Natwest Group PLC

Declaration of Voting Results & Voting Rights Announcements • Apr 23, 2024

NatWest Group plc - Result of Annual General Meeting

23 April 2024

Following the Annual General Meeting held today at Gogarburn, Edinburgh EH12 1HQ, NatWest Group plc (the "Company") announces the results of the poll vote for each resolution as follows. Resolutions 17, 18, 20, 21, 23 to 26 were passed as special resolutions.

	VOTES	%	VOTES	%	% of ISC	VOTES
	FOR		AGAINST		VOTED	WITHHELD
Resolution 1
To receive the 2023	29,210,437,504	99.98	4,975,512	0.02	83.70%	51,658,784
Report and Accounts
Resolution 2
To approve the Annual
remuneration report in
the Directors'	28,625,951,928	97.83	635,893,952	2.17	83.83%	5,220,112
remuneration report
Resolution 3
To declare a final
dividend of 11.5 pence	29,264,437,176	100.00	1,045,544	0.00	83.84%	1,620,504
per ordinary share
Resolution 4
To elect Rick	27,997,054,948	97.63	679,292,996	2.37	82.16%	590,726,920
Haythornthwaite as a Director
Resolution 5
To elect Paul Thwaite	29,257,599,956	99.98	6,060,760	0.02	83.84%	3,414,148
as a Director
Resolution 6
To re-elect Katie	29,172,476,904	99.69	90,441,148	0.31	83.84%	4,193,804
Murray as a Director
Resolution 7	29,247,102,944	99.95	14,196,092	0.05	83.83%	5,770,792

To re -elect Frank
Dangeard as a Director Resolution 8
To re -elect Roisin	29,251,352,476	99.97	9,791,272	0.03	83.83%	5,930,384
Donnelly as a Director
Resolution 9
To re -elect Patrick	29,042,286,092	99.25	219,010,844	0.75	83.83%	5,821,612
Flynn as a Director
Resolution 10
To re -elect Yasmin	29,251,355,280	99.97	10,189,028	0.03	83.83%	5,536,892
Jetha as a Direct o r
Resolution 11
To re -elect Stuart	29,042,582,232	99.25	218,479,592	0.75	83.83%	5,657,820
Lewis as a Director
Resolution 12
To re -elect Mark	28,517,669,920	99.17	238,643,360	0.83	82.39%	510,393,532
Seligman as a Director
Resolution 13
To re -elect Lena Wilson	29,030,519,980	99.21	230,502,248	0.79	83.83%	5,691,160
as a Director
Resolution 1 4
To re -appoint Ernst &
Young LLP as auditors	29,015,048,532	99.15	248, 175,084	0.85	83.84%	3,849,180
of the Company
Resolution 1 5
To authorise the Group
Audit Committee to fix
the remuneration of the	29,251,567,580	99.96	12,586,148	0.04	83.84%	2,963,100
auditors
Resolution 1 6
To renew the directors'
authority to allot shares	28,402,969,412	97.06	860,078,580	2.94	83.84%	4,071,244
in the Company

Resolution 1 7 To renew the directors'
authority to allot equity
securities on a non pre -
emptive basis in
connection with an
offer or issue of equity	28,775,192,108	98.53	430,158,676	1.47	83.67%	61,765,288
securities
Resolution 18
To renew the directors'
authority to allot equity
securities on a non pre -
emptive basis in
connection with the
financing of a	28,505,554,628	97.60	700,935,576	2.40	83.67%	60,632,964
transaction
Resolution 19
To renew the directors'
authority to allot
ordinary shares or
grant rights to
subscribe for or to convert any security
into ordinary shares in
relation to Equity	28,939,748,388	98.90	322,787,040	1.10	83.84%	4,587,864
Convertible Notes
Resolution 2 0
To renew the directors'
authority to allot equity
securities on a non pre -
emptive basis in
connection with Equity	28,938,287,772	98.89	323,957,484	1.11	83.83%	4,878,716
Convertible Notes

Resolution 2 1 To renew the authority
to permit the holding of
General Meetings on 14	28,257,966,576	96.56	1,006,522,400	3.44	83.84%	2,633,708
clear days' notice
Resolution 2 2
To renew the authority
in respect of political
donations and
expenditure by the
Company in terms of
sections 366 and 367 of
the Companies Act	28,957,610,712	98.96	304,847,536	1.04	83.84%	4,631,144
2006
Resolution 2 3
To renew the authority
for the Company to
purchase its own
shares on a recognised	28,924,669,776	98.90	321,949,976	1.10	83.79%	2 0,488,516
investment exchange
Resolution 24
To amend the Directed	19,023,150,332	98.43	302,834,256	1.57	55.37%	4,564,528
Buyback Contract
Resolution 25
To renew the authority
to make off -market
purchases of ordinary
shares from HM	19,259,293,176	99.65	68, 570,844	0.35	55.37%	2,678,788
Treasury
Resolution 26
To authorise the
Company to make off -	29,169,923,568	99.68	93,807,084	0.32	83.84%	3,366,220
market purchases of

preference shares
Resolution 27
To approve the
NatWest Group plc
2024 Employee Share	28,966,778,080	98.99	296,392,288	1.01	83.84%	3,877,800
Plan rules
Resolution 28
To renew the authority
to offer shares in lieu of
a cash dividend on	29,193,181,568	99.76	71,457,624		83.84%	2,480,608
ordinary shares				0.24

* A vote Withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" and "Against" a resolution.

In accordance with the UK Listing Authority's listing rules, a copy of the resolutions that do not constitute ordinary business at an annual general meeting will shortly be available for inspection at the National Storage Mechanism which is located at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

A full text of the resolutions can be found in the Notice of Meeting which is available on the Company's website at www.natwestgroup.com.

As at 19 April 2023 (being the latest date by which shareholders who wanted to vote at the Annual General Meeting must have been entered on the company's Register of Members) the total number of voting rights in the company was 34,904,718,000.

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