MJ GLEESON PLC

Proxy Solicitation & Information Statement • Oct 17, 2025

MJ GLEESON plc Proxy Form: Annual General Meeting

For use at the Annual General Meeting of the Company to be held at Grocers' Hall, Princes St, London EC2R 8AD at 11.30 am on Friday 14 November 2025 or any adjournment thereof.

Before completing this form, please read the Notice of Annual General Meeting dated 17 October 2025 (the "Notice") and the explanatory notes overleaf. If you wish you can appoint a proxy and give voting instructions electronically by following the instructions set out in the Notice.

I/We being an ordinary shareholder(s) of MJ Gleeson plc, hereby appoint the Chair of the meeting OR the
following person (note 3) in respect of the
following number of shares (note 4) as my/our proxy
to attend, speak and vote for me/us on my/our behalf as directed below at the Annual General Meeting of the Company to be held on Friday 14 November 2025 at 11.30 am at Grocers' Hall, Princes St, London EC2R 8AD, and

at any adjournment thereof in relation to the resolutions specified in the Notice and any other business (including the adjournments and amendments to the resolutions) which may properly come before the meeting or any adjournment thereof.

Please tick this box if this proxy appointment is one of multiple appointments being made. To appoint more than
one proxy, see note 5.

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Shareholder Reference Number

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Please indicate with an 'X' in the appropriate box(es) how you wish your vote to be cast in respect of the resolutions set out below (note 7).

If no indication is given, my/our proxy will vote or abstain from voting at their discretion and I/we authorise my/our proxy to vote (or abstain from voting) as they think fit in relation to any other matter which is put before the Annual General Meeting.

		For	Against Vote withheld
	ORDINARY BUSINESS: ORDINARY RESOLUTIONS
1.	To receive and adopt the Annual Report and Accounts for the year ended 30 June 2025.
2.	To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy).
3.	To approve the Directors' Remuneration Policy.
	4. To declare a final dividend of 7.0 pence per ordinary share.
5.	To re-appoint Fiona Goldsmith as a Director.
6.	To re-appoint Christopher Mills as a Director.
7.	To re-appoint Elaine Bailey as a Director.
8.	To re-appoint Nicola Bruce as a Director.
9.	To re-appoint Graham Prothero as a Director.
	10. To re-appoint Stefan Allanson as a Director.
	11. To re-appoint PricewaterhouseCoopers LLP as Independent Auditors.
	12. To authorise the Directors to determine the Independent Auditors' remuneration.
	13. To approve the Trust Deed and Rules of the MJ Gleeson Group Share Purchase Plan.
	SPECIAL BUSINESS: ORDINARY RESOLUTIONS
	14. To authorise the Directors to allot shares in the Company.
	SPECIAL BUSINESS: SPECIAL RESOLUTIONS
	15. To disapply statutory pre-emption rights.
	16. To disapply statutory pre-emption rights in connection with acquisitions or other capital investments.
	17. To authorise the Company to purchase its own shares.
	18. To authorise the Company to call general meetings other than Annual General Meetings on not less than 14 clear days' notice.
Signed	Dated this	day of	2025

or Common Seal (See notes 8, 9 and 10)

Please send this Proxy Form to Equiniti, at Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Go Green! Please join the growing number of shareholders who receive emails instead of hard copy shareholder communications such as Annual Reports and dividend confirmations.

If you receive paper documents and would prefer to receive an email in future, you can register for electronic communications via Shareview, a secure internet-based platform provided by our Registrar, Equiniti.

Just go to www.shareview.co.uk and follow the 'Register' link in the top right corner. You will need your Shareholder Reference Number, which is provided on the proxy form and to select 'electronic' as your preferred method of delivery of communications. You will then receive an email each time a shareholder document is placed on our website, giving you full details of where and how to access it.

Details of the Annual General Meeting, including the Notice and a copy of the MJ Gleeson plc Annual Report and Accounts 2025 are available by visiting the company's website at: www.mjgleesonplc.com.

Before voting, members are advised to read the Notice (and accompanying explanatory notes) in its entirety.

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Explanatory notes:

• 1. Only those shareholders who are registered on the Company's register of members by 6.30 pm on Wednesday 12 November 2025 or, if the meeting is adjourned, shareholders entered on such register 48 hours (excluding non-working days) before the time fixed for the adjourned meeting shall be entitled to attend and vote at the Annual General Meeting in respect of the number of shares registered in their names at the time.
• 1. A shareholder who is entitled to attend and vote at the Annual General Meeting is entitled to appoint another person, or two or more persons in respect of different shares held by them, as their proxy to exercise all or any of their rights to attend, speak and vote at the meeting. Shareholders can only appoint a proxy using the procedures set out in the Notice and in these notes.
• 1. A proxy does not need to be a shareholder of the Company but must attend the Annual General Meeting to represent you. If you are appointing a proxy, it is recommended that you appoint the Chair of the meeting rather than a named person. To appoint as your proxy a person other than the Chair of the meeting, you will need to insert their name and address in the space provided overleaf and delete the words "the Chair of the meeting OR". If you sign and return this Proxy Form with no name inserted in the space provided, the Chair of the meeting will be deemed to be your proxy. Where you appoint as your proxy someone other than the Chair of the meeting, you are responsible for ensuring that they attend the Annual General Meeting and are aware of your voting intentions. If you wish your proxy to make any comments on your behalf, you will need to appoint someone other than the Chair of the meeting and give them the relevant instructions directly.
• 1. If your proxy is being appointed in relation to less than your full voting entitlement, please enter in the space provided the number of shares in relation to which they are authorised to act as your proxy. If this is left blank, your proxy will be deemed to be authorised in respect of your full voting entitlement (or, if this Proxy Form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).
• 1. If you wish to appoint more than one proxy, please contact the Company's Registrar whose details can be found note 16 below. Alternatively, you may copy this Proxy Form. You must specify the number of shares in respect of which each proxy is appointed. Please also indicate by ticking the relevant box if the proxy appointment is one of multiple appointments being made. The total number of shares in respect of which you appoint proxies must not exceed the total number of shares held by you and any discrepancy may lead to one or all of your proxy appointments being invalid. No proxy may be authorised to exercise votes which any other proxy has been authorised to exercise. All Proxy Forms must be signed and should be returned together in the same envelope.
• 1. Completion and return of a Proxy Form will not preclude a shareholder from attending the meeting in person and voting. If you have appointed a proxy and attend the Annual General Meeting in person, your proxy appointment will automatically be terminated.
• 1. A vote withheld is not a vote in law and will not be counted in the calculation of the proportion of votes for and against the resolution. If you wish to vote on a resolution with some shares "For", some shares "Against" and register some shares as "Vote withheld", please write the appropriate number of shares alongside in the relevant box. Full details of the resolutions together with explanatory notes are set out in the Notice.
• 1. To be valid this Proxy Form, duly completed and signed, together with any Power of Attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must reach the address overleaf not later than 11.30 am on Wednesday 12 November 2025, or, in the case of an adjourned meeting, not less than 48 hours (excluding non-working days) before the time fixed for the adjourned meeting.
• 1. In the case of joint holdings only one holder need sign but the names of all the joint holders must be stated. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, the appointment submitted by the most senior holder will be accepted to the exclusion of the appointments of the other joint holders and for this purpose seniority will be determined by the order in which the names stand in the register of members.
• 1. In the case of a corporation, this Proxy Form should be executed under its Common Seal or, if it has no Common Seal, under the hand of some duly authorised officer or attorney.
• 1. Any alteration to this form must be initialled by you.
• 1. If you submit more than one valid proxy appointment in respect of the same share(s), the appointment received last before the latest time for the receipt of proxies will take precedence.
• 1. For details of how to change your proxy instructions or revoke your proxy appointment see the notes to the Notice.
• 1. To appoint a proxy or proxies or give a voting instruction online, via the CREST system or via the Proxymity Platform, you should follow the procedures set out in the notes to the Notice and make the appointment(s) or give the instruction so as to be received at the address and by the time stated in the notes to the Notice.
• 1. You may not use any electronic address provided in this Proxy Form to communicate with the Company for any purposes other than those expressly stated.
• 1. If you need any help please contact the Registrar's helpline on +44 (0)371 384 2030. Lines are open from 8.30 am to 5.30 pm Monday to Friday (excluding public holidays in England and Wales).