customers and the best bank for service in-store for personal and business customers, in the Competition and Markets Authority’s Service Quality Survey in February 2023. Metro Bank has also been awarded “2023 Best Lender of the Year – UK” in the M&A Today, Global Awards, “Best Mortgage Provider of the Year” in 2022 MoneyAge Mortgage Awards, “Best Business Credit Card” in 2022 Moneynet Personal Finance Awards, “Best Business Credit Card 2022”, Forbes Advisor, “Best Current Account for Overseas Use” by Forbes 2022 and accredited as a top ten Most Loved Workplace 2022.  It was “Banking Brand of The Year” at the Moneynet Personal Finance Awards 2021 and received the Gold Award in the Armed Forces Covenant’s Employer Recognition Scheme 2021.

The community bank offers retail, business, commercial and private banking services, and prides itself on giving customers the choice to bank however, whenever and wherever they choose, and supporting the customers and communities it serves. Whether that’s through its network of 76 stores open seven days a week, 362 days a year; on the phone through its UK-based contact centres; or online through its internet banking or award-winning mobile app, the bank offers customers real choice.

Metro Bank PLC. Registered in England and Wales. Company number: 6419578. Registered office: One Southampton Row, London, WC1B 5HA. ‘Metrobank’ is the registered trademark of Metro Bank PLC.

It is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and Prudential Regulation Authority. Eligible deposits are protected by the Financial Services Compensation Scheme. For further information about the Scheme refer to the FSCS website www.fscs.org.uk. All Metro Bank products are subject to status and approval.

Metro Bank PLC is an independent UK bank – it is not affiliated with any other bank or organisation (including the METRO newspaper or its publishers) anywhere in the world. Please refer to Metro Bank using the full name.