Serco Group PLC — Proxy Solicitation & Information Statement 2026

Mar 18, 2026

Attendance Card for the Annual General Meeting

The 2026 Annual General Meeting (AGM) of Serco Group plc (the Company) will be held at the offices of Clifford Chance LLP at 10 Upper Bank Street, London, E14 5JJ at 10.30am on Wednesday 22 April 2026.

serco

IMPORTANT PLEASE READ CAREFULLY

Notification of Availability

2025 Annual Report and Accounts and Notice of 2026 AGM

You can now view and download the 2025 Annual Report and Accounts and Notice of 2026 AGM by visiting the Investors section of our website at www.serco.com

The address shown opposite is how it appears on the Register of Members. If this information is incorrect, please visit the Registrar's website at www.shareview.co.uk

If you wish to attend the AGM, please sign this Attendance Card (below) and bring it with you to the AGM, where it should be presented on arrival at the registration desk.

Signature _________

Please read the Notice of Annual General Meeting 2026 and the accompanying notes carefully before completing the form of proxy below.

Form of proxy

Form of proxy for use at the 2026 AGM of the Company to be held at 10.30am on Wednesday 22 April 2026.

Serco Group plc

Shareholder Reference No. _________

If you wish, you can submit your proxy electronically at www.shareview.co.uk using the above numbers.

I/We, being (a) holder(s) of ordinary shares of the Company, hereby appoint (see note 1) the Chair of the meeting or

Name of proxy _________

Number of shares (if not full entitlement) _________

as my/our proxy to attend, speak and vote on my/our behalf at the AGM to be held at 10.30am on Wednesday 22 April 2026 and at any adjournment thereof.

Please tick here if this proxy appointment is one of multiple appointments being made (see note 2): ☐

Please mark the appropriate boxes with an 'X' to indicate how you direct your proxy or proxies to vote or whether you wish them to withhold your vote (see note 3).

Resolution	For	Against	Withheld
1 To receive the Annual Report and Accounts for the year ended 31 December 2025	☐	☐	☐
2 To approve the Directors' Remuneration Report for the year ended 31 December 2025	☐	☐	☐
3 To declare a final dividend of 3.05 pence per share for the year ended 31 December 2025	☐	☐	☐
4(a) To elect Keith Williams as a Director	☐	☐	☐
4(b) To elect Mark Reid as a Director	☐	☐	☐
4(c) To re-elect Anthony Kirby as a Director	☐	☐	☐
4(d) To re-elect Kirsty Bashforth as a Director	☐	☐	☐
4(e) To re-elect Kru Desai as a Director	☐	☐	☐
4(f) To re-elect Ian El-Mokadem as a Director	☐	☐	☐
4(g) To re-elect Victoria Hull as a Director	☐	☐	☐
4(h) To re-elect Tim Lodge as a Director	☐	☐	☐
4(i) To re-elect Dame Sue Owen as a Director	☐	☐	☐
4(j) To re-elect Lynne Peacock as a Director	☐	☐	☐
Resolution	For	Against	Withheld
---	---	---	---
5 To reappoint Ernst & Young LLP as auditor of the Company	☐	☐	☐
6 To authorise the Audit Committee to agree the remuneration of the auditor	☐	☐	☐
7 To authorise the Directors to allot relevant securities in accordance with section 551 of the Companies Act 2006	☐	☐	☐
8 To disapply statutory pre-emption rights (first disapplication resolution)*	☐	☐	☐
9 To disapply statutory pre-emption rights (additional disapplication resolution)*	☐	☐	☐
10 To authorise the Company to make market purchases of its own shares within the meaning of section 693(4) of the Companies Act 2006*	☐	☐	☐
11 To authorise the Company or any company which is or becomes its subsidiary during the period to which this resolution has effect to make political donations	☐	☐	☐
12 That a general meeting (other than an annual general meeting) may be called on not less than 14 clear days' notice*	☐	☐	☐
13 To approve the increase in the Non-Executive Directors' fees cap in the Articles	☐	☐	☐

• Special resolution

Date

Signature

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Explanatory notes

1. Members are entitled to appoint person(s) of their choice, who need not be a shareholder, as their proxy to exercise all or any of their rights to attend, speak and vote on their behalf at the meeting. If you wish to appoint a proxy, please carefully read the form of proxy (see reverse) and the instructions below before completing, signing and returning. If you wish to appoint a person other than the Chair, please insert the name of your chosen proxy holder in the space provided. If you sign and return the form of proxy with no name inserted in the box, the Chair will be deemed to be your proxy. If the proxy is being appointed in relation to less than your full voting entitlement, please enter the number of shares in the box next to the proxy holder's name 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 form of proxy has been issued in respect of a designated account for a shareholder, the full voting entitlement for that designated account).

2. To appoint more than one proxy, you may photocopy this form. Please indicate in the box next to the proxy holder's name the number of shares in relation to which they are authorised to act as your proxy. If more than one proxy is to be appointed, each proxy must be appointed to exercise the rights attached to a different share or shares held by you. Please also indicate if the proxy instruction is one of multiple instructions being given by ticking the box provided. All forms must be signed and should be returned together in the same envelope (see note 13 for address).

3. The 'Vote Withheld' option overleaf is provided to enable you to instruct your proxy or proxies 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.

4. If this form of proxy is signed by someone else on your behalf, their authority to sign must be returned with this form of proxy. Where the appointer is a corporation, this form of proxy must be executed by the corporation under its common seal or executed under the hand of an agent or officer, duly authorised in writing.

5. In the absence of any instruction, the proxy will vote or abstain on the resolutions at his or her discretion as to whether, and if so how, he or she votes. On any other business arising at the meeting (including any motion to amend a resolution or adjourn the meeting) the proxy will act at his or her discretion.

6. Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at 6.30pm on Monday 20 April 2026 (or, in the event of adjournment, on the day which is two working days before the day of the adjourned meeting). Changes to the Register of Members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting.

7. To appoint one or more proxies or to give an instruction to a proxy (whether previously appointed or otherwise) via the CREST system, CREST messages must be received by the issuer's agent (ID number RA19) no later than 10.30am on Monday 20 April 2026. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp generated by the CREST system) from which the issuer's agent is able to retrieve the message. The Company may treat as invalid a proxy appointment sent by CREST in the circumstances set out in regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

8. If you are an institutional investor, you may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 10.30am on Monday 20 April 2026.

9. If you wish to submit your proxy appointment electronically, please visit www.shareview.co.uk, and log in to your Shareview Portfolio. To register for a Shareview Portfolio, go to www.shareview.co.uk and enter the requested information. Electronic proxies must be lodged on the website no later than 10.30am on Monday 20 April 2026.

10. In the case of joint holders, any one of them may sign, but if more than one holder votes, the vote of the one whose name appears first on the Register of Members shall be accepted to the exclusion of the votes of the other joint holders.

11. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.

12. Completion and return of the form of proxy, or appointing your proxy electronically, will not preclude you from attending and voting at the meeting instead of your proxy, if you so wish.

13. To be valid, this form of proxy or other instrument appointing a proxy or proxies must be received no later than 10.30am on Monday 20 April 2026. If you prefer to return your form of proxy in an envelope, it can be returned, postage paid to FREEPOST RTHJ-CLLL-KBKU, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex, BN99 8LU.

14. You may not use any electronic address provided in this form of proxy to communicate with the Company for any purposes other than those expressly stated.

15. Any alterations made to this form should be initialled.

Business Reply Plus
Licence Number
RTHJ-CLLL-KBKU

111

Equiniti
Aspect House
Spencer Road
LANCING
BN99 8LU