NCC Group plc annual report and accounts for the year ended…

Notes to the Financial Statements continued for the year ended 30 September 2025

24 Share-based payments continued Restricted Share Plan (RSP) – equity settled The vesting condition for the award of RSPs relates to colleagues remaining with the Group for a certain period of time, namely two years to receive 50% of the award, and a further year to receive the remaining 50%. There are no other performance conditions.

2025 Number outstanding

Expected term of options

Exercisable between

Exercise price

Date of grant

16,500

May 2021

2/3 years

50% exercisable August 2022 to August 2031, 50% exercisable August 2023 to August 2031 50% exercisable October 2023 to August 2032, 50% exercisable October 2024 to August 2032 50% exercisable October 2024 to October 2032, 50% exercisable October 2025 to October 2032 50% exercisable November 2024 to November 2032, 50% exercisable November 2025 to November 2032 50% exercisable September 2025 to September 2033, 50% exercisable September 2026 to September 2033 50% exercisable February 2026 to February 2034, 50% exercisable February 2027 to February 2034 50% exercisable January 2027 to February 2035, 50% exercisable January 2028 to February 2035

£nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada) £nil (£0.01 in the US and Canada)

52,950

November 2021

2/3 years

197,776

October 2022

2/3 years

November 2022

2/3 years

1,128,278

October 2023

2/3 years

42,636

February 2024

2/3 years

1,647,182

January 2025

2/3 years

145,132

July 2025

2/3 years

50% exercisable July 2027 to July 2035, 50% exercisable July 2028 to July 2035

Deferred share scheme – equity settled At least 35% of any cash bonus payment is normally deferred into shares or nominal cost share options which vest after a two year period. Dividend equivalents are paid on vesting share options. From January 2025, 35% of any bonus payment earned in excess of £50,000 (the first £50,000 of any bonus will be paid in cash before any bonus deferral) is normally deferred into shares or nominal cost share options which vest after a two year period.

2025 Number outstanding

Expected term of options

Exercise price

Date of grant

Exercisable in

October 2022 October 2023 August 2024 December 2024

2 years 2 years 2 years 2 years

October 2024 October 2025 August 2026 December 2026

£nil £nil £nil £nil

12,207 174,434 92,559

Phantom schemes – cash settled Phantom schemes are used to allow the grant of LTIPs or RSPs to members of the Executive Committee or other senior colleagues based in certain overseas locations at a time when the Group’s option scheme rules are not structured to allow overseas grants. Options granted on or after September 2019 do not have any performance criteria.

2025 Number outstanding

Expected term of options

Exercisable between

Exercise price

Date of grant

— —

July 2021

3 years 3 years 3 years

August 2022–July 2031

£nil £nil £nil

November 2021 January 2025

October 2023–November 2031 February 2026–November 2035

9,776

Measurement of fair values The fair value of services received in return for share options is calculated with reference to the fair value of the award on the date of grant. The fair value is spread over the period during which the colleague becomes unconditionally entitled to the award, adjusted to reflect actual and expected levels of vesting. The assumptions used in the models are illustrated in the tables below:

Option expected term

Risk free interest rate

Scheme

Grant date

CSOP scheme

August 2018–September 2019

7 years 3 years 1 year 7 years 3 years 10 years 2 years 3 years

0.35%–2.00% 0.13%–5.53% 4.63%–5.53%

Sharesave scheme

May 2021–July 2025 May 2024–July 2025

ESPP scheme ISO scheme LTIP scheme RSP scheme

September 2019

0.38% 0.21%

March 2020–January 2025

May 2021–July 2025

N/A N/A

Deferred shares Phantom schemes

October 2022–December 2024

July 2021–January 2025

5.53%

NCC Group plc — Annual report and accounts for the year ended 30 September 2025 150

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