4imprint Group PLC

Pre-Annual General Meeting Information • Apr 19, 2022

4imprint Group plc

(registered in England and Wales under company number 00177991)

NOTICE OF THE 2022 ANNUAL GENERAL MEETING Tuesday 24 May 2022 at 11.00 a.m.

Peel Hunt LLP, 100 Liverpool Street, London, EC2M 2AT

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should seek your own advice from your independent financial adviser authorised under the Financial Services and Markets Act 2000.

If you have sold or otherwise transferred all of your shares in 4imprint Group plc, please pass this notice of the 2022 Annual General Meeting together with the accompanying documents to the purchaser or transferee, or to the person who arranged the sale or transfer, so they can pass these documents to the person who now holds the shares.

01

4IMPRINT GROUP PLC

Dear Shareholder,

2022 Annual General Meeting

I am pleased to be writing to you with details of the Annual General Meeting ("AGM") of 4imprint Group plc (the "Company") which will be held at Peel Hunt LLP, 100 Liverpool Street, London, EC2M 2AT on Tuesday 24 May 2022 at 11.00 a.m. I am also pleased that we are planning to hold the AGM in person this year. The formal notice of AGM is set out on pages 4 and 5 of this document, explanatory notes to the Resolutions on pages 6 to 9 and Shareholder notes on pages 10 to 12.

Attendance at the AGM, COVID-19 and appointment of proxies

We are planning to hold the AGM in person this year. We have been and will continue to closely monitor the continued impacts of COVID-19 and any related restrictions on public gatherings and the public health guidance issued by the UK Government. However, we are optimistic that Shareholders will be able to attend the AGM in person should they chose to do so.

Given the continued uncertainty, there is a possibility that the Government may make changes to their current guidance which could impact the AGM of course. A decision that Shareholders are unable to attend the AGM in person, and any other necessary changes, will only be made if the Directors believe this is the most reasonable course of action when considering the current UK Government guidance at the time of the AGM.

Any changes to the AGM arrangements will be communicated to Shareholders before the meeting through our website https://investors.4imprint.com and, where appropriate, by way of a RNS announcement.

Shareholders who plan to attend the meeting in person are asked not to attend the AGM if they are displaying any symptoms of COVID-19, or have recently been in contact with anyone who has tested positive. In order to further reduce the risk of the spread of the virus, we also encourage Shareholders who plan to attend the meeting in person to take a lateral flow test beforehand, on the day of the meeting. Shareholders are also advised to arrive at the venue in plenty of time in order to complete registration formalities and comply with the venue's health and safety procedures.

Even for those Shareholders who are intending to attend the AGM in person, we strongly recommend that all Shareholders complete and submit a proxy form in accordance with the instructions set out in the Shareholder notes. Shareholders are encouraged to appoint me, as the Chairman of the meeting, as a proxy to ensure their vote will be counted.

Proxy voting

You will not receive a hard copy Form of Proxy for the 2022 AGM in the post. Instead, you will be able to vote electronically using the link www.signalshares.com. You will need to log into your account, or register if you have not previously done so. To register you will need your Investor Code, which is detailed on your share certificate or available from our Registrar, Link Group.

Voting by proxy prior to the AGM does not affect your right to attend the AGM and vote in person should you so wish. Proxy votes must be received no later than 11.00 a.m. on Friday 20 May 2022.

If you need help with voting online or are unable to vote online and require a hard copy Form of Proxy, please contact our Registrar, Link Group, on Tel: 0371 664 0391. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales. Alternatively, you can contact Link via email at shareholderenquiries@linkgroup.co.uk or via postal address at Link Group, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL.

How to ask questions at the AGM

The AGM is your opportunity to ask the Board questions about the Company. As this is a Shareholders' meeting, we ask you to please restrict any questions to Shareholder matters. You can submit any questions you may have in advance of the AGM via email at agm@4imprint.com or by post to the Company Secretary, at 4imprint, 5 Ball Green, Cobra Court, Trafford Park, Manchester, M32 0QT. We will publish the answers to your questions on our website as soon as practicable and, wherever possible, prior to the deadline for the return of proxy votes at the AGM (or, where that is not possible, after the AGM). There will also be an opportunity for Shareholders to raise questions on Shareholder matters at the AGM itself.

Report and accounts

Shareholders are being asked to receive the accounts for the period ended 1 January 2022, together with the report of the Directors and the auditor's report thereon.

Remuneration Report

Shareholders are also being asked to approve the Directors' Remuneration Report (other than the part containing the summary of the Directors' Remuneration Policy) as set out on pages 66 to 77 of the Company's Annual Report and Accounts for the year ended 1 January 2022.

02

Final dividend

Shareholders are being asked to approve a final dividend of 30.00 cents (22.99 pence) per ordinary share for the period ended 1 January 2022. If Shareholders approve the recommended final dividend, this will be paid on 31 May 2022 to all ordinary Shareholders who were on the register of members on 29 April 2022.

Election and re-election of Directors

Each of Charles John Brady, Kevin Lyons-Tarr, Paul Stephen Moody, David John Emmott Seekings, Christina Dawn Southall and John Michael Gibney will retire and offer themselves for re-election as a Director and Lindsay Claire Beardsell and Jaz Rabadia Patel will each offer themselves for election as a Director. Shareholders are being asked to approve each of their re-elections/elections. Biographical details concerning each of the proposed candidates for reelection/election can be found on pages 6 and 7.

It is considered that the performance of each Director submitting themselves for re-election/election continues to be effective and that all Directors demonstrate the requisite commitment to the role. It is therefore recommended that all Directors be re-elected or elected.

Appointment of auditor and fees

Shareholders are being asked to approve the re-appointment of Ernst & Young LLP as auditor to the Company until the conclusion of the next general meeting at which accounts are laid, and to authorise the Directors to set the auditor's remuneration.

Sharesave plan

At this year's AGM, Shareholders are being asked to approve the 4imprint Group plc Sharesave Plan 2022 (the "Sharesave"). The Sharesave rules are summarised in Appendix 1 to this Notice. Shareholders are also being asked to authorise the Board to adopt further plans based on the Sharesave but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the Sharesave.

Employee stock purchase plan

Shareholders are also being asked to approve the 4imprint Group plc Employee Stock Purchase Plan 2022 (the "ESPP"). The ESPP rules are summarised in Appendix 2 to this Notice. Shareholders are being asked to authorise the Board to adopt further plans based on the ESPP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the ESPP.

Authority to allot shares and disapplication of pre-emption rights

Shareholders are being asked to authorise the Directors to allot shares pursuant to section 551 of the Companies Act 2006 (the "Act") and to disapply pre-emption rights in respect of some of those shares.

Purchase of own shares

Shareholders are being asked to authorise the Company to purchase its own shares in accordance with section 701 of the Act.

Notice of General Meetings

Shareholders are being asked to authorise general meetings (other than an annual general meeting) being called on not less than 14 clear days' notice.

Explanatory notes on business to be considered at this year's AGM appear on pages 6 to 9 of this document.

Recommendation

The Board considers that all the resolutions to be put to the meeting are in the best interests of the Company and its Shareholders as a whole. Your Board will be voting in favour of them and unanimously recommends that you do so as well.

Yours sincerely,

PAUL MOODY CHAIRMAN

14 April 2022

4imprint Group plc

Registered in England and Wales No. 00177991 Registered Office: 25 Southampton Buildings, London, WC2A 1AL

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the 2022 Annual General Meeting of 4imprint Group plc will be held at Peel Hunt LLP, 100 Liverpool Street, London, EC2M 2AT on Tuesday 24 May 2022 at 11.00 a.m.

Shareholders will be asked to consider, and if thought fit to pass, the resolutions below. Resolutions 17, 18 and 19 will be proposed as special resolutions. All other resolutions will be proposed as ordinary resolutions.

Ordinary Resolutions

• 1. To receive the Company's Annual Report and Accounts for the period ended 1 January 2022, including the Strategic Report and the reports of the Directors and the Company's auditor.
• 1. To approve the Directors' Remuneration Report (other than the part containing the summary of the Directors' Remuneration Policy) contained within the Company's Annual Report and Accounts for the year ended 1 January 2022. The Remuneration Report can be found on pages 66 to 77 of that Annual Report.
• 1. To approve a final dividend of 30.00 cents (22.99 pence) per ordinary share for the period ended 1 January 2022, payable on 31 May 2022 to Shareholders on the register of members at the close of business on 29 April 2022.
• 1. To re-elect Charles John Brady as a Director.
• 1. To re-elect Kevin Lyons-Tarr as a Director.
• 1. To re-elect Paul Stephen Moody as a Director.
• 1. To re-elect David John Emmott Seekings as a Director.
• 1. To re-elect Christina Dawn Southall as a Director.
• 1. To re-elect John Michael Gibney as a Director.
• 1. To elect Lindsay Claire Beardsell as a Director.
• 1. To elect Jaz Rabadia Patel as a Director.
• 1. To re-appoint Ernst & Young LLP as the Company's auditor until the conclusion of the next Annual General Meeting of the Company at which accounts are laid before the meeting.
• 1. To authorise the Directors of the Company to determine the auditor's remuneration.

• To:

• (A) approve the rules of the 4imprint Group plc Sharesave Plan 2022 (the "Sharesave"), summarised in Appendix 1 to this Notice and the rules of which are produced to this meeting and for the purposes of identification initialled by the Chairman, and to authorise the Board to do all such acts and things necessary or desirable to establish the Sharesave; and

• (B) authorise the Board to adopt further plans based on the Sharesave but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the Sharesave.

• To:

• (A) approve the rules of the 4imprint Group plc Employee Stock Purchase Plan 2022 (the "ESPP"), summarised in Appendix 2 to this Notice and the rules of which are produced to this meeting and for the purposes of identification initialled by the Chairman, and to authorise the Board to do all such acts and things necessary or desirable to establish the ESPP; and

• (B) authorise the Board to adopt further plans based on the ESPP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the ESPP.
• 1. To resolve that the Directors of the Company be and hereby are authorised generally and without condition, in accordance with section 551 of the Companies Act 2006 (the "Act"), to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for or convert any security into shares in the Company up to a nominal amount of £3,600,708, such authority to apply until the end of next year's Annual General Meeting (or, if earlier, until the close of business on 24 August 2023), but during this period the Company may make offers and enter into agreements which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends and the Directors may allot shares or grant rights to subscribe for or convert securities into shares under any such offer or agreement as if the authority had not expired.

Special Resolutions

• 1. That if resolution 16 is passed, the Directors of the Company be authorised to allot equity securities (as defined in the Act) for cash under the authority given by that resolution and/or to sell ordinary shares held by the Company as treasury shares for cash as if section 561 of the Act did not apply to any such allotment or sale, such authority to be limited:
  2. (A) to the allotment of equity securities and sale of treasury shares for cash in connection with an offer of, or invitation to apply for, equity securities:
     • (i) to ordinary Shareholders in proportion (as nearly as may be practicable) to their existing holdings; and
• (ii) to holders of other equity securities, as required by the rights of those securities or, as the Directors of the Company otherwise considers necessary,

and so that the Directors of the Company may impose any limits or restrictions and make any arrangements which it considers necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter; and

(B) in the case of the authority granted under resolution 16 and/or in the case of any sale of treasury shares for cash, to the allotment (otherwise than under paragraph (A) above) of equity securities or sale of treasury shares up to a nominal amount of £540,106,

such authority to expire at the end of next year's Annual General Meeting (or, if earlier, until the close of business on 24 August 2023) but, in each case, prior to its expiry the Company may make offers, and enter into agreements, which would, or might, require equity securities to be allotted (and treasury shares to be sold) after the authority expires and the Directors of the Company may allot equity securities (and sell treasury shares) under any such offer or agreement as if the authority had not expired.

• 1. That the Company be and is hereby authorised for the purposes of section 701 of the Act generally and without conditions to make one or more market purchases (as defined in section 693(4) of the Act) of its ordinary shares, provided that:
  2. (A) the Company may not purchase more than 2,808,553 of its ordinary shares;
  3. (B) the Company may not pay less than the nominal value for each ordinary share purchased;
  4. (C) the Company may not pay more per ordinary share than the higher of:
• (i) an amount equal to 5% above the average of the middle market quotation of its ordinary shares, based on the London Stock Exchange's Daily Official List for the 5 business days before the day on which the Company agrees to buy the shares; and
• (ii) the higher of the price of the last independent trade and the highest current independent bid on the trading venues where the purchase is carried out,

in each case, exclusive of expenses;

such authority to expire at the end of next year's Annual General Meeting (or, if earlier, 24 August 2023). However, the Company may enter into a contract to purchase ordinary shares which will or may be completed or executed fully or partly after this authority expires and the Company may purchase ordinary shares pursuant to any such contract as if the power had not expired.

1. That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.

By order of the Board

EMMA TAYLOR

COMPANY SECRETARY 14 April 2022

4imprint Group plc

Registered in England and Wales No. 00177991 Registered Office: 25 Southampton Buildings, London, WC2A 1AL

EXPLANATORY NOTES TO RESOLUTIONS

The notes on the following pages give an explanation of the proposed resolutions.

Resolutions 1 to 16 (inclusive) are proposed as ordinary resolutions. This means that for each of those resolutions to be passed, more than half of the votes cast must be in favour of the resolution.

Resolutions 17, 18 and 19 are proposed as special resolutions. This means that for each of those resolutions to be passed, at least three-quarters of the votes cast must be in favour of the resolution.

Resolution 1

Annual Report and Accounts (Ordinary Resolution)

Under section 437 of the Companies Act 2006, the Directors are required to present the Company's Annual Report and Accounts for the period ended 1 January 2022 to a general meeting.

Resolution 2

Directors' Remuneration Report (Ordinary Resolution)

The Company is required to ask Shareholders to vote on the Remuneration Report contained in the Annual Report and Accounts for the period ended 1 January 2022. This excludes the portion of the Remuneration Report relating to the Remuneration Policy. This vote is advisory.

Resolution 3

To approve a final dividend (Ordinary Resolution)

The Directors seek Shareholder approval of a final dividend of 30.00 cents (22.99 pence) per ordinary share payable (gross of any applicable tax) on 31 May 2022 to Shareholders on the register of members at the close of business on 29 April 2022.

Resolutions 4 to 11

Re-election/election of Directors (Ordinary Resolutions)

In accordance with the Code, the Board believes that it is of a size appropriate to the needs of the business and that it has the appropriate balance of skills, experience, independence and knowledge to enable it and its Committees to discharge their duties and responsibilities effectively. In accordance with the Code, all Directors are standing for reelection/election at the AGM this year.

It is considered that the performance of each Director submitting themselves for re-election/election continues to be effective and that all Directors demonstrate the requisite commitment to the role. It is therefore recommended that all Directors be re-elected or elected.

Full biographical details of each Director are set out below.

Resolution 4

Re-election of Charles John Brady as a Director

C.J. Brady: Senior Independent Non-Executive Director: Appointed as Non-Executive Director in June 2015

Charles is a solicitor and was the founder and Managing Director of Central Law Training Limited which, during his leadership between 1987 and 2002, became the largest provider of post-qualification legal training in the UK. Wilmington plc, a company listed on the London Stock Exchange, acquired Central Law Training in 1999. Charles remained with the business becoming Chief Executive of Wilmington plc in 2002, a post which he held until 2014. Charles has also served as a Non-Executive Director of both Hatton Blue Limited, a start-up IT company and the PPA (Professional Publishers Association).

Resolution 5

Re-election of Kevin Lyons-Tarr as a Director

K. Lyons-Tarr: Chief Executive Officer: Appointed as Executive Director in June 2012 and became Chief Executive Officer in March 2015

Based in Oshkosh, Wisconsin, Kevin has been with the business since 1991, serving in several capacities, including Chief Information Officer and Chief Operating Officer. He was appointed President of the Direct Marketing business in 2004 and has led its substantial growth since then.

Resolution 6

Re-election of Paul Stephen Moody as a Director

P.S. Moody: Non-Executive Chairman: Appointed as Non-Executive Director in February 2016 and became Non-Executive Chairman in December 2016

Paul currently serves on the Board of Card Factory plc as Non-Executive Chairman. He was previously Non-Executive Chairman of Johnson Service Group plc and a Non-Executive Director of Pets at Home Group plc. Paul has extensive public company experience spending 17 years at Britvic plc, including the last eight of these years as Chief Executive. Prior to that, he held a number of senior appointments in sales and HR, with companies including Grand Metropolitan plc and Mars.

Resolution 7

Re-election of David John Emmott Seekings as a Director

D.J.E. Seekings: Chief Financial Officer: Appointed as Chief Financial Officer in March 2015

David is a chartered accountant, having trained and qualified with KPMG. David has been with the 4imprint Group since 1996, initially as Group Financial Controller, moving to the USA in 2000 to become Chief Financial Officer of 4imprint Direct Marketing, based in Oshkosh, Wisconsin.

Resolution 8

Re-election of Christina (Tina) Dawn Southall as a Director

C.D. Southall: Independent Non-Executive Director: Appointed as Non-Executive Director in May 2019

Tina is the Executive Vice President – People for Bally Interactive which is a NYSE listed company operating some of the world's biggest casinos, igaming and sports media sites. Prior to this, Tina held executive sales and marketing roles at Vodafone Group Plc, culminating in her appointment as Regional Director, Northern Europe for Vodafone Global Enterprise, and she served as a long- standing Trustee of The Vodafone Foundation. Prior to joining Vodafone, Tina held senior positions at Avis Europe and at the RAC Plc.

Resolution 9

Re-election of John Michael Gibney as a Director

J.M. Gibney: Independent Non-Executive Director: Appointed as Non-Executive Director in March 2021

John is a chartered accountant who has extensive public company experience, having served for 17 years as Chief Financial Officer of Britvic plc, a leading European soft drinks business, where he was responsible for finance, legal, estates, risk management, quality, safety and environment and procurement. Prior to joining Britvic, John was Senior Corporate Finance & Planning Manager for Bass plc, and prior to that role, Finance Director and subsequently Deputy Managing Director of Gala Clubs. John has previously been a Non-Executive Director and Chair of the Audit Committee at PureCircle PLC and Dairy Crest PLC.

Resolution 10

Election of Lindsay Claire Beardsell as a Director

L.C. Beardsell: Independent Non-Executive Director: Appointed as Non-Executive Director in September 2021

Lindsay Beardsell was appointed as a Non-Executive Director in September 2021. Lindsay is currently Executive Vice President and General Counsel at Tate & Lyle plc, the global supplier of food and beverage ingredients, which she joined in 2018. In addition to her extensive legal and governance background, Lindsay brings a breadth of commercial experience, both in the UK and internationally, having previously worked as General Counsel at Ladbrokes Coral plc, SuperGroup plc and Gazprom Energy Group. She is a graduate of European Law from the University of Warwick.

Resolution 11

Election of Jaz Rabadia Patel as a Director

J.Rabadia Patel: Independent Non-Executive Director: Appointed as Non-Executive Director in September 2021

Jaz was appointed as a Non-Executive Director in September 2021. Jaz is a Chartered Energy Manager with over 14 years of experience in energy, recycling and sustainability roles. She is currently Head of Responsible Business and Sustainability at Just Eat Holding Ltd, an online food order and delivery service, which she joined in December 2021. Prior to this she was Director of Energy, Sustainability and Social Impact at WeWork and she has also held senior positions at Starbucks Coffee Company and Sainsbury's Supermarkets Ltd. In 2015 Jaz was awarded an MBE for services to sustainability in the energy management sector and promoting diversity amongst young people in the STEM sectors.

Resolution 12

Auditor re-appointment (Ordinary Resolution)

Under section 489 of the Companies Act 2006, the Company is required to appoint an auditor at each general meeting at which accounts are laid before Shareholders. This resolution proposes the re-appointment of Ernst & Young LLP as auditor of the Company for the year ending 31 December 2022.

Resolution 13

Auditor remuneration (Ordinary Resolution)

Section 492 of the Companies Act 2006 requires the auditor's remuneration to be fixed by the Company's Shareholders by ordinary resolution or in such manner as the Company's Shareholders may by ordinary resolution determine. This resolution proposes that the Directors be authorised to determine the remuneration of the auditor. In practice, and in line with the Code and the Competition and Markets Authority's Order on statutory audit services, the Audit Committee will consider and approve the audit fees on behalf of the Board. Details of the remuneration paid to the Company's auditor for 2021 and details of how the Audit Committee monitors the effectiveness and independence of the auditor can be found in the Company's Annual Report and Accounts for the period ended 1 January 2022.

EXPLANATORY NOTES TO RESOLUTIONS CONTINUED

Resolution 14

Approval of the 4imprint Group plc Sharesave Plan 2022 (Ordinary Resolution)

Shareholders are being asked to approve the 4imprint Group plc Sharesave Plan 2022 (the "Sharesave"). A copy of the Sharesave rules will be available for inspection by Shareholders on the National Storage Mechanism (accessible at https://data.fca.org.uk/#/nsm/nationalstoragemechanism) from the date of publication of this Notice and at the place of the AGM from 15 minutes prior to its commencement until its conclusion. The Sharesave rules are summarised in Appendix 1 to this Notice. Shareholders are also being asked to authorise the Board to adopt further plans based on the Sharesave but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the Sharesave.

Resolution 15

Approval of the 4imprint Group plc Employee Stock Purchase Plan 2022 (Ordinary Resolution)

Shareholders are also being asked to approve the 4imprint Group plc Employee Stock Purchase Plan 2022 (the "ESPP"). A copy of the rules of the ESPP will be available for inspection by Shareholders on the National Storage Mechanism (accessible at https://data.fca.org.uk/#/nsm/nationalstoragemechanism) from the date of publication of this Notice and at the place of the AGM from 15 minutes prior to its commencement until its conclusion. The ESPP rules are summarised in Appendix 2 to this Notice. Shareholders are being asked to authorise the Board to adopt further plans based on the ESPP but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any cash or shares made available under such further plans are treated as counting against any limits on individual or overall participation in the ESPP.

Resolution 16

Authority to allot shares (Ordinary Resolution)

This resolution would give the Directors the authority to allot ordinary shares or grant rights to subscribe for or convert any securities into ordinary shares up to an aggregate nominal amount equal to £3,600,708 (representing 9,361,842 ordinary shares of 38⁶/13p each). This amount represents approximately one-third of the issued ordinary share capital (excluding treasury shares) of the Company as at 13 April 2022, the latest practicable date prior to publication of this Notice.

The authority sought under this resolution will expire at the earlier of 24 August 2023 and the conclusion of the Annual General Meeting of the Company held in 2023.

The Directors have no present intention to exercise the authority sought under this resolution.

As at the date of this Notice, no ordinary shares are held by the Company in treasury.

Resolution 17

Dis-application of pre-emption rights (Special Resolution)

This resolution will be proposed as a special resolution, which requires a 75% majority of the votes to be cast in favour. It would give the Directors the authority to allot ordinary shares (or sell any ordinary shares which the Company elects to hold in treasury) for cash without first offering them to existing Shareholders in proportion to their existing shareholdings.

This authority would be limited to allotments or sales in connection with pre-emptive offers and offers to holders of other equity securities if required by the rights of those shares or as the Board otherwise considers necessary, or otherwise up to an aggregate nominal amount of £540,106 (representing 1,404,275 ordinary shares). This aggregate nominal amount represents approximately 5% of the issued ordinary share capital of the Company as at 13 April 2022, the latest practicable date prior to publication of this Notice. The Directors confirm their intention to follow the provisions of the Pre-Emption Group's Statement of Principles regarding cumulative usage of authorities within a rolling three-year period where the Principles provide that usage in excess of 7.5% should not take place without prior consultation with Shareholders.

The authority will expire at the earlier of 24 August 2023 and the conclusion of the Annual General Meeting of the Company held in 2023.

Resolution 18

Authority to make market purchases of own shares (Special Resolution)

Shareholder approval is required for a company to purchase its own shares on market under section 701 of the Act. Resolution 18, which will be proposed as a special resolution and requires 75% of the votes to be cast in favour, seeks authority for the Company to purchase up to 10% of its issued ordinary shares (excluding any treasury shares), renewing the authority granted by the Shareholders at previous annual general meetings.

The Directors have no present intention of exercising the authority to make market purchases, however the authority provides the flexibility to allow them to do so in the future. The Directors will exercise this authority only when to do so would be in the best interests of the Company, and of its Shareholders generally, and could be expected to result in an increase in the earnings per share of the Company.

Ordinary shares purchased by the Company pursuant to this authority may be held in treasury or may be cancelled. The Directors will consider holding any ordinary shares the Company may purchase as treasury shares. The Company currently has no ordinary shares in treasury. The minimum price, exclusive of expenses, which may be paid for an ordinary share is 38⁶/13p, its nominal value. The maximum price, exclusive of expenses, which may be paid for an ordinary share is the highest of (i) an amount equal to 5% above the average market value for an ordinary share for the five business days immediately preceding the date of the purchase and (ii) the higher of the price of the last independent trade and the highest current independent bid on the trading venues where the purchase is carried out.

The Company had options outstanding over 163,429 ordinary shares, 0.6% of the Company's ordinary issued share capital as at 1 January 2022.

If the existing authority given at the 2021 Annual General Meeting and the authority now being sought by resolution 18 were to be fully used, the options outstanding would represent 0.7% of the Company's ordinary issued share capital.

The authority will expire at the earlier of 24 August 2023 and the conclusion of the Annual General Meeting of the Company held in 2023.

Resolution 19

Notice of general meetings (Special Resolution)

Resolution 19, which will be proposed as a special resolution and requires 75% of the votes to be cast in favour, renews the authority that was given at our last AGM. The notice period required by the Companies Act 2006, under section 307A for general meetings of the Company, is 21 clear days unless Shareholders approve a shorter notice period, which cannot be less than 14 clear days. AGMs must always be held on at least 21 clear days' notice. The authority granted by this resolution, if passed, will be effective until the Company's next AGM when it is intended that a similar resolution will be proposed.

The flexibility offered by this resolution will only be used where, taking into account the circumstances, the Directors consider it is merited by the business of the meeting and is thought to be to the advantage of the Company and Shareholders as a whole.

SHAREHOLDER NOTES

• 1. To be entitled to attend (including attendance by proxy) and vote at the Annual General Meeting (and for the purpose of the determination by the Company of the votes they may cast), Shareholders must be registered in the Register of Members of the Company at close of business on Friday 20 May 2022 (or, in the event of any adjournment, on the date which is two days before the time of the adjourned meeting). Changes to the Register of Members after the relevant deadline shall be disregarded in determining the rights of any person to attend (including attendance by proxy) and vote at the meeting.
• 2 Members are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting. A Shareholder may appoint more than one proxy in relation to the Annual General Meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that Shareholder. A proxy need not be a Shareholder of the Company. Even for those Shareholders who are intending to attend the AGM in person, we strongly recommend that all Shareholders complete and submit a proxy form.
• 1. A hard copy Form of Proxy has not been sent to Shareholders, who may register proxy appointments on-line as set out in note 5 below. However, Shareholders can also request a hard copy proxy form directly from the Company's Registrars, Link Group, by calling Link Group's general helpline team on Tel: 0371 664 0300. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales. Alternatively, you can contact Link via email at shareholderenquiries@linkgroup.co.uk or via postal address at Link Group, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL.
• 1. In the case of a member which is a company, if submitting a hard copy proxy form, it must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company. Any power of attorney or any other authority under which the proxy form is signed (or a duly certified copy of such power or authority) must be included with the proxy form. For the purposes of determining the time for delivery of proxies, no account has been taken of any part of a day that is not a working day.
• 1. All members (other than those who held their shares in CREST) may register their proxy appointments and instructions on-line by logging on to the website www.signalshares.com, provided by the Company's Registrars, Link Group, where full instructions are given. In order to register for this service you will need your Investor Code, which is given on the share certificate. If you need help with voting on-line please contact our Registrar, Link Group on 0371 664 0391. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales. Alternatively you can contact Link via email at shareholderenquiries@linkgroup.co.uk or via postal address at Link Group, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL. If you submit more than one proxy instruction, the appointment received last before the latest time for receipt will take precedence. If you are a CREST member, see notes 11 to 14 below.
• 1. To be valid any proxy form or other instrument appointing a proxy must be completed on-line or received by post or (during normal business hours only) by hand at the offices of the Company's Registrars, PXS 1, Link Group, Central Square, 29 Wellington Street, Leeds, LS1 4DL, in each case no later than 11.00 a.m. on Friday 20 May 2022.
• 1. A 'Vote Withheld' option is provided on the Form of Proxy which enables you to abstain on any particular resolution. It should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.
• 1. Any person to whom this Notice is sent who is a person nominated under section 146 of the Act to enjoy information rights (a "Nominated Person") may, under an agreement between him/her and the Shareholder by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Annual General Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the Shareholder as to the exercise of voting rights.
• 1. The statement of the above rights of Shareholders in relation to the appointment of proxies does not apply to Nominated Persons. Those rights can only be exercised by Shareholders of the Company. Nominated Persons are reminded that they should contact the registered holder of their shares (and not the Company) on matters relating to their investments in the Company.
• 1. As at close of business on 13 April 2022 (being the last business day prior to the publication of this Notice) the Company's issued share capital consists of 28,085,530 ordinary shares, carrying one vote each. Therefore, the total voting rights in the Company as at close of business on 13 April 2022 are 28,085,530.
• 1. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.
• 1. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear UK & Ireland Limited's specifications, and must contain the information required for such instruction, as described in the CREST Manual (available via www.euroclear.com). The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent (ID RA10) by 11.00 a.m. on Friday 20 May 2022. For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.
• 1. CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK & Ireland Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting service provider, to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
• 1. If you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 11.00 a.m. on 20 May 2022 in order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy.
• 1. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 1. Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that they do not do so in relation to the same shares.
• 1. In the case of joint holders, where more than one of the joint holders completes a Form of Proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company's Register of Members, the first-named being the most senior.
• 1. Under section 527 of the Act members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the auditor's report and the conduct of the audit) that are to be laid before the Annual General Meeting; or (ii) any circumstance connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with section 437 of the Act. The Company may not require the Shareholders requesting any such website publication to pay its expenses in complying with sections 527 or 528 of the Act. Where the Company is required to place a statement on a website under section 527 of the Act, it must forward the statement to the Company's auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the Annual General Meeting includes any statement that the Company has been required under section 527 of the Act to publish on a website.
• 1. Any member entitled to attend the meeting (including by proxy) has the right to ask questions. The Company must cause to be answered any such question relating to the business being dealt with at the meeting but no such answer need be given if: (a) to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information; (b) the answer has already been given on a website in the form of an answer to a question; or (c) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered. Shareholders may submit questions relating to the business of the meeting in advance of the AGM via email at agm@4imprint.com or by post to the Company Secretary, at 4imprint, 5 Ball Green, Cobra Court, Trafford Park, Manchester, M32 0QT. We will aim to publish the answers to your questions on our website as soon as practicable and, wherever possible, prior to the deadline for the return of proxy votes at the AGM (or, where that is not possible, after the AGM). There will also be an opportunity for Shareholders to raise appropriate questions relating to the business of the AGM at the AGM itself.

SHAREHOLDER NOTES CONTINUED

• 1. A member or members meeting the qualification criteria set out in sections 338 and 338A of the Companies Act 2006, may, subject to certain conditions, require the Company to: (i) give notice of a resolution which may properly be moved and is intended to be moved at the meeting; and (ii) include in the business to be dealt with at the meeting a matter (other than a proposed resolution) which may properly be included in the business (a matter of business). The conditions are that:
  2. a. the resolution or matter of business must not be defamatory of any person, frivolous or vexatious; and
  3. b. the request:
     • i. may be in hard copy form or in electronic form;
• ii. must identify the resolution or matter of business by either setting it out in full or, if supporting a statement sent by another member, clearly identifying the resolution or matter of business which is being supported;
• iii. in the case of a matter of business, must be accompanied by a statement setting out the grounds for the request;
  • iv. must be authenticated by the person or persons making it; and
  • v. must be received by the Company no later than six weeks before the meeting to which the request relates.
• 1. The following documents will be available for inspection during normal business hours (Saturdays, Sundays and public holidays excepted) at the offices of Slaughter and May, One Bunhill Row, London EC1Y 8YY from 14 April 2022 until the close of the AGM and at the place of the AGM from 15 minutes before the start of the AGM until the close of the AGM:
  2. a. copies of the Executive Directors' service contracts;
  3. b. copies of letters of appointment of the Chairman and the Non-Executive Directors;
  4. c. copies of the Company's annual accounts, the Directors' Report, the Strategic Report, the Remuneration Report and the Auditor's Report; and
  5. d. copies of the rules of the Sharesave Plan 2022 and the Employee Stock Purchase Plan 2022.
• 1. A copy of this Notice, and other information required by section 311A of the Act, can be found at https://investors.4imprint.com
• 1. You may not use any electronic address (within the meaning of section 333(4) of the Act) provided in this Notice (or in any related documents including the proxy form) to communicate with the Company for any purposes other than those expressly stated.

APPENDIX 1

Summary of the proposed 4imprint Group plc Sharesave Plan 2022 (the "Sharesave")

1. Eligibility

Each time that the Board decides to issue an invitation to employees to participate in the Sharesave, all UK resident taxpaying employees and full time directors of the Company and its subsidiaries (the "Group") participating in the Sharesave must be offered the opportunity to participate. Other employees of the Group may be permitted to participate at the Board's discretion. If the Board so determines in line with the relevant legislation governing the Sharesave, employees who are invited to participate must have completed a minimum qualifying period of employment before they can participate (which currently can be up to 5 years from the grant date).

2. Savings contract

Under the Sharesave, eligible employees may enter into a linked savings contract to make savings over a three or five year period. Monthly savings by an employee under all savings contracts linked to options granted under any tax-advantaged savings-related share option plan may not exceed the statutory maximum, which is currently set at £500 per month. The Board may set a lower limit in relation to any particular grant. At the end of the three or five-year savings contract, employees may either withdraw their savings on a tax-free basis or use their savings to acquire ordinary fully paid shares in the Company ("Shares").

3. Exercise price

The proceeds of the savings contract can be used to exercise an option to acquire Shares at an exercise price per Share set when employees were invited to participate in the Sharesave. The exercise price may not be manifestly less than 80 per cent (or such other percentage as may be permitted by the relevant legislation) of the market value of a Share at the date of invitation.

The exercise price will normally be set using prices taken from a period of 42 days beginning on: (a) the first dealing day after the announcement of the Company's results for any period; (b) the day on which an announcement is made of an amendment to the Sharesave legislation or such legislation comes into force; (c) the day on which a new HMRC-approved savings contract is announced; or (d) to the extent that share dealing restrictions apply in any of the preceding three periods, the dealing day on which such dealing restrictions are lifted, unless the Board determines that exceptional circumstances exist which justify the issue of invitations under the Sharesave at another time.

4. Overall limit

The Sharesave may operate over new issue Shares, treasury Shares or Shares purchased in the market. The rules of the Sharesave provide that the number of Shares which may be issued to satisfy options or awards granted under the Sharesave and any other employee share plan adopted by the Company in any ten-year rolling period may not exceed 10 per cent. of the issued ordinary share capital of the Company from time to time.

Shares transferred out of treasury will count towards this limit for so long as this is required under institutional shareholder guidelines. However, options over and awards of Shares which are relinquished or lapse will be disregarded for the purposes of this limit.

5. Exercise of options

Ordinarily, an option may be exercised within six months of the date that the savings contract matures. Options not exercised by the end of this period will lapse.

6. Cessation of employment

Options will normally lapse immediately upon a participant ceasing to be employed by, or hold office with, the Group. However, if a participant ceases to hold office or employment because of injury, disability, redundancy, retirement or the sale of the individual's employing company or business out of the Group, their option will not lapse and may be exercised early for a period of up to six months after the participant's cessation of office or employment. If a participant dies, their option may be exercised for 12 months after their death by their personal representatives.

7. Corporate events

In the event of a change of control or winding-up of the Company, any outstanding options may be exercised early. Alternatively, the Board may permit options to be exchanged for equivalent options over Shares in the acquiring company. If the change of control is an internal reorganisation of the Group, options will lapse unless the participants agree to exchange their outstanding options for equivalent options over Shares in the new holding company.

8. Adjustments

In the event of a variation of the Company's share capital, the Board may adjust the number of Shares subject to options and/or the exercise price applicable to options in such manner as it considers appropriate.

APPENDIX 1 CONTINUED

9. Rights attached to Shares

Options granted under the Sharesave will not confer Shareholder rights on a participant until that participant has exercised their option and received the underlying Shares. Any Shares issued will rank equally with other Shares then in issue (except for rights arising by reference to a record date prior to their issue).

10. Amendments

The Board may, at any time, amend the Sharesave rules in any respect. The prior approval of the Company's Shareholders must be obtained for any amendment which is made to the advantage of eligible employees and/or participants and relates to the provisions relating to eligibility, individual or overall limits, the basis for determining the entitlement to, and the terms of, options granted under the Sharesave, the adjustments that may be made in the event of any variation in the share capital of the Company and/or the rule relating to such prior approval. There are, however, exceptions to this requirement to obtain Shareholder approval for any minor amendments to benefit the administration of the Sharesave, to take account of the provisions of any relevant legislation, or to obtain or maintain favourable tax, exchange control or regulatory treatment for any participant or member of the Group.

11. Non-transferability

Options are not transferable other than to the participant's personal representatives in the event of the participant's death.

12. Benefits not pensionable

Any benefits received under the Sharesave are not pensionable.

13. Termination

No options may be granted under the Sharesave more than ten years after the date it is approved by the Company's Shareholders.

APPENDIX 2

Summary of the proposed 4imprint Group plc Employee Stock Purchase Plan 2022 (the "ESPP")

The ESPP is an all-employee share purchase plan which has been designed to qualify under section 423 of the US Internal Revenue Code of 1986 (the "Code"), so that US employees can acquire ordinary shares in the Company ("Shares") under the ESPP in a tax-efficient manner and on an all-employee basis.

1. Eligibility

Each time that the Board decides to operate the ESPP, all US resident employees of the Company's subsidiaries participating in the ESPP must be offered the opportunity to participate. Other executive directors and employees of the Group may be permitted to participate at the Board's discretion. Employees who are invited to participate may be required, at the Board's discretion, to have completed a minimum qualifying period of employment (as determined by the Board in line with the Code, currently up to two years) before they can participate.

The Board may exclude from the Plan an employee if (i) upon enrolment in the ESPP, they would own Shares representing 5% or more of the total voting rights or value of all Shares; (ii) they work no more than twenty hours per week; (iii) they work for no more than five months of the calendar year; or (iv) they qualify as a 'highly compensated employee' under the Code.

2. Limits

The Board must not grant an option to acquire Shares which would cause the aggregate market value (as determined by the Board at the time of grant) of the Shares subject to all options, granted to a participant under all employee stock purchase plans adopted by the Company and its subsidiaries to accrue at a rate of more than \$25,000 per calendar year (or such other limit as prescribed by the Code from time to time). The Board may at any time determine a lower limit on participation in the Plan.

In accordance with the Code, options may not be granted under the ESPP over more than 10 per cent. of the number of Shares in issue at the time the ESPP is adopted by the Board.

3. Savings contract

Under the ESPP, eligible employees make savings over a period determined by the Board (not exceeding 27 months or such other maximum as may be prescribed by the Code).

4. Exercise price

These savings can be used to exercise an option over Shares at an exercise price per Share set by the Board at the time the option is granted. The exercise price may not be less than 85% (or such other percentage as may be permitted by the Code) of the lower of (i) the market value of a Share (as determined by the Board) when the option is granted and (ii) the market value of a Share (as determined by the Board) when the option is exercised.

5. Exercise of options

Ordinarily, an option must be exercised within 27 months from the date the option is granted. Options not exercised by the end of this period will lapse. Usually, at the end of the savings period, options will be automatically exercised to acquire the maximum number of Shares which may be purchased using the participant's accrued savings if the Company's share price at the end of the savings period is higher than the exercise price.

6. Cessation of employment

Options will normally lapse immediately when a participant ceases to be an employee of the Group. However, if a participant ceases to be an employee of the Group because of injury, disability, redundancy, retirement or the sale of the individual's employing company or business out of the Group, their option will not lapse and will be exercised automatically when they cease employment (using the participant's accrued savings to the date of leaving the Group). Options will only be automatically exercised if the Company's share price is at least equal to the exercise price at the time of exercise. If a participant dies, their option may be exercised by the participant's personal representatives within three months of their death (using their accrued savings).

7. Corporate events

In the event of a takeover of the Company, options will vest and be automatically exercised early, to the extent of the participant's accrued savings at the time and only if the Company's share price is at least equal to the exercise price.

Alternatively, the Board may require that outstanding options are exchanged for equivalent options over shares in another company (subject to the acquiring company's consent).

If the Company is wound up or other corporate events occur such as a variation of the share capital of the Company, a demerger, special dividend or other transaction which, in the Board's opinion, would materially affect the value of the Shares, the Board may determine that options will vest and be exercised on the same basis as for a takeover.

APPENDIX 2 CONTINUED

8. Adjustment of options

If there is a variation of the share capital of the Company or in the event of a demerger, special dividend or other transaction which, in the Board's opinion, will materially affect the value of Shares, the Board may make such adjustments to the number or class of shares subject to options and the exercise price of options as it may determine. The overall limit on the number of Shares that may be used in connection with the ESPP may also be adjusted in the event of a variation of the share capital of the Company.

9. Rights attaching to shares

Options granted under the ESPP will not confer rights on any participant until that participant has exercised their option and received the underlying Shares. Any Shares issued will rank equally with other Shares then in issue (except for rights arising by reference to a record date prior to their issue).

10. Overall limits

The ESPP may operate over new issue Shares, treasury Shares or Shares purchased in the market. The rules of the ESPP provide that the number of Shares which may be issued to satisfy awards granted in any ten-year rolling period under the ESPP and any other employee share plan adopted by the Company may not exceed 10% of the issued ordinary share capital of the Company from time to time. Shares transferred out of treasury will count towards this limit for so long as this is required under institutional shareholder guidelines. The ESPP rules also prescribe for US tax purposes that options may not be granted over more than 10% of the number of Shares in issue at the time the ESPP is adopted. Awards which are relinquished or lapse will be disregarded for the purposes of these limits.

11. Amendments

The Board may, at any time, amend the provisions of the ESPP in any respect. The prior approval of the Company's Shareholders must be obtained in the case of any amendment which is made to the advantage of eligible employees and/or participants and relates to the provisions relating to eligibility, individual or overall limits, the basis for determining the entitlement to, and the terms of, awards, the adjustments that may be made in the event of any variation to the share capital of the Company and/or the rule relating to such prior approval. There are, however, exceptions to this requirement to obtain Shareholder approval for any minor amendments to benefit the administration of the ESPP, to take account of the provisions of any legislation, or to obtain or maintain favourable tax, exchange control or regulatory treatment for any participant or member of the Group.

12. Non-transferability

Awards are not transferable other than to the participant's personal representatives in the event of their death.

13. Benefits not pensionable

Except to the extent required by law, benefits received under the ESPP are not pensionable.

14. Overseas plans

The Board may, at any time, establish further plans based on the ESPP for overseas territories. Any such plan will be similar to the ESPP but may be modified to take account of local tax, exchange control or securities laws. Any Shares made available under such further overseas plans must be treated as counting against the limits on individual and overall participation under the ESPP.

15. Termination

No awards may be granted more than ten years after the earlier of the date on which the ESPP is adopted by the Board and the date on which it is approved by the Company's Shareholders.

Registered office

4imprint Group plc 25 Southampton Buildings London WC2A 1AL Telephone +44 (0)20 3709 9680 Email hq@4imprint.co.uk