UK Bank Boards Analysis, July 2019

Welcome to the eighth, bi-annual Ridgeway Partners UK Bank Boards Analysis, as of July 2019. We list all non executive and executive board members, including their board roles, business backgrounds, nationality, gender and tenure. We have also included selected analytics on the 355 directors across the 34 banks.

We have divided the sector into the following groups: Table 1a Largest UK Bank/Mutual Boards Table 1b Ring-Fenced and Non-Ring-Fenced UK Bank Boards Table 2 Mid-sized Listed UK Bank Boards Table 3 Subsidiary/Private Equity/Hedge Fund backed UK Bank Boards Table 4 Larger UK Building Societies and Leading Irish Bank Boards Table 5 ‘Neobank’/Fintech UK Bank Boards

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boardswww.ridgewaypartners.com Analysis July 2019 | 1 Headlines over the last six months • Despite the ring fenced boards now being established, and fewer new bank approvals in 2019, the demand for financial services board talent has continued to be strong. • Demand is particularly strong for Audit, Risk and Remuneration Committee chairs. • Several boards are also seeking to add profiles with operational/transformation/relisience/technology expertise. More former CIOs/CTOs and COO’s are joining boards given the increasing significance of their experience. • The updated Code recommending that chairs rotate off after nine years, including the time they have been a non executive director, is encour- aging succession planning in a number of cases. • In addition to conventional searches, several boards are increasingly undertaking benchmarking and talent pipeline projects, in particular for SMR chair roles. • Boards continue to respond to greater regulatory and investor demands by creating sub committees focussed on the customer, conduct and culture, and technology. Boards are also appointing employee representatives as encouraged by the governance Code. • The demand for enhancing the diversity of boards, across all measures, continues to be a priority, with gender diversity still the focus, fol- lowed by BAME profiles. This is also a major factor in considering executive director succession. • The market is increasingly aware of portfolio capacity and “overboarding” for chairs as well as committee chairs. This, combined with greater time commitments and regulatory scrutiny, is creating pressure on the pipeline of candidates as qualified directors are constrained in what else they can do. • There is an emerging trend towards the anticipated tenure on boards being nearer to six years than nine years. This is seen to enhance inde- pendence and ensures new perspectives joining the boards. This also reflects a trend of non executive directors approaching their portfolio careers as a genuine second career, and moving between boards perhaps more regularly than before. • Boards are still seeking core banking skill-sets and suitability for their regulated contexts, but are increasingly keen to attract those with a “next generation financial services” or digital/fintech mindset and expertise.

Company highlights • CYBG and Virgin Money have confirmed their merger. They have announced their intent to rebrand the new entity Virgin Money in 2020. • One Savings Bank and Charter Court Financial Services have agreed their merger, and there will be a number of board changes in due course. • There is significant growth in the digital/mobile banking sector. A number of the “neobanks” (Starling, Tandem, Zopa, and Revolut) continue their growth and board development. CHAIRS • 2019 has seen new chairs at PLC (Nigel Higgins) and Monzo (Gary Hoffman). • It has been announced that Sir Malcolm Williamson will chair the combined One Savings Bank and Charter Court business, with David Wey- mouth becoming Deputy Chair. • A search is underway for a new chair at Metro Bank. • There are four female chairs out of all 49 bank entities listed in this report. • The typical (median) chair has been on their board for approximately 4 years. Only two chairs have been in place for at least nine years; three for eight years. NON EXECUTIVE DIRECTORS • During this first half of the year, there have been new non executive directors appointed at HSBC, Santander, , NatWest Markets, OneSavings Bank, Co-operative Bank, Coventry Building Society, Leeds Building Society, , AIB, Atom, and Zopa. EXECUTIVE DIRECTORS • The first half of 2019 has seen new Chief Executive Officers starting at Barclays Bank UK (Matt Hammerstein), TSB (Debbie Crosbie), Bank of Ireland (Ian McLaughlin), Leeds Building Society (Richard Fearon) and AIB (Colin Hunt). Jim Brown has been announced as the new Chief Executive Officer at Sainsbury’s Bank. • The search for a new chief executive officer of Royal is under way. • New Chief Financial Officers have started at Barclays Bank UK (Acting Chief Financial Officer, Rupert Fowden), Corporate Markets (Chris Edis), and AIB (Donal Galvin) • Rick Hunkin has joined the Board of Chetwood as Executive Director and Chief Risk Officer.

2 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 These tables summarise the composition of UK Bank Boards. The analysis is based on 355 directors of 34 banks, as of July 2019.* *The Ring-Fenced and Non-Ring-Fenced bank board members on Table 1b are not included in the analytics due to the overlap of board members with the group boards.

8 8 7 7 6 6 5 5 4 4 3 3 Number of banks 2 2 Number of banks 1 1 0 0 6 7 8 9 10 11 12 13 14 0 1 2 3 4 5 Number of directors Number of female directors BOARD SIZE GENDER – DIRECTORS • The average board size is 10.4 directors, ranging from 6 for Zopa to 14 for • 28% of directors are female. Whilst this is in line with the overall level AIB, HSBC and Nationwide. This is down from 10.8 in January 2019. for the FTSE 350 (29%) it is below the Hampton-Alexander target of 33% • In January 2019, 12 banks had boards with 13 or more directors. This is representation set for the end of 2020. now down to 8 boards. • Over half of banks (20) have at least three female directors with 14 having 4 or more female directors (up from 11 in January 2019); AIB, Atom, HSBC, Nationwide, Santander and TSB each have 5 female directors. 40 35 % 30 100

25 80

20 60 15 40 10 20 5 0 Percentage of female directors Percentage 0 CEO CFO EXEC CHAIR NED

Role Risk - Male SID - Male Chair - Male Audit - Male SID - Female GENDER – BY ROLE Chair - Female Audit - Female Risk - Female

• In total, 37% of the bank NEDs are female. This compares to 35% of all Remuneration - Male FTSE 350 NEDs. Remuneration - Female GENDER – COMMITTEE CHAIRS • 12% of the bank EDs are female (9% of CEOs, 13% of CFOs and 17% of other EDs). This compares to 10% of all FTSE 350 EDs (as of July 22nd 2019). • The role with the highest proportion of females remains Remuneration Chair (48%) followed by SIDs (30%). This compares to 17% chairs of audit, 12% • 9% of the bank chairs are female compared to 8% of all FTSE 350 chairs. chairs of risk and 9% of chairs.

6 British American 5 Irish Spanish 4 French New Zealander 3 Chinese 2

South African Number of Chairs TOP 8 NATIONALITIES 1 • 74% of directors are British. 7% are American, 15% other European 0 nationalities (the top nationalities being Irish 30, Spanish 11, and French 4), 0 1 2 3 4 5 6 7 8 9 11 4% are other nationalities (the top other nationalities being New Zealander 4, Chinese 3 and South African 3). Year appointed • 7 boards are all British (Close Brothers, Co-Operative Bank, Leeds Building CHAIR TENURE Society, OneSavings Bank, Secure Trust, Skipton Building Society and York- • The typical (median) chair has been on the board for 4 years. Only two shire Building Society). chairs (Metro Bank, ) have been in place for at least nine years; three for eight years. This includes time they were a NED or Chair Elect.

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 | 3 Table Largest UK Bank/Mutual Boards Analysis as of July 2019 1a Key: NAME Year of joining board Nationality Business background Red highlights female

NIGEL HIGGINS 2019 MARK TUCKER 2017 LORD NORMAN DAVID ROBERTS CBE 2015 SIR HOWARD DAVIES 2015 THE RT HON. THE JOSÉ VIÑALS 2016 Investment Banking Insurance BLACKWELL 2012 Retail/Wholesale Regulator BARONESS SHRITI Economist/Central CHAIR UK Government Banking VADERA 2015 Banking/IMF Investment Banking/Government

CRAWFORD GILLIES 2014 JONATHAN SYMONDS, CBE ANITA FREW 2010 LYNNE PEACOCK 2011 MARK SELIGMAN 2017 SCOTT WHEWAY 2013 NAGUIB KHERAJ 2014 (SID & REMUNERATION 2014 (SID, DEPUTY CHAIR & (SID & DEPUTY CHAIR) (SID & REMUNERATION (SID) (SID) (DEPUTY CHAIR & AUDIT CHAIR) AUDIT CHAIR) CHAIR) NED Metals/Mining/Asset CHAIR) Investment Banking Retail Strategy Consulting Pharma/Finance Management Retail/Wholesale Retail/Wholesale (ACA) (FCA) Banking Banking/Finance MIKE ASHLEY 2013 JACKSON TAI 2016 ALAN DICKINSON 2014 KEVIN PARRY OBE 2016 PATRICK FLYNN 2018 CHRIS JONES 2015 CHRISTINE HODGSON 2013 (AUDIT CHAIR) (RISK CHAIR) (RISK CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (SID & REMUNERATION NED Risk/Audit (FCA) Investment/Retail Retail/Wholesale Finance (FCA) Retail/ Audit (FCA) CHAIR) Banking Banking Wholesale Banking Technology/Finance (FCA) TIM BREEDON CBE 2012 PAULINE VAN DER MEER SIMON HENRY 2014 TIM TOOKEY 2015 (RISK ROBERT GILLESPIE 2013 ED GIERA 2015 DAVID CONNER 2016 (RISK CHAIR) MOHR 2015 (AUDIT CHAIR) CHAIR) (REMUNERATION CHAIR) (RISK CHAIR) (RISK CHAIR) NED Insurance/ (REMUNERATION CHAIR) Oil and Gas/Finance Insurance/Retail Wholesale Banking Investment Banking Wholesale Banking Investment Human Resources Banking (ACA) SIR IAN CHESHIRE 2017 KATHLEEN CASEY 2014 LORD JAMES LUPTON, RITA CLIFTON CBE 2012 BARONESS SHEILA ANNEMARIE DURBIN 2016 DR LOUIS CHEUNG 2013 Retail US Government CBE 2017 Brand/Marketing NOAKES, DBE 2011 (REMUNERATION CHAIR) Insurance/Finance NED Investment Banking (RISK CHAIR) Retail/Wholesale Audit/Government Banking (ACA) MARY ANNE CITRINO 2018 HENRI DE CASTRIES 2016 AMANDA MACKENZIE MAI FYFIELD 2015 FRANK DANGEARD 2016 ANA BOTÍN 2014 DR BYRON GROTE 2014 OBE 2018 NED Investment Banking Insurance Media Investment Banking/ Retail/Wholesale Oil and Gas/Finance Insurance/Utilities/ Telecoms Banking Advertising MARY FRANCIS, CBE 2016 THE HON. LAURA CHA, NICK PRETTEJOHN 2014 ALBERT HITCHCOCK 2018 ALISON DAVIS 2011 GERRY BYRNE 2017 GAY HUEY EVANS, OBE GBM 2011 2015 NED Government Insurance Media/ Banking/Payments/ Retail/Wholesale Hong Kong Telecommunications/IT Technology Banking Capital Markets/ Government/Regulatory Regulation MATTHEW LESTER 2017 DR JOSÉ ANTONIO MEADE STUART SINCLAIR 2016 MITCHEL LENSON 2011** MORTEN FRIIS 2014 GARRETT CURRAN 2019 DR NGOZI OKONJO- KURIBREÑA 2019 (REMUNERATION CHAIR) IWEALA 2017 NED Retail Finance (ACA) Retail/Wholesale Capital Markets/Risk Investment Banking Government/ Retail Banking Banking/IT Nigerian Banking Government/World Bank DIANE SCHUENEMAN 2015 IRENE LEE 2015 SARA WELLER CBE 2012 THE RT. HON. THE MIKE ROGERS 2016 DIRK MARZLUF 2019 DAVID TANG 2019 BARONESS USHA KUMARI NED Investment Banking Wholesale Banking Retail Retail Banking/ Insurance/ Technology/Venture PRASHAR, CBE 2017 Insurance Technology Capital Public Sector HEIDI MILLER 2014 GUNN WÆRSTED 2017 DR LENA WILSON, CBE GENEVIEVE SHORE 2015 CARLSON TONG 2019 2018 NED Investment/ Wholesale Banking/ Publishing/Digital (FCA) Audit Wholesale Banking Media/Telco Government/ Investment Banking DAVID NISH 2016 JASMINE WHITBREAD 2015 NED Insurance/ Investment (ICAS) Charity/Financial Information

JES STALEY 2015 JOHN FLINT 2018 ANTÓNIO HORTA-OSÓRIO JOE GARNER 2016 ROSS MCEWAN 2013**** NATHAN BOSTOCK 2014 BILL WINTERS, CBE 2015 ED – CEO Wholesale Banking Wholesale/Retail 2011 Retail Banking/ Retail Banking/ Retail/Wholesale Investment Banking Banking Retail Banking Telecommunications Insurance Banking (ACA) TUSHAR MORZARIA 2013 EWEN STEVENSON 2019 GEORGE CULMER 2012* MARK RENNISON 2007*** KATIE MURRAY 2018 ANTONIO ROMAN ANDY HALFORD 2014 2017***** ED – CFO Wholesale Banking Wholesale Banking/ Insurance/Finance Professional Retail/Wholesale (ACA) Finance (ACA) Services/Finance (FCA) Banking (CA)/Insurance Retail Banking Telecommunications/Finance (FCA)

MARC MOSES 2014 JUAN COLOMBÁS 2013 TONY PRESTEDGE 2007 SUSAN ALLEN 2019 EXECUTIVE Wholesale Banking/ Retail/Wholesale (DEPUTY CEO) Retail/Corporate DIRECTOR Risk Banking/Risk Retail/Wholesale Banking Banking EXECUTIVE CHRIS RHODES 2009 Retail/Wholesale DIRECTOR Banking/Finance (ACA)

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * Retirement announced 25/10/2018. Will be replaced by William Chalmers mid 2019. ** Will leave the Board in mid 2019. *** Announced his intention to retire on 21/5/2019. Will be replaced by Chris Rhodes in Autumn 2019. **** Announced 25/4/2019 that he will leave RBS. Will stay until successor appointed. ***** Announced that Madhukar Dayal will take over this role in September 2019.

4 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 Table Ring-Fenced and Non-Ring-Fenced Bank Boards Analysis as of July 2019 Note: These are the subsidiary Boards of four of the Banks listed in Table 1A. 1b Key: NAME Year of joining board Nationality Business background Red highlights female They are not included in the analytics due to the overlap of Board members.

BARCLAYS BANK LLOYDS BANK BARCLAYS BANK PLC HSBC UK HSBC BANK PLC LLOYDS BANK PLC* NATWEST HOLDINGS LTD NATWEST MARKETS UK PLC CORPORATE MARKETS NON-RING-FENCED RING-FENCED NON-RING-FENCED RING-FENCED RING-FENCED NON-RING-FENCED RING-FENCED NON-RING-FENCED SIR IAN CHESHIRE NIGEL HIGGINS 2019 DAME CLARA FURSE STEPHEN O’CONNOR LORD NORMAN LORD JAMES LUPTON SIR HOWARD DAVIES FRANK DANGEARD 2018 Investment 2018 (REMUNERATION 2018 (REMUNERATION BLACKWELL 2012 CBE 2018 2018 2018***** CHAIR Retail Banking CHAIR) CHAIR) UK Government Investment Regulator Investment Wholesale Investment Banking Banking/Telecoms Banking/Markets Banking

ANDREW RATCLIFFE JEREMY SCOTT 2018 JIM COYLE 2018 JOHN TRUEMAN 2018 ANITA FREW 2010 ANDREW MCINTYRE GRAHAM BEALE, CBE VIVEK AHUJA 2018 2018 (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (DEPUTY CHAIR) 2018 (AUDIT CHAIR) 2018 (SID) (RISK CHAIR) NED Metals/Mining/ Audit Audit Retail/ Investment Asset Management Audit Retail Banking Retail/Wholesale Commercial Banking Banking Banking/Finance DAVID THORBURN PETER BERNARD 2018 MRIDUL HEGDE 2018 DR ERIC STRUTZ 2018 NIGEL HINSHELWOOD JOHN CUMMINS 2018 PATRICK FLYNN 2018 BRENDAN NELSON 2018 2018 (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) 2019 (SID) (RISK CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) NED Retail/ Investment Government/ Investment Retail/ Retail/ Retail/Wholesale Audit (ACA) Commercial Banking Banking Regulatory Banking Commercial Banking Commercial Banking/ Banking Insurance MICHAEL JARY 2018 HELENE VLETTER- DAME DENISE HOLT ANDREW WRIGHT ALAN DICKINSON 2014 JOHN OWEN 2018 BARONESS SHEILA TAMSIN ROWE 2019 (REMUNERATION CHAIR) VAN DORT 2018 2018 2018 (AUDIT CHAIR) (RISK CHAIR) (REMUNERATION CHAIR) NOAKES, DBE 2018 Investment NED Retail/Strategy (REMUNERATION Diplomatic Finance/ Retail/Wholesale Wholesale (RISK CHAIR) Banking/HR CHAIR) Investment Banking Banking Banking Audit/Government Legal (ACA) AVID LARIZADEH HELEN KEELAN 2018 ALAN KEIR 2018 DAME MARY MARSH SIMON HENRY 2014 CARLA ANTUNES DA ROBERT GILLESPIE 2018 SARAH WILKINSON 2018 DUGGAN 2018 Technology/ Retail/ 2018 (AUDIT CHAIR) SILVA 2018 (LLOYDS (REMUNERATION CHAIR) Investment NED Technology/ Financial Services (FCA) Commercial Banking Charity Oil and Gas/ EXEC) Wholesale Banking/IT Venture Capital Finance Investment/ Banking (ACA) Wholesale Banking KATHRYN MATTHEWS MARIA RICHTER 2018 ROSEMARY LEITH 2018 YUKIKO OMURA 2018 STUART SINCLAIR 2016 JENNIFER TIPPIN 2018 FRANCESCA BARNES 2018 (REMUNERATION CHAIR) (LLOYDS EXEC) 2018 NED Investment Technology/ Investment Investment Banking Financial Services Banking Retail Banking Retail/ Investment Management Commercial Banking Banking SIR JOHN TIMPSON, ALEX THURSBY 2018 DAVID LISTER 2018 LORD JAMES LUPTON, IAN CORMACK 2018 CBE 2018 CBE 2017 NED Wholesale Consumer Investment Retail Banking Goods/IT Investment Management Banking CHRIS PILLING 2018 LESLIE VAN DE WALLE SARAH BENTLEY 2019 ALISON DAVIS 2018 2018 NED Retail Banking Strategy/ Financial Retail/Oil Operations/Technology Services/Technology and Gas BRENDAN GILLIGAN MORTEN FRIIS 2018 2019 NED Capital Markets/ Retail/ Risk Commercial Banking AMANDA MACKENZIE YASMIN JETHA 2018 OBE 2018 NED Retail Banking Insurance/ Utilities/ Advertising NICK PRETTEJOHN MIKE ROGERS 2018 NED 2014 Retail Banking/ Insurance Insurance SARA WELLER CBE MARK SELIGMAN 2018 NED 2012 Investment Retail Banking DR LENA WILSON, CBE 2018 NED Government/ Investment Banking

MATT HAMMERSTEIN JES STALEY 2019 IAN STUART 2018 JAMES EMMETT ANTÓNIO HORTA- MARK GRANT 2018 ROSS MCEWAN CHRIS MARKS 2018 2019 (INTERIM CEO) 2018** OSÓRIO 2011 2018**** ED – CEO Retail/ Wholesale Corporate/ Retail Banking/ Wholesale Commercial Banking Commercial Retail Banking Banking Retail Banking/ Commercial Banking Consulting Banking Banking Insurance RUPERT FOWDEN 2019 STEVE EWART 2018 DAVID WATTS 2018 JACQUES FLEURANT GEORGE CULMER CHRIS EDIS 2019 KATIE MURRAY 2018 RICHARD PLACE 2018 (ACTING CFO) 2018** 2012*** ED – CFO Investment Retail/ Retail/ Retail Banking Investment Retail Banking Banking Commercial Banking Finance Insurance/ Wholesale Banking Banking Finance (ACA)

JAMES CALLADINE PETER REID 2018** JUAN COLOMBÁS 2013 ALISON ROSE 2018 EXECUTIVE 2018 Finance/ Retail/Wholesale Wholesale DIRECTOR Retail/ Commercial Banking Banking/Risk Banking Commercial Banking

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * At , The Group Board effectively operates as the ring-fenced bank board, but with three additional independent NEDs ** These executives attend the Board, but are not members of the Non-Ring-Fenced Board *** Retirement announced 25/10/2018. Will be replaced by William Chalmers mid 2019. **** Announced 25/4/19 that he will leave RBS. Will stay on this board until successor appointed. ***** Acts as an observer at the Natwest Holdings Ltd Board Note: Santander have a ring-fenced Board that essentially mirrors their main Board.

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 | 5 Table Mid-Sized Listed UK Bank Boards Analysis as of July 2019

Key: NAME Year of joining board Nationality Business background Red highlights female 2 * *** *

SIR MALCOLM MIKE BIGGS 2017 JIM PETTIGREW 2012 VERNON HILL II 2010 DAVID WEYMOUTH 2017 FIONA CLUTTERBUCK THE RT HON. THE LORD WILLIAMSON 2017 2012 FORSYTH OF DRUMLEAN Insurance (ACA) Retail Banking/ Retail Banking Retail Banking/ CHAIR Retail/Wholesale Asset Management/ Insurance/IT Investment 2014 Banking/Credit Cards Insurance (FCA) Banking Government/ Wholesale Banking

DAVID BENNETT 2015 PHILIP JENKS 2009 GEOFFREY HOWE 2011 SIR MICHAEL SNYDER ROD DUKE 2012 PETER HARTILL 2011**** PAUL MARROW 2011 (DEPUTY CHAIR) (SID) (SID & DEPUTY CHAIR) 2015 (SID & AUDIT CHAIR) (SID) (SID & RISK CHAIR) NED (SID & AUDIT CHAIR) Retail Banking Law Retail Banking Audit Retail Banking/ Audit (ACA) Retail/ Operations FLIBF Commercial Banking CLIVE ADAMSON 2016 NOËL HARWERTH 2017 OLIVER CORBETT 2014 GENE LOCKHART JR 2010 GRAHAM ALLATT 2014 FINLAY WILLIAMSON ANN BERRESFORD 2016 (SID) (AUDIT CHAIR) (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) 2014 (RISK & (AUDIT CHAIR) COMPLIANCE CHAIR) NED Insurance/ Investment Financial Retail Banking Retail/Wholesale Oil and Gas/ Wholesale/Investment Banking/Insurance (FCA) Services/Regulator (AICPA) Banking (FCA) Retail Banking Retail Banking (ACA) Banking (ACA) IAN WARD 2015 LESLEY JONES 2013 ADRIAN GRACE 2014 ROGER FARAH 2014 ERIC ANSTEE 2015 HUGO TUDOR 2014 VICTORIA STEWART 2016 (REMUNERATION CHAIR) (RISK CHAIR) (REMUNERATION CHAIR) (REMUNERATION CHAIR) (AUDIT CHAIR) (REMUNERATION CHAIR) (REMUNERATION CHAIR) NED Building Society Wholesale Insurance Retail Wholesale Fund Asset Banking/Risk Banking/Energy/Audit Management (ACA) management (FCA) TIM BROOKE 2015 BRIDGET MACASKILL TIM WADE 2016 STUART BERNAU 2010 SARAH HEDGER 2019 BARBARA RIDPATH 2017 PAUL MYERS 2018 (RISK CHAIR) (AUDIT CHAIR) 2013 Retail Banking Investment/ Wholesale Retail/ (REMUNERATION CHAIR) NED Investment Retail Banking Commercial Banking Banking/Credit Rating Commercial Banking Banking/Building Society/ Investment (FCA) Agency Audit Management RAJAN KAPOOR 2016 PETER DUFFY 2019 PAUL COBY 2016 CATHERINE BROWN 2018 MARY MCNAMARA 2014 GRAEME YORSTON 2017 BARONESS LUCY (AUDIT CHAIR) Digital/Travel/ Retail/IT Retail Banking/ (REMUNERATION CHAIR) Retail Banking NEVILLE ROLFE DBE, NED Retail/Wholesale Retail/Wholesale Banking Private Equity Wholesale CMG 2018 Banking (FCA) Banking Retail/ Government GEETA GOPALAN 2018 BEN GUNN 2010 MARGARET HASSALL 2016 NED Retail/Corporate Insurance Banking/Technology (ACA) IT/Retail and Wholesale Banking FIONA MACLEOD 2016 MONIQUE MELIS 2017 NED Oil and Gas Regulatory

DARREN POPE 2018 PAUL THANDI 2019 NED Retail Banking/ Events/Media Finance (ACCA)

DR TERESA ROBSON- CAPPS 2014 NED Retail Banking/ Retail/Telecommunications/ IT (CIMA) AMY STIRLING 2018 Telecoms/Media/ NED Financial Services/Finance (FCA)

IAN LONERGAN 2008 PREBEN PREBENSEN DAVID DUFFY 2015 CRAIG DONALDSON 2010 ANDY GOLDING 2012 NIGEL TERRINGTON 1990 PAUL LYNAM 2010 2009 ED – CEO Consumer Retail/Wholesale Retail Banking Retail Banking Investment/ Retail/ Finance/Audit Investment Banking Wholesale Banking Commercial Banking Banking/Insurance

SEBASTIEN MALONEY MIKE MORGAN 2018 IAN SMITH 2014 DAVID ARDEN 2018 APRIL TALINTYRE 2012 RICHARD WOODMAN NEERAJ KAPUR 2011 2010 2012 Wholesale Audit Retail Banking Wholesale Retail/Wholesale ED – CFO Investment Banking/Insurance/Finance (CIMA) Banking/Audit (ACA) Wholesale Banking/Finance (FCA) Banking/Consumer (ACA) Banking (CIMA) Finance/Audit (CA)

PETER ELCOCK 2015 ELIZABETH LEE 2012** JOHN HERON 2003***** EXECUTIVE Retail/Wholesale Law Retail/Wholesale DIRECTOR Banking Banking

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * Charter Court and OneSavings Bank have agreed a merger. ** Retirement announced 19/10/18. Stepping down 31/7/2019. *** CYBG and Virgin Money continue their integration. The intention is to migrate to the Virgin Money brand over time. ****Announced 22/5/2019. Will be stepping down from board at AGM in 2020. *****Announced 22/5/2019 Will be retiring from board in early 2020.

6 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 Table Subsidiary/Private Equity/Hedge Fund backed UK Boards Analysis as of July 2019 3 Key: NAME Year of joining board Nationality Business background Red highlights female

PATRICK BUTLER 2018 ROBERT SHARPE 2016 BOB DENCH 2018 ROGER DAVIS 2013 JOHN CALLENDER 2018 GRAHAM PIMLOTT, CBE RICHARD MEDDINGS 2008 2017 CHAIR Consulting/ Retail Banking Insurance/Retail Retail Banking Retail/Wholesale Financial Services Banking Banking Wholesale and Wholesale Retail Banking/Law Banking (ACA)

DANUTA GRAY 2014 (SID) JOHN MALTBY 2015 DEREK WEIR 2014 PETER CLARKE 2018 (SID ROBIN ASHTON 2011 JIM WILLENS 2017 DAME SANDRA DAWSON, (RISK CHAIR) (SID & RISK CHAIR) (SID & REMUNERATION DBE 2014 (SID & & REMUNERATION CHAIR) (SID & REMUNERATION CHAIR) CHAIR) REMUNERATION CHAIR) NED Telecommunications Retail Banking Retail/Wholesale Investment Banking Management Retail/ Retail Banking Academic Commercial Banking (ACA) JOHN HITCHINS 2014 JOHN BAINES 2018 GLYN SMITH 2016 CAROLE BUTLER 2018 ANDREW DIDHAM 2017 JIM MCCONVILLE 2014 POLLY WILLIAMS 2014 (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) (AUDIT CHAIR) NED Audit (FCA) Retail/Wholesale Retail Banking Wholesale/Private Finance/ Insurance/Retail Audit (ACA) Banking. (ACA) (ACA) Banking Commercial Banking (FCA) Banking/Finance (ACA)

PETER SHAW 2014 IAN BUCHANAN 2018 WILLIAM THOMAS 2013 GUY THOMAS 2017 PAUL LAWRENCE 2015 ROBERT ENDERSBY 2014 ANDREW SIMMONDS (REMUNERATION CHAIR) (RISK CHAIR) 2018 (RISK CHAIR) (RISK CHAIR) Retail/Wholesale (RISK CHAIR) (RISK CHAIR) NED Retail Banking/ Banking/IT IT Retail Banking Wholesale Wholesale/Retail Wholesale/Retail Risk (ACA) Banking Banking Banking

CATHY TURNER 2014 MIMI KUNG 2017 SUE HARRIS 2019 GWYN BURR 2013 CEDRIC DUBOURDIEU GIOVANNI (JOHN) DR PAULINA BEATO 2017 (REMUNERATION CHAIR) 2017 CASTAGNO 2016 NED Retail Banking Retail Banking/ Retail Financial Retail/Wholesale Retail Private Equity Insurance Regulation/Utilities Banking HENRY KELLAN 2018 PHILIP MOORE 2018 PAUL COPLEY 2018 MARCIA CAMPBELL 2013 ROGER LOVERING 2013 JACQUI FERGUSON 2018 GRAEME HARDIE 2016 NED Retail/Wholesale Insurance/ Audit/Banking (CA) Insurance Retail Banking Technology Retail Banking Banking (ACA) Finance (ACA)

ALAN PULLINGER 2018 JACKIE NOAKES 2018 ANGIE RISLEY 2016 LINDSEY MCMURRAY SIMON MACHELL 2013 MIQUEL MONTES 2015 2011 NED Retail/Wholesale Retail Banking/ Retail/Retail Insurance (FCA) Retail/ Banking Insurance Banking/Leisure/HR Private Equity Commercial Banking/IT

MYLES O’GRADY 2019 JOHN ROGERS 2013 AMANDA RENDLE 2016 DR STEPHEN PAGE 2017 NED Retail/ Retail/Finance Marketing/Retail Business/ Commercial Banking and Commercial Banking Technology Strategy MICHAEL ROSS 2015 ALAN STEWART 2017 TOMÁS VARELA 2015 NED Retail/Digital Retail (ACA) Retail Banking/ Insurance (CPA)

PHILLIP MONKS, OBE IAN MCLAUGHLIN 2019 ANDREW BESTER 2018 JIM BROWN 2019** IAN COWIE 2018 GERRY MALLON 2018 DEBBIE CROSBIE 2019 2009 (CEO DESIGNATE) ED – CEO Retail Banking Wholesale Banking Commercial Retail Banking Retail/ Retail/Wholesale Retail/ Banking Commercial Banking Banking Commercial Banking JAMES MACK 2013 THOMAS MCAREAVEY * MICHAEL LARKIN 2018 DYLAN MINTO 2017 DECLAN HOURICAN 2016 RALPH COATES 2016 2017 Retail Banking/ Retail/Wholesale Retail/ Retail/Wholesale Retail Banking/ ED – CFO Finance Retail/ Banking Commercial Banking/ Banking/Insurance (FCA) Finance (ACA) Commercial Banking Audit (FCA)

CHRISTINE PALMER 2016 NEIL FULLER 2015 GRAEME FORRESTER RICHARD HENDERSON 2017 2017 EXECUTIVE Risk/Wholesale Retail Banking/ DIRECTOR Banking Risk Retail/Wholesale Retail Banking/ Banking/Risk Risk (FCA)

DAVID JONES 2016 EXECUTIVE Retail Banking DIRECTOR

EXECUTIVE DIRECTOR

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * Nick Slape is the CFO but is not a Board Member. ** Joined mid June, subject to regulatory approval.

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 | 7 Table Larger UK Building Societies and Leading Irish Bank Boards Analysis as of July 2019 4 Key: NAME Year of joining board Nationality Business background Red highlights female

GARY HOFFMAN 2018 ROBIN ASHTON 2013 ROBERT EAST 2011 JOHN HEAPS 2014 PATRICK KENNEDY 2010 RICHARD PYM CBE 2014 CHAIR Insurance/Retail Retail/Commercial Retail/Commercial Legal Betting/Consumer Retail Banking Banking Banking (ACA) Banking Goods (ACA) (ACA)

PETER AYLIFFE 2013 GARETH HOSKIN 2015 (SID, MARK LUND 2016 MARK PAIN 2013 SIR PATRICK HAREN CATHERINE WOODS 2010*** (DEPUTY CHAIR) VICE CHAIR & AUDIT CHAIR) (DEPUTY CHAIR) (SID, DEPUTY CHAIR & AUDIT 2012 (SID, DEPUTY & (SID & DEPUTY CHAIR) CHAIR) REMUNERATION CHAIR) NED Retail Banking Insurance/Audit Wealth Investment (ACA) Management Retail Banking/ Utilities Banking Construction (FCA) JO KENRICK 2017 (SID & DAVID FISHER 2012 DENIS HALL 2017 (RISK CHAIR) NEETA ATKAR 2017 RICHARD GOULDING 2017 PETER HAGAN 2012**** REMUNERATION CHAIR) (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) NED Wholesale/Retail Construction/Retail/ Retail Banking Banking Risk/Retail Investment/ Investment Marketing Banking Wholesale Banking Banking MARTIN STEWART 2018 LYNN MCMANUS 2017 RICHARD COATES 2017 GUY PARSONS 2013 PATRICK MULVIHILL 2011 SANDY KINNEY PRITCHARD (RISK CHAIR) (REMUNERATION CHAIR) (AUDIT CHAIR) (REMUNERATION CHAIR) (AUDIT CHAIR) 2019 (AUDIT CHAIR) NED Retail Banking/ Retail Banking Audit / Building Leisure Investment Audit/Consulting Regulator (CIMA) Society (ACA) Banking (CA) (ACA) IRAJ AMIRI 2018 (AUDIT CHAIR) ANNETTE BARNES 2019 HELEN STEVENSON 2013 GUY BAINBRIDGE 2019 EVELYN BOURKE 2018 JIM O’HARA 2010***** (REMUNERATION CHAIR) (REMUNERATION CHAIR) NED Audit/Assurance Retail Banking Audit/Financial Insurance/ (ACA) Retail Banking/ Services (FCA) Healthcare Technology Consumer Goods CATHERINE DORAN 2016 IAIN CORNISH 2019 AMANDA BURTON 2016 ALISON HUTCHINSON, CBE IAN BUCHANAN 2018 TOM FOLEY 2012 2015 NED IT/Business/Retail Retail Banking/ Legal Retail/Wholesale Wholesale/Retail Banking Building Society Retail Banking Banking/IT Banking (FCA) SHAMIRA MOHAMMED 2019 JOHN HUNT 2015 DENISE COCKREM 2015 GORDON IRELAND 2015 EILEEN FITZPATRICK 2019 CAROLAN LENNON 2016 NED Insurance Retail/Wholesale Insurance/Finance Audit (FCA) Asset Banking (ACA) Management/Stockbroking Telecommunications PHILIP JENKS 2012 HEATHER JACKSON 2018 FIONA MULDOON 2015 BRENDAN MCDONAGH 2016 NED Retail Banking Retail Banking/ Insurance (FCA) Retail/Wholesale Retail/IT Banking

STEVE PATEMAN 2018 HELEN NORMOYLE 2016 NED Wholesale/Retail Retail/Media/ Banking Government

ANN O’BRIEN 2019 NED Consulting

RAJ SINGH 2019 NED Insurance/Asset Management

MARK PARSONS 2014 RICHARD FEARON 2016 DAVID CUTTER 2000 MIKE REGNIER 2014 FRANCESCA MCDONAGH DR COLIN HUNT 2019 2017 ED – CEO Retail Banking/ Retail Banking/ Building Society Retail Banking Retail Banking/ Consultancy (CIMA) Consulting (ACA) Retal/Wholesale Investment Banking Banking MICHELE FAULL 2017 * BOBBY NDAWULA 2015 ALASDAIR LENMAN 2017 ANDREW KEATING 2012** DONAL GALVIN 2019 ED – CFO Retail Banking/ Building Society Retail Banking/ Retail Banking Wholesale Consultancy (ACCA) (ACA) Insurance (ACMA) (CA) Banking

PETER FROST 2012 ANDREW GREENWOOD 2015 ANDREW BOTTOMLEY 2016 STEPHEN WHITE 2016 TÓMAS O’MIDHEACH 2019 (DEPUTY CEO) ED Retail Banking Building Society Retail Banking/ Retail Banking Building Society Retail Banking/ Wholesale Banking (ACCA) ANDY DEEKS 2017 KAREN WINT 2012 IAN CORNELIUS 2012 ED Retail Banking Building Society Wholesale Banking/Building Society

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * Andrew Conroy is Interim CFO and is not a Board member. ** Announced that he will leave this role in June 2019. *** Announced intention to step down from board October 2019. **** Announced intention to step down from board in July 2019. ***** Announced intention to step down from board in October 2019.

8 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 Table “Neobank”/Fintech UK Bank Boards Analysis as of July 2019 5 Key: NAME Year of joining board Nationality Business background Red highlights female

BRIDGET ROSEWELL, ALAN COOK, CBE 2017 GARY HOFFMAN 2019 CYRUS ARDALAN 2015 OLIVER STOCKEN, CBE MATT COOPER 2014 PETER HERBERT 2018 CBE 2014 (REMUNERATION CHAIR) 2015 Insurance/ Retail Banking (REMUNERATION CHAIR) Insurance/ Retail/ CHAIR Post/Retail Banking Retail Banking Investment Retail/ Commercial Banking Government/ Banking Wholesale Banking Economist

LAUREL POWERS- MATT SYMONDS 2017 TIM BROOKE 2015 ROBERT BURGESS 2015 MARK WINLOW 2015 MICHAEL AMATO 2015 RICHARD GOULDING 2017 FREELING 2015 (SID) (SID & REMUNERATION (SID & AUDIT CHAIR) (RISK CHAIR) (SID & AUDIT CHAIR) (SID & REMUNERATION (RISK CHAIR) CHAIR) CHAIR) NED Retail Retail/ Retail Banking/ Financial Retail/ Banking Consulting Wholesale Banking/Audit Investment Trust/Fintech Services Retail Banking Wholesale/Investment Banking

PATRICIA JACKSON 2014 JOHN GILL 2018 KEITH WOOLLARD 2016 NAVTEJ NANDRA 2017 STEVE COLSELL 2015 JEFFREY PRITCHARD 2018 GAENOR BAGLEY 2019 (RISK CHAIR) (RISK CHAIR) (RISK CHAIR) (AUDIT CHAIR) (RISK CHAIR) (RISK & AUDIT CHAIR) (AUDIT & REMUNERATION CHAIR) NED Management Insurance/ Retail Investment Retail Wholesale/ Consulting Retail Banking Banking/Regulatory Banking/Investment Banking/Insurance Retail Banking Audit Management

DAVID ROPER 2018 EMER DALY 2017 AMY KIRK 2017 TED BERK 2017 VICTORIA RAFFÉ 2015 MICHAEL KLIMBACHER PAUL CUTTER 2018 (AUDIT CHAIR) (AUDIT CHAIR) (REMUNERATION CHAIR) (REMUNERATION CHAIR) 2018 NED Private Equity Betting/Media/ Audit Audit/ Retail Regulator Investment Technology Insurance (ACA) Banking Management

ERGUN OZEN¨ 2016 EILEEN BURBIDGE, MBE LAZARO CAMPOS 2018 JEVGENIJS ZAGOROVSKIS JON HOGAN 2019 2015 2018 NED Retail Payments Retail/ Banking Technology/ Investment Commercial Banking/ Venture Capital Management Finance VICTORIA DEL CASTILLO MILES GRIMSHAW 2017 MARCUS TRAILL 2015 2018* NED Private Equity Investment Retail Management Banking CHERYL MILLINGTON 2018 NED Retail/Retail Banking/IT IAN ORMEROD 2018* NED Retail Banking/Insurance

GONZALO ROMERA 2019 NED Retail/ Wholesale Banking

MARK MULLEN 2014 ANDY MIELCZAREK 2017 TOM BLOMFIELD 2015 RISHI KHOSLA 2015 ANNE BODEN MBE 2014 RICKY KNOX 2015 JAIDEV JANARDANA 2014 ED – CEO Retail Retail Entrepreneur/ Investment Retail/ Entrepreneur/ Credit Cards Banking Banking/Credit Cards Fintech Banking/Investment Wholesale Banking Financial Services Research/Fintech Finance

DAVID MCCARTHY 2014 NICK FISHER 2018 ** CRISTINA ALBA OCHOA TONY ELLINGHAM 2016 ANTHONY MURPHY 2019 *** 2017 ED – CFO Retail Retail/ Retail/ Retail/ Banking (ACA) Wholesale Banking/Credit Wholesale Wholesale Banking (ACA) Commercial Banking (CIMA) Cards (ACA) Banking

RICK HUNKIN 2019 JOEL PERLMAN 2015 Retail Banking Investment ED Research/Fintech Finance/ Consulting

MARK JENKINSON 2018 ED Technology Consulting

Source: Annual Reports, BoardEx, Ridgeway Partners Market Analysis. By Simon Mee, Ridgeway Partners Note: Boards continue to change. Reflects the market as of July 2019. * These two directors act as alternate investor board members. ** Alwyn Jones is the CFO, but is not a Board member. *** Steve Hulme is the CFO, but is not a Board member.

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 | 9 Coverage and methodology of the report • We have continued our coverage of the now fully established Ring-Fenced and Non-Ring-Fenced Bank Boards. • The Ring-Fenced and Non-Ring-Fenced Bank Board members on Table 1b are not included in the analytics/graphs due to the overlap of board members with the group boards.

10 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 Simon Mee advises Christine Loughrey clients across retail focuses on and commercial Exco, general banking, payments, management and fintech and wealth finance leadership management. He roles across retail focuses on CEO and and commercial Board appointments. banking and fintech.

Simon Mee DD: + 44 (0) 207 823 0160 Christine Loughrey DD: + 44 (0) 207 823 0176 Ridgeway Partners M + 44 (0) 7584 517 596 Ridgeway Partners M: + 44 (0) 7725 223 589 110 Buckingham Palace Road T + 44 (0) 207 823 0177 110 Buckingham Palace Road T: +44 (0) 207 823 0177 London SW1W 9SA [email protected] London SW1W 9SA [email protected] www.ridgewaypartners.com www.ridgewaypartners.com

Louise Angel leads Krystyna Nowak our UK board focuses on practice and chair and non- specialises in non executive director executive director, appointments within chair and committee financial services chair appointments and across other across all sectors. sectors.

Louise Angel DD: + 44 (0) 207 823 0163 Krystyna Nowak DD: + 44 (0) 207 823 0169 Ridgeway Partners M: + 44 (0) 7741 246 565 Ridgeway Partners M: + 44 (0) 7876 882 437 110 Buckingham Palace Road T: +44 (0) 207 823 0177 110 Buckingham Palace Road T: +44 (0) 207 823 0177 London SW1W 9SA [email protected] London SW1W 9SA [email protected] www.ridgewaypartners.com www.ridgewaypartners.com

Charlie Clifton Emma Lucas focuses on supports this Exco, general team, working management and across retail risk leadership roles and commercial across retail and banking, payments, commercial banking fintech and wealth and insurance. management projects.

Charlie Clifton DD: + 44 (0) 207 823 0172 Emma Lucas DD: + 44 (0) 207 167 6764 Ridgeway Partners M: + 44 (0) 7880 007 372 Ridgeway Partners M: + 44 (0) 7584 487 695 110 Buckingham Palace Road T: +44 (0) 207 823 0177 110 Buckingham Palace Road T: +44 (0) 207 823 0177 London SW1W 9SA [email protected] London SW1W 9SA [email protected] www.ridgewaypartners.com www.ridgewaypartners.com

BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019 | 11 12 | BOSTON • GLASGOW • LONDON • NEW YORK UK Bank Boards Analysis July 2019