HSBC Holdings plc. Overseas Regulatory Announcement

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document. Overseas Regulatory Announcement The attached announcement has been released to the other stock exchanges on which is listed. The Board of Directors of as at the date of this announcement comprises: Mark Tucker*, John Flint, Phillip Ameen, Kathleen Casey, Laura Cha, Henri de Castries, Lord Evans of Weardale, Joachim Faber, Irene Lee, John Lipsky, Iain Mackay, Heidi Miller, Marc Moses, David Nish, Jonathan Symonds, Jackson Tai and Pauline van der Meer Mohr. * Non-executive Group Chairman Independent non-executive Director Hong Kong Stock Code: 5 Registered Office and Group Head Office: 8 Canada Square, London E14 5HQ, United Kingdom Web: www.hsbc.com Incorporated in England with limited liability. Registered in England: number 617987

HSBC HOLDINGS PLC 10 April 2018 Notification of Transactions by Persons Discharging Managerial Responsibilities ( PDMRs ) and persons closely associated with the PDMRs The following transactions relating to dividends of ordinary shares (the Shares ) were made on 6 April 2018: Directors Name Shares acquired/allocated Price per Share/ADS Kathleen Casey 39 American Depositary Shares (representing 195 ordinary ) US$50.0903 1 Henri de Castries 358 US$10.0177 John Flint 7,031 US$10.0177 Irene Lee 221 US$10.0177 Iain Mackay 27,249 US$10.0177 Heidi Miller 17 American Depositary Shares US$47.2950 1 (representing 85 ordinary ) Marc Moses 27,248 US$10.0177 Mark Tucker 5,785 US$10.0177 1 American Depositary Shares ( ADS ) are categorised as equity derivatives under Part XV of the Securities and Futures Ordinance of Hong Kong. Each ADS represents five ordinary shares. ADS are traded in New York. Other PDMRs Name Shares acquired/allocated Price per Share Samir Assaf 19,992 US$10.0177 Peter Boyles 4,891 6,425 US$10.0177 6.6662 Patrick Burke 2,989 6,305 US$10.0177 6.6554 Andy Maguire 3,550 US$10.0177 Paulo Maia 2,935 11 4,677 US$10.0177 6.6571 6.6662 Charlie Nunn 537 US$10.0177 Noel Quinn 3,813 US$10.0177 Antonio Simoes 3,981 US$10.0177 Peter Wong 20,352 18,358 US$10.0177 6.6662

Persons closely associated ( CAP ) with a PDMR Name Shares acquired/allocated Price per Share Camay Wong (CAP of Peter 511 US$10.0177 Wong) The following disclosures are made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014. Kathleen Casey Non-executive Director 2018-04-06 American Depositary Shares ( ADS ). Each ADS represents five HSBC Holdings plc Ordinary GB0005405286 Outside of a trading venue Acquisition US$50.09 39 US$1,953.52 Aggregated US$50.090 39 US$1,953.52

Henri de Castries Non-executive Director Market (XLON) Acquisition US$10.02 358 US$3,586.34 Aggregated US$10.018 358 US$3,586.34 John Flint Group Chief Executive

Acquisition US$10.02 7,031 US$70,434.45 Aggregated US$10.018 7,031 US$70,434.45 Irene Lee Non-executive Director Acquisition US$10.02 221 US$2,213.91 Aggregated US$10.018 221 US$2,213.91 Iain Mackay

Group Finance Director Acquisition US$10.02 27,249 US$272,972.31 Aggregated US$10.018 27,249 US$272,972.31 Heidi Miller Non-executive Director Date of Transaction Financial Instrument Identification Code Place of Transaction Currency

2018-04-06 American Depositary Shares ( ADS ). Each ADS represents five HSBC Holdings plc Ordinary GB0005405286 Outside a trading venue Acquisition US$47.30 17 US$804.02 Aggregated US$47.295 17 US$804.02 Marc Moses Group Chief Risk Officer Acquisition US$10.02 27,248 US$272,962.29 Aggregated US$10.018 27,248 US$272,962.29

Mark Tucker Non-executive Group Chairman Acquisition US$10.02 5,785 US$57,952.39 Aggregated US$10.018 5,785 US$57,952.39 Samir Assaf Chief Executive, Global Banking and Markets

Acquisition US$10.02 19,992 US$200,273.86 Aggregated US$10.018 19,992 US$200,273.86 Peter Boyles Chief Executive of Global Private Banking Acquisition US$10.02 4,891 US$48,996.57 Aggregated US$10.018 4,891 US$48,996.57 Date of Transaction Financial Instrument Identification Code Place of Transaction Currency

GB0005405286 London Stock GBP British Pound Acquisition 6.67 6,425 42,830.34 Aggregated 6.666 6,425 42,830.34 Patrick Burke President and Chief Executive of HSBC US Acquisition US$10.02 2,989 US$29,942.91 Aggregated US$10.018 2,989 US$29,942.91 GBP British Pound

Acquisition 6.66 6,305 41,962.30 Aggregated 6.655 6,305 41,962.30 Andy Maguire Group Chief Operating Officer Acquisition US$10.02 3,550 US$35,562.84 Aggregated US$10.018 3,550 US$35,562.84 Paulo Maia Chief Executive, Latin America

Acquisition US$10.02 2,935 US$29,401.95 Aggregated US$10.018 2,935 US$29,401.95 GBP British Pound Acquisition 6.66 11 73.23 Aggregated 6.657 11 73.23 GBP British Pound Acquisition 6.67 4,677 31,177.82 Aggregated 6.666 4,677 31,177.82 Charlie Nunn

Chief Executive, Retail Banking and Wealth Management Acquisition US$10.02 537 US$5,379.50 Aggregated US$10.018 537 US$5,379.50 Noel Quinn Chief Executive, Global Commercial Banking Date of Transaction Financial Instrument Identification Code Place of Transaction Currency

GB0005405286 London Stock Acquisition US$10.02 3,813 US$38,197.49 Aggregated US$10.018 3,813 US$38,197.49 Antonio Simoes Chief Executive, HSBC Bank plc Acquisition US$10.02 3,981 US$39,880.46 Aggregated US$10.018 3,981 US$39,880.46 Peter Wong

Deputy Chairman and Chief Executive, The Hongkong and Shanghai Banking Corporation Limited Acquisition US$10.02 20,352 US$203,880.23 Aggregated US$10.018 20,352 US$203,880.23 GBP British Pound Acquisition 6.67 18,358 122,378.10 Aggregated 6.666 18,358 122,378.10 Camay Wong Closely associated person of Peter Wong, Deputy Chairman and Chief Executive, The Hongkong and Shanghai Banking Corporation Limited

Acquisition US$10.02 511 US$5,119.04 Aggregated US$10.018 511 US$5,119.04 For any queries related to this notification, please contact: JJ Williams Shareholder Services 020 3268 3568