BOOT (HENRY) PLC — AGM Information 2026

May 22, 2026

THE COMPANIES ACT

COMPANY LIMITED BY SHARES

ORDINARY RESOLUTION

of

HENRY BOOT PLC

(Company Number 160996)

Passed on 21 May 2026

At the Annual General Meeting of Henry Boot PLC held at DoubleTree by Hilton Sheffield City, Bramall Lane, Sheffield, S2 4SU on Thursday 21 May 2026, the following Resolution was passed as an ORDINARY RESOLUTION of the Company:

RESOLUTION 13

THAT, pursuant to Section 551 of the Companies Act 2006, the Directors be and are, generally and unconditionally, authorised to allot shares in the Company or to grant rights to subscribe for, or to convert, any security into shares in the Company up to an aggregate nominal amount of £4,482,935, provided that (unless previously revoked, varied or renewed) this authority shall expire on 21 August 2027 or at the conclusion of the next AGM of the Company after the passing of this resolution, whichever is the earlier, save that the Company may make an offer or agreement before this authority expires, which would, or might, require shares to be allotted or rights to subscribe for, or to convert, any security into shares to be granted after this authority expires and the Directors may allot shares or grant such rights pursuant to any such offer or agreement as if this authority had not expired. This authority is in substitution for all existing authorities under Section 551 of the Companies Act 2006 (which, to the extent unused at the date of this resolution, are revoked with immediate effect).

JAIMIE READ

Company Secretary

THE COMPANIES ACT

COMPANY LIMITED BY SHARES

SPECIAL RESOLUTION

of

HENRY BOOT PLC

(Company Number 160996)

Passed on 21 May 2026

At the Annual General Meeting of Henry Boot PLC held at DoubleTree by Hilton Sheffield City, Bramall Lane, Sheffield, S2 4SU on Thursday 21 May 2026, the following Resolution was passed as a SPECIAL RESOLUTION of the Company:

RESOLUTION 14

THAT subject to the passing of Resolution 13, and pursuant to Section 570 of the Companies Act 2006, the Directors be, and are generally, empowered to allot equity securities (within the meaning of Section 560 of the Companies Act 2006) for cash pursuant to the authority granted by Resolution 13 as if Section 561(1) of the Companies Act 2006 did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities:

a. in connection with an offer of equity securities (whether by way of a rights issue, open offer or otherwise):

i. to holders of ordinary shares in the capital of the Company in proportion (as nearly as practicable) to the respective numbers of ordinary shares held by them; and

ii. to holders of other equity securities in the capital of the Company, as required by the rights of those securities or, subject to such rights, as the Directors otherwise consider necessary,

but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange; and

b. otherwise than pursuant to paragraph a. of this resolution, up to an aggregate nominal amount of £672,440,

and (unless previously revoked, varied or renewed) this power shall expire on 21 August 2027 or at the conclusion of the next AGM of the Company after the passing of this resolution, whichever is the earlier, save that the Company may make an offer or agreement before this power expires, which would, or might, require equity securities to be allotted for cash after this power expires, and the Directors may allot equity securities for cash pursuant to any such offer or agreement as if this power had not expired. This power is in substitution for all existing powers under Section 570 of the Companies Act 2006 (which, to the extent unused at the date of this resolution, are revoked with immediate effect).

JAIMIE READ

Company Secretary

THE COMPANIES ACT

COMPANY LIMITED BY SHARES

SPECIAL RESOLUTION

of

HENRY BOOT PLC

(Company Number 160996)

Passed on 21 May 2026

At the Annual General Meeting of Henry Boot PLC held at DoubleTree by Hilton Sheffield City, Bramall Lane, Sheffield, S2 4SU on Thursday 21 May 2026, the following Resolution was passed as a SPECIAL RESOLUTION of the Company:

RESOLUTION 15

THAT pursuant to Section 701 of the Companies Act 2006, the Company be, and is, hereby generally and unconditionally, authorised to make market purchases (within the meaning of Section 693(4) of the Companies Act 2006) of ordinary shares of 10p each in the capital of the Company (ordinary shares) provided that:

a. the maximum aggregate number of ordinary shares hereby authorised to be purchased is 13,448,805;

b. the minimum price (excluding expenses) which may be paid for an ordinary share is 10p;

c. the maximum price (excluding expenses) which may be paid for an ordinary share is not more than the higher of:

i. an amount equal to 105% of the average of the middle market quotations for an ordinary share as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the purchase is made; and

ii. an amount equal to the higher of the price of the last independent trade of an ordinary share and the highest current independent bid for an ordinary share on the trading venue where the purchase is carried out;

d. the authority hereby conferred shall expire at the conclusion of the next AGM of the Company after the passing of this resolution or, if earlier, on 21 August 2027; and

e. the Company may make a contract to purchase ordinary shares under the authority hereby conferred prior to the expiry of such authority, which will, or may be, completed or executed wholly or partly after the expiry of such authority.

JAIMIE READ

Company Secretary