FOXTONS GROUP PLC — Declaration of Voting Results & Voting Rights Announcements 2026

May 7, 2026

National Storage Mechanism | Additional information

RNS Number : 4870D

Foxtons Group PLC

07 May 2026

7 May 2026

Foxtons Group plc

(the "Company")

Annual General Meeting ("AGM") Results

The Company announces that at its Annual General Meeting held earlier today, all resolutions set out in the Notice of Annual General Meeting, except resolutions 17 and 18, were passed by the requisite majority. Further details on the resolutions which did not achieve the required majority are set out below. Each of the resolutions put to the AGM were voted on by way of a poll. The results of the poll for each resolution were as follows:

Resolution * indicates Special Resolution	For (No. of shares)	For (%)	Against (No. of shares)	Against (%)	Votes Withheld (No. of shares)	Total issued share capital instructed
1. To receive the Annual Report and Accounts.	198,352,104	100.00%	7,897	0.00%	233,790	67.29%
2. To declare a final dividend of 0.93 pence per ordinary share.	148,927,888	75.04%	49,538,593	24.96%	127,310	67.32%
3. To approve the Annual Statement from the Remuneration Committee Chair and the Annual Report on Remuneration.	164,094,451	82.67%	34,395,711	17.33%	103,629	67.33%
4. To approve the Directors' Remuneration Policy set out in the Directors' Remuneration Report	171,498,669	99.99%	23,817	0.01%	27,071,305	58.18%
5. To approve the Deferred Bonus Plan	198,427,896	99.98%	39,624	0.02%	126,271	67.32%
6. To re-elect Annette Andrews as a Director.	174,911,812	97.89%	3,766,647	2.11%	19,915,332	60.61%
7. To re-elect John (known as Jack) Callaway as a Director.	175,010,616	97.89%	3,766,639	2.11%	19,816,536	60.65%
8.  To re-elect Guy Gittins as a Director.	198,222,433	99.86%	280,573	0.14%	90,785	67.34%
9. To re-elect Christopher Hough as a Director	198,216,549	99.85%	287,957	0.15%	89,285	67.34%
10. To re-elect Nigel Rich as a Director.	164,070,868	95.63%	7,500,792	4.37%	27,022,131	58.20%
11. To re-elect Peter Rollings as a Director	194,745,665	98.11%	3,757,860	1.89%	90,266	67.34%
12. To re-elect Rosie Shapland as a Director.	178,489,107	99.84%	289,648	0.16%	19,815,036	60.65%
13. To re-appoint BDO LLP as auditors of the Company.	198,441,764	99.99%	26,717	0.01%	125,310	67.32%
14. To authorise the Audit Committee to determine the remuneration of the Company's auditors.	198,448,347	99.99%	19,173	0.01%	126,271	67.32%
15. To authorise the Company to make political donations.	141,631,910	71.35%	56,871,497	28.65%	90,384	67.34%
16. To authorise the Directors to allot ordinary shares.	121,978,472	61.45%	76,523,597	38.55%	91,722	67.34%
17. To authorise the disapplication of pre-emption rights.*	121,968,391	61.44%	76,532,309	38.56%	93,091	67.34%
18. To authorise the additional disapplication of pre-emption rights.*	121,799,797	61.36%	76,700,903	38.64%	93,091	67.34%
19. To authorise the Company to purchase its own ordinary shares.*	198,474,463	99.98%	30,313	0.02%	89,015	67.34%
20. To authorise the Company to hold general meetings on not less than 14 clear days' notice.*	189,262,386	95.34%	9,242,833	4.66%	88,572	67.34%

*Special Resolution

The Board notes that Resolutions 2 (final dividend), 15 (political donations), and 16 (authority to allot shares) passed, but with more than 20% of votes against. Resolutions 17 and 18 (disapplication of pre-emption rights) were not passed.

The Board has actively engaged with shareholders throughout 2025 and 2026 to better understand shareholder views, including in relation to those resolutions which received more than 20% votes against at the Company's 2025 AGM. The Board also notes that certain larger shareholders are not supportive of the disapplication of pre-emption rights authority as a matter of general policy.

The Board remains committed to maintaining an open and transparent dialogue with shareholders and will continue to engage with shareholders to further understand their views and address any specific concerns. An update will be provided within six months of today's AGM detailing the outcome of this engagement, including any actions taken, in accordance with the UK Corporate Governance Code.

NOTES:
1.	All resolutions proposed to shareholders, except resolutions 17 and 18, were passed.
2.	Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.
3.	Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.
4.	A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution nor in the calculation of the proportion of "Total issued share capital instructed" for any resolution.
5.	The number of shares in issue at close of business on 5 May 2026 was 319,186,271 (the "Share Capital") and at that time, the Company held 24,393,520 shares in treasury.
6.	The proportion of "Total issued share capital instructed" for any resolution is the total of votes validly cast for that resolution (i.e. the total votes "For" and "Against" that resolution).
7.	The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at www.foxtonsgroup.co.uk.
8.	A copy of resolutions 16, 19 and 20 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.
9.	The complete poll results will be available shortly on the Company's website at www.foxtonsgroup.co.uk

Foxtons Group plc	[email protected]
Chris Hough, Chief Financial Officer Muhammad Patel, Investor Relations	+44 20 7893 6261
Cardew Group Will Baldwin-Charles / Olivia Rosser	[email protected] +44 7834 524833 / +44 7552 864 250
MUFG Corporate Governance Limited Company Secretary	[email protected]

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