KIER GROUP PLC — Proxy Solicitation & Information Statement 2022

Oct 7, 2022

Kier Group plc 2nd Floor Optimum House Clippers Quay Salford M50 3XP

www.kier.co.uk

27 September 2022

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

When considering what action you should take, you are recommended to seek your own personal advice immediately from your stockbroker, bank manager, solicitor, accountant or other professional adviser duly authorised under the Financial Services and Markets Act 2000 (as amended). If you have sold or transferred all of your shares in Kier Group plc, please send this document, together with any relevant accompanying documents, to the person to whom you sold or transferred your shares, or to the bank, stockbroker or other agent who arranged the sale or transfer for you.

Dear Shareholder

I am writing to inform you that the 2022 Annual Report of Kier Group plc (the 'Company') and the Notice of Annual General Meeting are available online at www.kier.co.uk. The business to be conducted at the Annual General Meeting (the 'AGM' or the 'Meeting') is set out in pages 3 and 4 of the Notice of AGM.

AGM arrangements

The AGM will be held at 9.30 a.m. on Thursday, 17 November 2022 at Linklaters LLP, One Silk Street, London EC2Y 8HQ. Should it become necessary to revise the current arrangements for the AGM, details of any revised arrangements will be made available on the Company's website and via a Regulatory News Service announcement, as appropriate.

If you are not intending to attend the AGM, you may submit questions relating to the business of the AGM beforehand via email to cosec@kier.co.uk. All questions will be considered and addressed at the AGM or via our website, or on an individual basis (as appropriate), according to the nature of the question.

Lodging your vote

All votes are important to us and I encourage you to submit your voting instructions as early as possible. You can submit your voting instructions in the following ways:

• online via our registrar's website at www.signalshares.com. You will need your investor code to submit your vote
• by completing the enclosed proxy form and returning it to our registrars in the pre-paid envelope (for shareholders in the UK), or returning it to Link Group, 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom (for shareholders outside the UK)
• via the CREST electronic proxy appointment service (for CREST members).

To be valid, your completed form of proxy or online instruction must have been received by 9.30 a.m. on Tuesday, 15 November 2022.

Voting at the AGM

Save for any procedural resolution which will be taken on a show of hands, each of the resolutions to be put to the Meeting will be voted on by poll reflecting all proxy voting instructions received and not by show of hands. A poll reflects the number of voting rights exercisable by each shareholder and so the Board of Directors considers it a more democratic method of voting. Each shareholder, proxy and corporate representative present at the AGM will be invited to complete a poll card indicating how they wish to cast their votes in respect of each resolution. In addition, I will cast the votes for which the Chairman of the AGM has been appointed proxy. Poll cards will be collected at the end of the AGM. Once the results of the voting have been verified by our registrars, Link Group, they will be announced via the London Stock Exchange Regulatory News Service and published on our website shortly after the AGM.

Recommendation

The Directors of the Company consider that all the resolutions contained in the Notice of the AGM are in the best interests of the Company and its shareholders as a whole and recommend that you vote in favour of each of them, as they intend to do in respect of their beneficial shareholdings.

I would like to thank you, on behalf of the Board of Directors, for your continued support.

Yours faithfully

Matthew Lester Chairman Kier Group plc

This communication has been sent to certain registered holders or beneficial owners of shares who have been nominated by the registered holders of those shares to enjoy information rights in accordance with section 146 of the Companies Act 2006. Such nominated persons are advised that they may, under an agreement between them and the registered holders by whom they were nominated, have a right to be appointed (or have someone else appointed) as a proxy for the AGM or a right to give instructions to the registered shareholders as to the exercise of voting rights.