Glanbia Plc — Proxy Solicitation & Information Statement 2021

Mar 29, 2021

ADD1 ADD2 ADD3 ADD4

*000001010101000*

Attendance Card

Please bring this card with you to the meeting and present it at shareholder registration/accreditation.

Glanbia plc (the "Company") invites you to attend the Annual General Meeting of the Company to be held at Glanbia House, Kilkenny, R95 E866 at 11.00 am on Thursday 6 May 2021.

MR SAM SAMPLE DESIGNATION (IF ANY) MR JOINT HOLDER 1

Shareholder Reference Number C1234567890 J N T

Form of Proxy - Annual General Meeting to be held on Thursday 6 May 2021

000001

SG328

To be effective, all proxy appointments must be lodged with the Company's Registrar at: Computershare Investor Services (Ireland) Limited, 3100 Lake Drive, Citywest Business Campus, Dublin 24, D24 AK82 or through www.eproxyappointment.com by 11.00 am on Tuesday 4 May 2021 (or in the case of an adjournment as at close of business on the day which is four days before the date of the adjourned meeting). To access the AGM remotely visit https://web.lumiagm.com

Explanatory Notes:

• 1. Every shareholder has the right to appoint some other person(s) of their choice, who need not be a shareholder as his/her proxy to exercise all or any of his/her rights, to attend, speak, ask questions and vote on his/her behalf at the meeting. If you wish to appoint a person other than the Chairman of the meeting, please insert the name of your chosen proxy holder in the space provided (see reverse).
• 2. A shareholder may appoint more than one proxy to attend, speak, ask questions and vote at the meeting provided each proxy is appointed to exercise rights attached to different shares held by that shareholder. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on +353 1 247 5349 or 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. Please also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. 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 proxy form has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account). All forms must be signed and should be returned together in the same envelope. Where a poll is taken at the Annual General Meeting, a shareholder, present in person or proxy, holding more than one share is not required to cast all their votes in the same way.
• 3. To be effective, the completed Form of Proxy together with any power of attorney or other authority under which it is executed, or a notarially certified copy thereof, must be deposited with the Registrar of the Company before the deadline set out above. A shareholder wishing to appoint a proxy by electronic means may do so on www.eproxyappointment.com. Details of the requirements are set out in the box above. A shareholder who wishes to appoint more than one proxy by electronic means must contact the Registrar by sending an email to clientservices@computershare.ie.

Kindly Note: This form is issued only to the addressee(s) and is specific to the All Holders unique designated account printed hereon. This personalised form is not transferable between different (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services (Ireland) Limited accept no liability for any instruction that does not comply with these conditions.

• 4. The 'Vote Withheld' option overleaf is provided to enable you 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.
• 5. Pursuant to Section 1087G of the Companies Act 2014, only those shareholders registered in the register of members of the Company as at close of business on 2 May 2021 (or in the case of an adjournment as at close of business on the day which is four days before the holding of the adjourned meeting) shall be entitled to attend the AGM or access the live web-cast of the AGM or to attend, speak, ask questions and vote at the meeting in respect of the number of shares registered in their names at that time. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.
• 6. Persons who hold their interests in ordinary shares as Belgian law rights through the Euroclear Bank system or as Crest Depository Interests should refer to the notes to the Notice of Annual General Meeting.
• 7. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on +353 1 247 5349 to request a change of address form or go to www.investorcentre.com/ie to use the online Investor Centre service.
• 8. Any alterations made to this form should be initialled.
• 9. The appointment of a proxy will not preclude a member from attending the meeting and voting in person.
• 10. You can access the AGM remotely via the Meeting Platform by accessing https://web.lumiagm.com from your web browser. Once you have accessed https://web.lumiagm.com from your web browser, you will be asked to enter the Lumi Meeting ID which is 144-544-693. You will then be prompted to enter your unique shareholder reference number ("SRN") and PIN. These can be found printed above on this Form of Proxy. Access to the AGM via the website will be available from 10.30 a.m. on 6 May 2021.

MR A SAMPLE ADDITIONAL HOLDER 1 ADDITIONAL HOLDER 2 ADDITIONAL HOLDER 3 ADDITIONAL HOLDER 4

Ordinary Business To review the Company's affairs and receive and consider the Financial Statements for the year	For Against Withheld		4. To authorise the Directors to fix the remuneration of the Auditor for the 2021 financial year.
ended 2 January 2021 together with the reports of the Directors and the Auditor thereon.			5. To receive and consider the Remuneration Committee Report for the year ended
To declare a final dividend of 15.94 cent per share on the ordinary shares for the year ended 2 January 2021.			2 January 2021 (excluding the part containing the 2018-2020 Directors' Remuneration Policy).
By separate resolutions, to re-elect the following Directors who, in accordance with the provisions of the UK Corporate Governance Code, retire and, being eligible, offer themselves for re-election:			y Special Business
(a) Patsy Ahern			6. Special Resolution: Approval to call Extraordinary General Meetings on 14 days' notice.
(b) Mark Garvey			7. Ordinary Resolution: Authorisation to allot relevant securities.
(c) Vincent Gorman			l 8. Special Resolution: Routine dis-application of pre-emption rights.
(d) Brendan Hayes			9. Special Resolution: Dis-application of pre-emption rights for an additional 5% for specific transactions.
(e) John G Murphy			n 10. Special Resolution: Authorisation of market purchases of the Company's own shares.
(f) John Murphy			11. Special Resolution: Determination of the price range for the re-issue of treasury shares off-market.
(g) Patrick Murphy			12. Ordinary Resolution: Rule 37 waiver resolution in respect of market purchases of the
(h) Siobhán Talbot			Company's own shares.
(i) Roisin Brennan			O 13. Ordinary Resolution: Rule 9 waiver resolution in respect of share acquisitions by Directors.
(j) Patrick Coveney
(k) Paul Duffy
(l) Donard Gaynor
(m) Jane Lodge			n
(n) Dan O'Connor			Signature
Please leave this box blank if you have selected the Chairman. Do not insert your own name(s). as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement+			t C1234567890 A B C D on my/our behalf on any matter at the Annual General Meeting of Glanbia plc to be held at Glanbia House, Kilkenny, R95 E866 at 11.00 am on Thursday 6 May 2021, and at any adjournment thereof.
I/We direct that my/our vote(s) be cast on the specified resolutions as indicated by an X in the appropriate box. For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front). Please tick here to indicate that this proxy appointment is one of multiple appointments being made. Ordinary Business		Vote For Against Withheld	a Vote For Against Withheld
1. To review the Company's affairs and receive and consider the Financial Statements for the year ended 2 January 2021 together with the reports of the Directors and the Auditor thereon.		m	4. To authorise the Directors to fix the remuneration of the Auditor for the 2021 financial year.
r 2. To declare a final dividend of 15.94 cent per share on the ordinary shares for the year ended 2 January 2021.			5. To receive and consider the Remuneration Committee Report for the year ended 2 January 2021 (excluding the part containing the 2018-2020 Directors'
3. By separate resolutions, to re-elect the following Directors who, in accordance with the provisions of the UK Corporate Governance Code, retire and, being eligible, offer themselves			Remuneration Policy). Special Business Special Resolution: Approval to call Extraordinary General Meetings on 14 6.
for re-election:			days' notice.
o (a) Patsy Ahern			7. Ordinary Resolution: Authorisation to allot relevant securities.
f (b) Mark Garvey			8. Special Resolution: Routine dis-application of pre-emption rights.
(c) Vincent Gorman			9. Special Resolution: Dis-application of pre-emption rights for an additional 5% for specific transactions.
(d) Brendan Hayes			10. Special Resolution: Authorisation of market purchases of the Company's
n (e) John G Murphy			own shares.
I (f) John Murphy			11. Special Resolution: Determination of the price range for the re-issue of treasury shares off-market.
(g) Patrick Murphy			12. Ordinary Resolution: Rule 37 waiver resolution in respect of market
(h) Siobhán Talbot			purchases of the Company's own shares.
(i) Roisin Brennan			13. Ordinary Resolution: Rule 9 waiver resolution in respect of share acquisitions by Directors.
r (j) Patrick Coveney
(k) Paul Duffy
(l) Donard Gaynor
o (m) Jane Lodge
(n) Dan O'Connor
F I/We direct my/our proxy to vote on the resolutions proposed at the Meeting as indicated on this form. Signature	Date		Where no instruction appears above as to how the proxy should vote the proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.

Date
------

E