Serco Group PLC

Proxy Solicitation & Information Statement • Mar 20, 2025

Attendance Card for the Annual General Meeting

The 2025 Annual General Meeting (AGM) of Serco Group plc (the Company) will be held at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, E14 5JJ at 10am on Thursday, 24 April 2025.

IMPORTANT PLEASE READ CAREFULLY

Notification of Availability

2024 Annual Report and Accounts and Notice of 2025 AGM

You can now view and download the 2024 Annual Report and Accounts and Notice of 2025 AGM by visiting the Investors section of our website at www.serco.com

The address shown opposite is how it appears on the Register of Members. If this information is incorrect, please visit the Registrar's website at www.shareview.co.uk

Serco Group plc

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Vote

If you wish to attend the AGM, please sign this Attendance Card (below) and bring it with you to the AGM, where it should be presented on arrival at the registration desk.

Signature

Please read the Notice of Meeting and the accompanying notes carefully before completing the form of proxy below.

Form of proxy

Form of proxy for use at the 2025 Annual General Meeting of Serco Group plc to be held at 10am on Thursday, 24 April 2025.

If you wish, you can submit your proxy electronically at www.shareview.co.uk using the above numbers.

I/We, being (a) holder(s) of ordinary shares of the Company, hereby appoint (see note 1) the Chair of the meeting or

Name of proxy	Number of shares (if not full entitlement)

Shareholder Reference No.

as my/our proxy to attend, speak and vote on my/our behalf at the AGM to be held at 10am on Thursday, 24 April 2025 and at any adjournment thereof. Please tick here if this proxy appointment is one of multiple appointments being made (see note 2):

Please mark the appropriate boxes with an "X" to indicate how you direct your proxy or proxies to vote or whether you wish them to withhold your vote (see note 3). Vote

Resolution	For	Against	Withheld		Resolution	For	Against	Withheld
1 To receive the Annual Report and Accounts for				5	To appoint Ernst & Young LLP as auditor of the Company
the year ended 31 December 2024 2 To approve the Directors' Remuneration Report for the year ended 31 December 2024				6	To authorise the Audit Committee to agree the remuneration of the auditor
3 To declare a final dividend of 2.82 pence per share for the year ended 31 December 2024				7	To authorise the Directors to allot relevant securities in accordance with Section 551 of the Companies Act 2006
4(a) To elect Victoria Hull as a Director				8	To disapply statutory pre-emption rights (first
4(b) To elect Anthony Kirby as a Director					disapplication resolution)*
4(c) To re-elect John Rishton as a Director				9	To disapply statutory pre-emption rights (additional disapplication resolution)*
4(d) To re-elect Nigel Crossley as a Director					10 To authorise the Company to make market purchases
4(e) To re-elect Kirsty Bashforth as a Director					of its own shares within the meaning of Section 693(4) of the Companies Act 2006*
4(f) To re-elect Kru Desai as a Director					11 To authorise the Company or any company which is or
4(g) To re-elect Ian El-Mokadem as a Director					becomes its subsidiary during the period to which this resolution has effect to make political donations
4(h) To re-elect Tim Lodge as a Director					12 That a general meeting (other than an annual general
4(i) To re-elect Dame Sue Owen as a Director					meeting) may be called on not less than 14 clear days' notice*
4(j) To re-elect Lynne Peacock as a Director					13 To approve the adoption of the Articles of Association produced to the meeting with effect from the conclusion of the AGM*
					* Special resolution

3411-0061

Explanatory notes

• 1. Members are entitled to appoint some other person(s) of their choice, who need not be a shareholder, as their proxy to exercise all or any of their rights to attend, speak and vote on their behalf at the meeting. If you wish to appoint a proxy, please complete, sign and return the form of proxy (see reverse) after carefully reading the form of proxy and the instructions below. If you wish to appoint a person other than the Chair, please insert the name of your chosen proxy holder in the space provided (see reverse). If you sign and return the form of proxy with no name inserted in the box, the Chair will be deemed to be your proxy. If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (or if this form of proxy has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
• 1. To appoint more than one proxy, you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If more than one proxy is to be appointed, each proxy must be appointed to exercise the rights attached to a different share or shares held by you. Please also indicate by ticking the box provided, if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope (see note 12 for address).
• 1. The 'Vote Withheld' option overleaf is provided to enable you to instruct your proxy or proxies to abstain on any particular resolution. However, 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 the votes 'For' and 'Against' a resolution.
• 1. If this form of proxy is signed by someone else on your behalf, their authority to sign must be returned with this form of proxy. Where the appointer is a corporation, this form of proxy must be executed by the corporation under its common seal, or executed under the hand of an agent or officer, duly authorised in writing.
• 1. In the absence of any instruction, the proxy will vote or abstain on the resolutions at his or her discretion as to whether, and if so how, he or she votes. On any other business arising at the meeting (including any motion to amend a resolution or adjourn the meeting) the proxy will act at his or her discretion.
• 1. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at 6.30pm on Tuesday, 22 April 2025 (or, in the event of adjournment, on the day which is two working days before the day 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 and vote at the meeting.
• 1. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number RA19) no later than 10am on Tuesday, 22 April 2025. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 1. If you wish to submit your proxy appointment electronically, please visit www.shareview.co.uk, and log in to your Shareview Portfolio. To register for a Shareview Portfolio, go to www.shareview.co.uk and enter the requested information. Electronic proxies must be lodged on the website no later than 10am on Tuesday, 22 April 2025.
• 1. In the case of joint holders, any one of them may sign, but if more than one holder votes, the vote of the one whose name appears first on the Register of Members shall be accepted to the exclusion of the votes of the other joint holders.
• 1. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.
• 1. Completion and return of the form of proxy, or appointing your proxy electronically, will not preclude you from attending and voting at the meeting instead of your proxy, if you so wish.
• 1. To be valid, this form of proxy or other instrument appointing a proxy or proxies must be received no later than 10am on Tuesday, 22 April 2025. If you prefer to return your form of proxy in an envelope, it can be returned, postage paid to FREEPOST RTHJ-CLLL-KBKU, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex, BN99 8LU.
• 1. You may not use any electronic address provided in this form of proxy to communicate with the Company for any purposes other than those expressly stated.
• 1. Any alterations made to this form should be initialled.

Business Reply Plus Licence Number RTAR-CULL-CXSR Business Reply Plus Licence Number RTAR-CULL-CXSR RTAR-CULL-CXSR AFTDDAFATADDTADAFFADAAFADFAFDAFDTFDA

Business Reply Plus

Licence Number

AFTDDAFATADDTADAFFADAAFADFAFDAFDTFDA AFTDDAFATADDTADAFFADAAFADFAFDAFDTFDA

Equiniti Aspect House Spencer Road Equiniti Aspect House Spencer Road Equiniti Aspect House Spencer Road LANCING BN99 8HL

LANCING BN99 8HL

LANCING BN99 8HL