GRESHAM TECHNOLOGIES PLC — Declaration of Voting Results & Voting Rights Announcements 2021

Jan 4, 2021

Gresham

30 December 2020

Gresham Technologies plc

Resolutions Passed at General Meeting 30 December 2020

The following is a copy of the resolutions that were passed at the General Meeting of Gresham Technologies plc (the "Company") held today. All resolutions were duly passed by shareholders by means of a poll vote.

Ordinary resolutions

1. THAT:

1.1. approval be and is hereby given for the adoption by the Company of the Gresham Technologies plc Performance Share Plan 2020 (the "Plan"), the principal features of which are summarised in Part 2 of the document of which this notice of meeting forms part, and that the rules of such plan be substantially in the same form as the draft rules submitted to this meeting and signed for the purposes of identification by the Chairman; and

1.2. the directors be and are hereby authorised:

(a) to do all other acts and things as they may, in their absolute discretion, consider necessary or expedient to establish and carry the Plan into effect;

(b) to establish further schemes and plans based on the Plan but modified to take account of local tax, exchange control or securities law in overseas territories, provided that any shares made available under such further schemes and plans are treated as counting against the limits on individual and overall participation in the Plan; and

(c) to vote as directors on any matter connected with the Plan notwithstanding that they may be prospectively interested in the same and the prohibition on interested directors voting contained in the articles of association of the Company be and is hereby suspended to that extent, except that no director shall vote on any further resolution concerning his own participation in the Plan or be counted in the quorum for the consideration of any such resolution.

2. THAT approval be and is hereby given for the adoption by the Company of the updated directors' remuneration policy applicable for the period commencing 1 January 2021, the full text of which is contained in the document submitted to this meeting and signed for the purposes of identification by the Chairman.

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Gresham

Proxy Votes Lodged in Advance

General Meeting 30 December 2020

The following are the proxy votes lodged in advance of the Annual General Meeting of the Company held on 30 December 2020 in respect of resolutions proposed at the meeting.

No	Resolution	For	Against	Discretionary	Withheld	Total votes instructed in advance
1	Performance Share Plan	31,267,467	2,445,456	41,898	3,000	33,757,821
2	Remuneration Policy	31,267,569	2,445,354	41,898	3,000	33,757,821

Notes

• The full text of each of the resolutions is contained in the Notice of General Meeting dated 11 December 2020, which is available on the Company's website at www.greshamtech.com.
• A "Withheld" vote is not a vote in law and is not counted in the calculation of the proportion of the votes cast "For" or "Against" a resolution.
• The issued share capital of the Company as at 30 December 2020 was 70,156,458 ordinary shares of 5p each. No shares are held in treasury.

Enquiries

Gresham Technologies plc
Ian Manocha
Tom Mullan
+44 (0) 207 653 0200

Note to editors

Gresham Technologies plc is a leading software and services company that specialises in providing real-time solutions for data integrity and control, banking integration, payments and cash management. Listed on the main market of the London Stock Exchange (GHT.L) and headquartered in the City of London, its customers include some of the world's largest financial institutions and corporates, all of whom are served locally from offices located in the UK, Europe, North America and Asia Pacific.

Gresham's award-winning Clareti software platform is a highly flexible and scalable platform, available on-site or in the cloud, designed to address today's most challenging financial control, risk management, data governance and regulatory compliance problems. Learn more at www.greshamtech.com.