24 May 2023

Public Policy Holding Company, Inc.

(the "Company" and, together with its subsidiaries, "PPHC" or the "Group")

Options, Restricted Stock Units, Restricted Shares and Stock Appreciation Rights Issuance and Director/PDMR Dealing

Public Policy Holding Company, Inc., the government relations and public affairs group providing clients with a fully integrated and comprehensive range of services, announces that it has granted the following to a broad range of its current employee base, including certain Directors and senior employees ("PDMRs") of the Company, under PPHC's 2021 Omnibus Incentive Plan ("Omnibus Plan") that was adopted in connection with the Group's admission to AIM in December 2021:

·    Options over shares of Common Stock, par value $0.001 per share (the "Ordinary Shares") in the Company (the "Options");

·    Restricted stock units in respect of the Ordinary Shares in the Company ("RSUs");

·    Restricted stock shares in the Company which will rank pari passu with the Ordinary Shares ("RSs"); and

·    Stock appreciation rights over Ordinary Shares in the Company ("SARs").

Options

In total 652,000 Options have been granted on 22 May 2023 under the Omnibus Plan. Of this tranche, 7,750 Options have been granted to PDMRs (including senior management). The Options will vest in full in three years from the grant date and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements. The Options will have an exercise price of 160.2 pence per Ordinary Share, being 120% of the closing price on the grant date, 22 May 2023.

RSUs

In total 1,500,000 RSUs have been granted on 22 May 2023 under the Omnibus Plan. Of this tranche, 840,000 RSUs have been granted to PDMRs (including Executive Directors and other senior management). The RSUs will vest across a three year period from the grant date, split equally each year, and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.

RSs

In total 820,007 RSs have been granted on 22 May 2023 under the Omnibus Plan. Of this tranche, 811,354 RSs have been granted to PDMRs (including Executive Directors and other senior management). The RSs will vest on 31 December 2023 and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.

Application will be made for the new RSs, which will rank pari passu with the existing Common Shares in issue, to be admitted to trading on AIM. Dealings are expected to commence on or around 30 May 2023.

Following this issue of shares, the Company's total issued and voting share capital upon admission will consist of 112,837,628 Common Shares. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, securities of the Company.

SARs

In total 1,825,000 SARs have been granted on 22 May 2023 under the Omnibus Plan. Of this tranche, 20,000 SARs have been granted to PDMRs (including senior management). The SARs will vest across a three year period from the grant date, split equally each year, and will be subject to certain acceleration and clawback events tied to continuation of employment and compliance with various employment-related agreements.

As set out in the Group's Admission Document, PPHC strives to attract and retain high quality staff in order to best serve its clients. These Omnibus Plan awards are being made in order to incentivise senior management and a broad range of employees through equity-based awards, further aligning the interests of employee shareholders with PPHC's core mission and objectives.

Related Party Transaction

As directors of the Company, Stewart Hall and William Chess are deemed to be related parties under the AIM Rules for Companies (the "AIM Rules") and, as such, the award of the RSs outlined below to both Mr Hall and Mr Chess constitutes a related party transaction for the purposes of Rule 13 of the AIM Rules.

The directors of the Group (excluding Mr Hall and Mr Chess) consider, having consulted with Stifel Nicolaus Europe Limited, the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as its shareholders are concerned.

The resultant holdings of Options by Directors and PDMRs are set out below:

The resultant holdings of RSUs by Directors and PDMRs are set out below:

The resultant holdings of RSs by Directors and PDMRs are set out below:

The resultant holdings of SARs by Directors and PDMRs are set out below:

For further information contact:

About PPHC

Incorporated in 2014, PPHC is a US-based government relations and public affairs group providing clients with a fully integrated and comprehensive range of services including government and public relations, research and digital advocacy campaigns. Engaged by over 1000 clients, including companies, trade associations and non-governmental organisations, the Group is active in all major sectors of the U.S. economy, including healthcare and pharmaceuticals, financial services, energy, technology, telecoms and transportation. PPHC's services support clients to enhance and defend their reputations, advance policy goals, manage regulatory risk, and engage with US federal and state-level policy makers, stakeholders, media and the public.

PPHC operates a holding company structure and currently has seven operating entities comprising Crossroads Strategies, Forbes Tate Partners, Seven Letter, O'Neill & Associates, Alpine Group Partners, KP Public Affairs and MultiState Associates. Operating in the strategic communications market, the Group has a strong track record of organic and acquisitive growth, the latter focused on enhancing its capabilities and to establish new verticals, either within new geographies or new related offerings.

For more information, see www.pphcompany.com