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Severn Trent PLC Proxy Solicitation & Information Statement 2026
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Proxy Solicitation & Information Statement
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SEVERN
TRENT
Notice of Meeting 2026
To be held on:
Thursday, 9 July 2026 at 10.00am
at the Severn Trent Academy,
Garfield Park, St. Martins Road,
Finham, Coventry, CV3 6PR.
Contents
Letter from the Chair Page 01
Notice of AGM Resolutions Page 03
Notes to the Resolutions Page 06
Board Biographies Page 10
Shareholder Information Page 14
Other Information Page 16
Shareview Portfolio Page 17
Key Dates
Dividend Record Date 6.30pm, 29 May
Latest time for receipt of voting instructions under the Severn Trent Share Incentive Plan 10.00am, 6 July
Latest time for receipt of Proxy Form, CREST and Proxymity instructions 10.00am, 7 July
This document is important and requires your immediate attention.
If you are in any doubt about its content or the action you should take, you should consult your stockbroker, solicitor, accountant or other independent financial adviser authorised by the Financial Services and Markets Act 2000.
If you have recently sold or transferred all of your shares in Severn Trent Plc, please forward this document to your bank, stockbroker or other agent through or to whom the sale or transfer was effected for delivery to the purchaser or transferee.
Letter from the Chair
Christine Hodgson CBE
Chair
Dear Fellow Shareholder,
I am pleased to invite you to our 2026 Annual General Meeting (the 'AGM' or 'Meeting') which will be held on Thursday, 9 July 2026 at 10.00am at the Severn Trent Academy, Garfield Park, St. Martins Road, Finham, Coventry, CV3 6PR. The Notice of AGM which follows this letter (the 'Notice') sets out the formal business to be considered at the Meeting. Explanatory notes on each of the resolutions to be considered at this year's AGM appear on pages 6 to 9 of this document.
Attending the AGM
The AGM provides a valuable opportunity for the Board to report on the Company's performance and to engage directly with shareholders. The Meeting will be held in person only.
Voting at the AGM
Your vote is important and we encourage all shareholders to vote during the Meeting or in advance of the Meeting by appointing the Chair, or person of your choice, as proxy. Voting on resolutions 1 to 22 on the day of the AGM will be by way of a poll. Our share registrar, Equiniti, must receive a shareholder's online or postal proxy appointment and voting instructions by 10.00am on 7 July 2026 at the latest to ensure that shareholder votes are counted (see pages 14 and 15 for further detail). Voting results will be announced via a regulatory information service and published on our website as soon as practicable following the AGM.
Asking Questions
The views of our shareholders are important to us and the AGM offers a valuable opportunity for shareholders to ask questions on the business of the Meeting. As in previous years, we recommend that shareholders submit questions in writing through our website in advance of the AGM (see page 14 for further detail).
Board Changes and Election/Re-election of Directors
As we announced in November 2025, following a thorough and objective process, James Jesic was selected to succeed Liv Garfield as Chief Executive. James brings more than two decades of operational, customer and capital delivery experience across the Group. His appointment reflects the strength of our internal leadership pipeline and underscores the Board's commitment to continuity, cultural alignment and long-term leadership resilience as we progress through this phase of AMP8 delivery. James will formally stand for election at this year's AGM. Further details on the skills and experience James brings to the Board are set out on page 10.
All other Board members will be standing for re-election at this year's AGM.
The Board is satisfied that each Director proposed for election or re-election effectively discharges their duties and responsibilities and continues to make an important contribution to the Company's long-term sustainable success. In support of this, individual Director biographies setting out the skills, experience and contribution of each Director are set out on pages 10 to 13.
01 Severn Trent Plc Notice of Meeting 2026
Severn Trent Plc Notice of Meeting 2026
Directors' Remuneration Policy
The Company's Remuneration Policy (the 'Policy') was last approved by shareholders at the 2024 AGM and would ordinarily have been subject to renewal at the 2027 AGM. However, as signalled in the 2025 Directors' Remuneration Report, the Board considers it appropriate to bring a revised Policy forward for approval at this year's AGM.
As we approach the end of the first year of AMP8, the Board now has greater clarity on the challenges and opportunities of this investment period, together with a clearer regulatory framework following the finalisation of Ofwat's Performance-Related Pay ('PRP') Prohibition Rule in June 2025. The Board therefore believes this is an appropriate point to review and refine the Policy to ensure that it continues to support delivery of the Company's long-term objectives to 2030.
Performance remains central to our approach to executive remuneration. In light of the scale of our ambitions in AMP8 and the heightened public and regulatory focus on sector performance, the proposed revised Policy strengthens the alignment between executive pay and long-term Company performance, while remaining market-competitive to attract and retain high-calibre leadership. The principal change is a re-balancing of incentives, with a greater emphasis on long-term incentive arrangements and a reduction in the weighting of short-term incentives. This better reflects the long-term nature of the business and more closely aligns executive decision-making with the interests of shareholders and wider stakeholders.
These changes are evolutionary in nature and have been informed by consultation with our largest shareholders and proxy advisers. The revised Policy is subject to a binding shareholder vote and, if approved, will apply for a period of up to three years. Further information can be found in the Directors' Remuneration Report on pages 118 to 152 of the Annual Report.
Employee Share Plans
Share plans at Severn Trent are well established and play an important role in encouraging employee share ownership and supporting the creation of long-term shareholder value. Resolutions 16 and 17 relate to the approval of amendments to two of our employee share plans: the Long Term Incentive Plan (the 'LTIP') and the all-employee Sharesave Scheme ('Sharesave').
Amendments to the LTIP are proposed to allow for the implementation of the provisions of the revised Directors' Remuneration Policy which is being considered at this year's AGM, to reflect changes to institutional investor guidance and to reflect the new malus and clawback requirements of Ofwat's PRP Rule. Subject to shareholder approval, the LTIP will continue for a further ten-year period to 2036.
At the same time, the Board has taken the opportunity to review the Sharesave and concluded that it remains an effective mechanism for encouraging broad-based employee share ownership. The proposed changes to the Sharesave rules are limited in nature and are intended to provide flexibility on the timing of operation, reflecting regulatory changes introduced by HMRC, and to ensure compliance with overseas tax legislation.
Final Dividend for the Year Ended 31 March 2026
The Board has carefully considered a range of factors in recommending our dividend this year, including the Company's performance, delivery for customers and the environment, both now and over time, the broader performance of the Company, and the long-term financial resilience of the Company. You can read more about the Board's detailed assessment of the Company's Performance in the Round on page 91 of the 2026 Annual Report. In recommending the proposed dividend, the Board has carefully considered the impact of the decision on all stakeholders and proposes a final dividend of 75.62 pence for the year ended 31 March 2026.
Recommendation
The Board considers that all the proposals set out in this Notice of Meeting are likely to promote the success of the Company and are in the best interests of the Company and its shareholders as a whole.
The Directors unanimously recommend that you vote in favour of all resolutions to be proposed at the AGM, as they intend to do in respect of their own beneficial holdings.
On behalf of the Board, I would like to thank you for your continued investment in Severn Trent.
Yours faithfully,
Christine Hodgson
Chair
Severn Trent Plc
Notice of Annual General Meeting
The Annual General Meeting ('AGM') of Severn Trent Plc (the 'Company' or 'Severn Trent') will be held on Thursday, 9 July 2026 at 10.00am at the Severn Trent Academy, Garfield Park, St. Martins Road, Finham, Coventry, CV3 6PR.
The AGM will consider the following resolutions, of which resolutions 1 to 18 (inclusive) will be proposed as ordinary resolutions, and resolutions 19 to 22 (inclusive) will be proposed as special resolutions.
Ordinary Resolutions
Annual Report and Accounts
- To receive the Company's accounts for the year ended 31 March 2026, together with the Directors' Reports and the Auditor's Report.
Directors' Remuneration Report and Remuneration Policy
- To approve the Directors' Remuneration Report on pages 118 to 152 (excluding the Directors' Remuneration Policy set out on pages 146 to 152 (inclusive)) in the Annual Report and Accounts for the year ended 31 March 2026.
- To approve the Directors' Remuneration Policy set out on pages 146 to 152 (inclusive) in the Annual Report and Accounts for the year ended 31 March 2026.
Final Dividend
- To declare a final ordinary dividend in respect of the year ended 31 March 2026 of 75.62 pence for each ordinary share of 97 17/19 pence.
Election and Re-election of Directors
- To re-elect Christine Hodgson CBE as a Director.
- To elect James Jesic as a Director.
- To re-elect Helen Miles as a Director.
- To re-elect Nick Hampton as a Director.
- To re-elect Tom Delay CBE as a Director.
- To re-elect Sarah Legg as a Director.
- To re-elect Sharmila Nebhrajani OBE as a Director.
- To re-elect Richard Taylor as a Director.
Auditor Reappointment and Remuneration
- To reappoint PricewaterhouseCoopers LLP as the Company's Auditor until the conclusion of the next general meeting at which the accounts and Reports of the Directors are laid.
- To authorise the Audit and Risk Committee (for and on behalf of the Board) to set the Auditor's remuneration.
Political Donations
- To authorise, generally and unconditionally, the Company and all companies which are its subsidiaries at any time, during the period when this resolution has effect, in accordance with sections 366 and 367 of the Companies Act 2006 (the '2006 Act') to:
a. make political donations to political parties and/or independent election candidates not exceeding £50,000 in total;
b. make political donations to political organisations other than political parties not exceeding £50,000 in total; and
c. incur political expenditure not exceeding £50,000 in total,
during the period beginning with the date of the passing of this resolution and expiring at the 2027 Annual General Meeting of the Company (or if earlier, close of business on 8 October 2027), provided that the authorised sums referred to in paragraphs a), b) and c) above, may be comprised of one or more amounts in different currencies which, for the purposes of calculating the said sums, shall be converted into pounds sterling at the exchange rate published in the London edition of the Financial Times on the date on which the relevant donation is made or expenditure incurred (or the first business day thereafter) or, if earlier, on the day on which the Company enters into any contract or undertaking in relation to the same.
Words and expressions defined for the purpose of the 2006 Act shall have the same meanings in this resolution.
Amendments to the Long Term Incentive Plan
- To approve the amendments to the rules of the Severn Trent Plc 2021 Long Term Incentive Plan ('LTIP') as summarised in the notes to this Notice on page 7, including extending the LTIP for a further period of 10 years from the date of the AGM.
Amendments to the Sharesave Scheme
- To approve the amendments to the rules of the Severn Trent Plc Sharesave Scheme, as summarised in the notes to this Notice on page 7.
03
Severn Trent Plc Notice of Meeting 2026
Directors Authority to Allot Shares
- In accordance with section 551 of the Companies Act 2006 (the '2006 Act'), the Directors be generally and unconditionally authorised to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company:
a. up to a nominal amount of £98,456,778; and
b. up to a further aggregate nominal amount of £98,456,778 provided that: (i) they are equity securities (as defined in section 560(1) of the 2006 Act); and (ii) they are offered by way of a fully pre-emptive offer to ordinary shareholders on the register of members of the Company at such record date as the Directors may determine, in proportion (as nearly as may be practicable) to their existing holdings on such record date and to holders of other equity securities as required by the rights of those securities, save that the Directors may impose any limits or restrictions and make any arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter.
This authority shall apply until the conclusion of the 2027 Annual General Meeting (or, if earlier, until the close of business on 8 October 2027) save that during this period, the Company may make offers and enter into agreements during this period which would, or might, require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after the authority ends and the Directors may allot shares or grant rights to subscribe for or convert securities into shares under any such offer or agreement as if the authority had not ended.
Special Resolutions
Authority to Disapply Pre-emption Rights
- Subject to the passing of resolution 18, the Directors be generally and unconditionally authorised, in accordance with sections 570 and 573 of the Companies Act 2006 (the '2006 Act'), to allot equity securities (as defined in section 560 of the 2006 Act) wholly for cash pursuant to the authority conferred by resolution 18, including a sale of treasury shares, as if section 561(1) of the 2006 Act did not apply to any such allotment or sale, provided that this authority shall be limited to:
a. any such allotment of equity securities or sale of treasury shares in connection with an offer of securities (but in the case of the authority granted under paragraph b) of resolution 18, by way of a fully pre-emptive offer) in favour of ordinary shareholders on the register of members of the Company at such record date(s) as the Directors may determine and other persons entitled to participate therein, where the equity securities respectively attributable to the interests of the ordinary shareholders are proportionate (as nearly as may be practicable) to the respective numbers of ordinary shares held by them on any such record date, save that the Directors may impose any limits or restrictions and make any arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal or practical problems arising under the laws of any overseas territory or the requirements of any regulatory body or stock exchange or by virtue of ordinary shares being represented by depositary receipts or any other matter;
b. the allotment of equity securities or sale of treasury shares (otherwise than pursuant to sub-paragraph a) of this resolution) to any person or persons up to an aggregate nominal amount of £29,537,033; and
c. the allotment of equity securities or sale of treasury shares (otherwise than pursuant to sub-paragraph a) and sub-paragraph b) of this resolution) up to an aggregate nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under sub-paragraph b) of this resolution, provided that the authority under this sub-paragraph c) shall be used only for the purposes of making a follow-on offer which the Directors determine to be of a kind contemplated by paragraph 3 of Part 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice.
This authority shall apply until the conclusion of the 2027 Annual General Meeting (or, if earlier, until the close of business on 8 October 2027), except that the Directors shall be entitled, at any time prior to the expiry of this authority, to make an offer or enter into an agreement which would, or might, require equity securities to be allotted wholly or partly and treasury shares to be sold after such expiry and the Directors may allot equity securities and sell treasury shares in accordance with such offer or agreement as if the authority conferred had not expired.
Severn Trent Plc Notice of Meeting 2026
Notice of Annual General Meeting continued
- Subject to the passing of resolution 18, and in addition to any authority granted under resolution 19, the Directors be generally and unconditionally authorised, in accordance with sections 570 and 573 of the Companies Act 2006 (the '2006 Act'), to allot equity securities (as defined in section 560 of the 2006 Act) for cash and by way of a sale of treasury shares as if section 561(1) of the 2006 Act did not apply to any such allotment or sale, provided that this authority shall only be used for the purposes of financing (or refinancing, if the authority is to be used within 12 months after the original transaction) a transaction which the Directors determine to be an acquisition or specified capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice, and shall be limited to:
a. the allotment of equity securities or sale of treasury shares up to an aggregate nominal amount of £29,537,033; and
b. the allotment of equity securities or sale of treasury shares (otherwise than pursuant to sub-paragraph a) of this resolution) up to an aggregate nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under sub-paragraph a) of this resolution, provided that the authority under this sub-paragraph b) shall be used only for the purposes of making a follow-on offer which the Directors determine to be of a kind contemplated by paragraph 3 of Part 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice.
This authority shall apply until the conclusion of the 2027 Annual General Meeting (or, if earlier, until the close of business on 8 October 2027), except that the Directors shall be entitled, at any time prior to the expiry of this authority, to make an offer or enter into an agreement which would, or might, require equity securities to be allotted wholly or partly and treasury shares to be sold after such expiry, and the Directors may allot equity securities and sell treasury shares in accordance with such offer or agreement as if the authority conferred had not expired.
Authority to Purchase Own Shares
- To authorise, generally and unconditionally, the Company to make market purchases (within the meaning of section 693(4) of the Companies Act 2006) of its ordinary shares, on such terms and in such manner as the Directors may from time to time determine provided that:
a. the Company may not purchase more than 30,172,238 ordinary shares;
b. the Company may not pay less than 97 17/19 pence for each ordinary share; and
c. the Company may not pay, in respect of each ordinary share, more than the higher of (i) 5% over the average of the middle market price of an ordinary share based on the London Stock Exchange Daily Official List, for the five business days immediately before the day on which the Company agrees to buy such ordinary share, and (ii) the higher of the price of the last independent trade and the highest current independent bid for an ordinary share in the Company on the trading venues where the market purchases by the Company pursuant to the authority conferred by this resolution will be carried out.
This authority shall apply until the conclusion of the 2027 Annual General Meeting (or, if earlier, until the close of business on 8 October 2027), save that the Company may make a contract, before this authority ends, to purchase ordinary shares where the purchase is or may be completed (fully or partly) after this authority ends and may purchase its ordinary shares pursuant to any such contract.
General Meetings
- To authorise the Directors to call a General Meeting of the Company, other than an Annual General Meeting, on not less than 14 clear days' notice.
By order of the Board
Didar Dhillon
Group General Counsel and Company Secretary
Severn Trent Plc
22 May 2026
Registered Office:
Severn Trent Centre,
2 St John's Street,
Coventry, CV1 2LZ
Registered in England and Wales No. 2366619
Severn Trent Plc Notice of Meeting 2026
Notes to the Resolutions
Resolution 1 – Annual Report and Accounts
The Board asks that shareholders receive the Strategic Report, Directors' Report, and the audited accounts for the financial year ended 31 March 2026, together with the report of the Auditor (the '2026 Annual Report').
Resolution 2 – Directors' Remuneration Report
All quoted companies (as defined in the Companies Act 2006 (the '2006 Act')) are required to put their Directors' Remuneration Report to shareholders annually. This can be found on pages 118 to 152 (excluding the Directors' Remuneration Policy set out on pages 146 to 152 (inclusive)) of the 2026 Annual Report and sets out details of payments made to Directors in the year to 31 March 2026. The Directors Remuneration Report has been prepared, in accordance with applicable regulations. The vote on the Directors' Remuneration Report is advisory in nature. Accordingly, payments made or promised to Directors will not have to be repaid, reduced or withheld in the event that this resolution is not passed. The Company's Auditor, PricewaterhouseCoopers LLP ('PwC'), has audited those parts of the Directors' Remuneration Report that are required to be audited and their report is issued within the 2026 Annual Report.
Resolutions 3 – Directors' Remuneration Policy
Resolution 3 seeks shareholder approval for a revised Directors' Remuneration Policy (the 'Policy'), as set out on pages 146 to 152 (inclusive) of the 2026 Annual Report. The Company is required to seek shareholder approval of the Policy at least every three years. The Policy was last approved by shareholders at the 2024 Annual General Meeting and would ordinarily have been subject to renewal at the 2027 AGM. However, as signalled in the 2025 Directors' Remuneration Report, the Board considers it appropriate to bring a revised Policy forward for approval at this AGM. As we approach the end of the first year of AMP8, the Board now has greater clarity on the challenges and opportunities of this investment period, together with a clearer regulatory framework following the finalisation of Ofwat's Performance-Related Pay ('PRP') Prohibition Rule in June 2025. The Board therefore believes this is an appropriate point to review and refine the Policy so that it continues to support delivery of the Company's long-term objectives to 2030.
Once the revised Policy has been approved, all payments by the Company to the Directors and any former Directors must be made in accordance with the revised Policy, which will remain in place for up to three years. If the Company wishes to change the Policy, it will seek further shareholder approval for any proposed change.
Resolution 4 – Final Dividend
A final ordinary dividend of 75.62 pence per share has been recommended by the Directors for payment to ordinary shareholders who are on the register of members of the Company at 6.30pm on 29 May 2026.
A final dividend can only be declared by the shareholders at a General Meeting but must not exceed the amount recommended by the Directors. If so declared, the date of payment of the final ordinary dividend will be 15 July 2026.
Resolutions 5 to 12 – Election and Re-election of Directors
Resolutions 5 to 12 deal with the election and re-election of Directors in accordance with the requirements of the Company's Articles of Association and the 2024 UK Corporate Governance Code (the 'Code'). Biographical details of all the Directors, including their skills, experience and contribution can be found on pages 10 to 13 of this Notice.
The Board considers that each of the Directors standing for election or re-election is discharging their responsibilities effectively and continues to make an important contribution to the work of the Board and the Company's long-term sustainable success.
The effectiveness of the Board is reviewed at least annually, in line with the Code and the accompanying guidance. The 2025/26 performance review was internally conducted by the Chair, Christine Hodgson, with support from the Group General Counsel and Company Secretary. Following completion of the performance review process, the Board considered the report's findings. Having done so, the Board considers that each Director continues to be fully effective and their individual contribution continues to be important for Severn Trent's long-term sustainable success. Further detail on the Board performance review process can be found in the 2026 Annual Report on pages 103 to 104.
The Board has also considered whether each of the Independent Non-Executive Directors is free from any relationship that could materially interfere with the exercise of his or her judgment and has concluded that each continues to be independent. As part of the performance review, full consideration was given to the number of external positions held by the Executive and Non-Executive Directors. Directors' other appointments were reviewed, including the time commitment required for each, as part of the performance review exercise. As a result of this review, the Nominations Committee did not identify any instances of overboarding and confirms that all individual Directors have sufficient time to commit to their appointment as a Director of Severn Trent Plc.
Severn Trent Plc Notice of Meeting 2026
Notes to the Resolutions continued
Resolutions 13 and 14 – Auditor Reappointment and Remuneration
On the recommendation of the Audit and Risk Committee, the Board proposes in resolution 13 that the existing auditor, PwC, be reappointed as Auditor of the Company, to hold office from the conclusion of this Meeting until the conclusion of the next Annual General Meeting at which the accounts and reports of the Directors are laid before the Company.
Resolution 14 proposes that the Audit and Risk Committee (for and on behalf of the Board) be authorised to determine the level of the Auditor's remuneration. Further details on the Audit and Risk Committee's approach to Auditor remuneration can be found on page 113 of the 2026 Annual Report.
Resolution 15 – Political Donations
This resolution seeks authority from shareholders for the Company and its subsidiaries to make donations to political parties, other political organisations or independent electoral candidates, or to incur political expenditure.
Severn Trent does not give any money for political purposes or make donations to political organisations or incur political expenditure as defined in the 2006 Act. However, the definitions of political donations and political expenditure used in the 2006 Act are very wide. Sponsorship, subscriptions, payment of expenses, paid leave for employees fulfilling public duties, and support for bodies representing the business community in policy review or reform, may fall within this.
The authority the Company is requesting is a precautionary measure to ensure that the Group does not inadvertently breach the 2006 Act. The Company has no intention either now or in the future of making any political donation or incurring any political expenditure in respect of any political party, political organisation or independent election candidate. This authority will expire at the earlier of the conclusion of the Company's next Annual General Meeting to be held in 2027 (or if earlier, close of business on 8 October 2027).
Resolution 16 – Amendments to the Long Term Incentive Plan ('LTIP')
Resolution 16 seeks approval from shareholders for amendments to the rules of the Company's LTIP which was approved by shareholders at the 2021 Annual General Meeting.
The proposed amendments allow for greater flexibility to operate to the LTIP in line with the Directors' Remuneration Policy as approved from time to time by removing defined limits and, instead, cross-referring to the limits periodically approved by shareholders within the Remuneration Policy.
Awards may be granted following approval of any revisions to the Remuneration Policy from time to time (which may be granted on equivalent terms of awards granted to other participants on the normal annual grant cycle). All of the Company's incentive arrangements, including the LTIP, have been revised to comply with the malus and clawback requirements of Ofwat's Performance-Related Pay ('PRP') Prohibition Rule. Subject to shareholder approval, the LTIP will continue for a further ten-year period to 2036.
Resolution 17 – Amendments to the Sharesave Scheme ('Sharesave')
Resolution 17 seeks approval from shareholders for an amendment to the rules of the Company's Sharesave Scheme (which was last approved by shareholders at the 2024 Annual General Meeting) to allow for flexibility to the timing of the operation of the scheme and to ensure compliance with overseas tax compliance. Currently the Sharesave rules provide for the scheme to be operated within a limited number of windows throughout each year but, as a result of regulatory changes introduced by HMRC in relation to employees' linked savings arrangements, it is no longer practical to retain these limited windows of operation. The proposed changes, which are also in line with recent revisions to institutional investor guidelines, allow the Company the flexibility to operate Sharesave when it is most appropriate and practical to do so.
Resolution 18 – Directors Authority to Allot Shares
Resolution 18 deals with the Directors' authority to allot shares. If resolution 18 is passed, sub-paragraph (a) would give the Directors authority to allot shares in the capital of the Company up to a maximum nominal amount of £98,456,778, representing approximately one third of the Company's issued ordinary share capital (excluding treasury shares) as at 19 May 2026, being the latest practicable date before the publication of this Notice. Sub-paragraph (b) would give the Directors authority to allot shares or grant rights to subscribe for or convert any securities into ordinary shares up to a further nominal amount of £98,456,778 (representing approximately one-third of the Company's issued ordinary share capital (excluding treasury shares) as at 19 May 2026, being the latest practicable date before the publication of this Notice) in connection with a fully pre-emptive offer in favour of ordinary shareholders. These authorities and amounts are in line with the Share Capital Management Guidelines issued by the Investment Association in February 2023.
Severn Trent Plc Notice of Meeting 2026
The authorities sought under resolution 18 will expire at the conclusion of the 2027 Annual General Meeting (or, if earlier, the close of business on 8 October 2027). The Board considers it appropriate to maintain the flexibility this authority provides if they believe it would be appropriate to do so in respect of business opportunities that may arise consistent with the Company's strategic objectives, although the Directors have no present intention of allotting new ordinary shares other than in relation to the Company's employee share schemes.
As at 19 May 2026, being the latest practicable date before the publication of this Notice, the Company holds 2,218,618 ordinary shares in treasury representing 0.73% of the Company's issued share capital.
Resolutions 19 and 20 – Authority to Disapply Pre-emption Rights
Resolutions 19 and 20 would give the Directors the authority to allot shares (including any ordinary shares which the Company elects to hold in treasury) for cash without first offering them to existing shareholders in proportion to their existing shareholdings in certain circumstances.
This disapplication authority is in line with institutional shareholder guidance, and in particular with the Pre-Emption Group's Statement of Principles (the 'Pre-Emption Principles'). The Pre-Emption Principles were revised in November 2022 to allow for an authority for an issue of shares for cash otherwise than in connection with a pre-emptive offer to include:
(i) an authority up to 10% of a company's issued share capital for use on an unrestricted basis; and
(ii) an additional authority up to a further 10% of a company's issued share capital for use in connection with an acquisition or specified capital investment announced contemporaneously with the issue, or has taken place in the twelve month period preceding the announcement of the issue.
In both cases, an additional authority of up to 2% may be sought for the purposes of making a follow-on offer, as further explained below.
Resolution 19 will permit the Directors to allot, pursuant to the authority to allot sought in resolution 18, equity securities for cash and sell treasury shares:
a) on an offer to existing shareholders subject to any adjustments, such as for fractional entitlements and overseas shareholders, as the Directors see fit; or
b) up to a maximum nominal value of £29,537,033, representing approximately 10% of the issued ordinary share capital of the Company as at 19 May 2026 (the latest practicable date prior to publication of this Notice) otherwise than in connection with an offer to existing shareholders and up to an aggregate maximum nominal amount of 20% of any allotment of equity securities or sale of treasury shares allotted pursuant to sub-paragraph (b) of resolution 19, as a follow-on offer.
Resolution 20 will permit the Directors to allot additional equity securities for cash and sell treasury shares up to a maximum nominal value of £29,537,033, representing approximately a further 10% of the issued ordinary share capital of the Company as at 19 May 2026 (the latest practicable date prior to publication of this Notice), otherwise than in connection with an offer to existing shareholders for the purposes of financing or refinancing a transaction as contemplated by the Pre-Emption Principles described above.
In addition, sub-paragraph (b) of resolution 20 will permit the Directors to allot, by way of a follow-on offer, equity securities for cash and sell treasury shares up to an aggregate maximum nominal amount of 20% of any allotment of equity securities or sale of treasury shares allotted pursuant to sub-paragraph (a) of resolution 20. The proceeds of any follow-on offer under this authority can only however be used for the purposes of financing or refinancing a transaction, as is the case of the authority under sub-paragraph (a) of resolution 20.
The Board considers that it is in the best interests of the Company and its shareholders generally that the Company should seek the maximum authority permitted by the Pre-Emption Principles and have the flexibility conferred by resolutions 19 and 20 to conduct a pre-emptive offering without complying with the strict requirements of the statutory pre-emption provisions and to finance business opportunities quickly and efficiently when they arise.
Whilst embracing the flexibility conferred by the authorities sought in resolutions 19 and 20, the Board recognises that any existing shareholder may be keen to participate in a non pre-emptive offer carried out under these authorities. The Board is therefore supportive of the follow-on offer approach set out in the Pre-Emption Principles, which may be used to facilitate the participation of existing retail investors, who were not allocated shares in the non pre-emptive offer. The Board confirms that it intends to follow the shareholder protections contained in Part 2B of the Pre-Emption Principles and that it intends to follow the expected features of a follow-on offer as set out in paragraph 3 of Part 2B of the Statement of Principles.
Severn Trent Plc Notice of Meeting 2026
08
Notes to the Resolutions continued
The Directors have no current intention of issuing ordinary shares other than in relation to the Company's all-employee share schemes.
These authorities shall apply until the conclusion of the 2027 Annual General Meeting (or, if earlier, until the close of business on 8 October 2027), except that the Directors shall be entitled, at any time prior to the expiry of these authorities, to make an offer or enter into an agreement which would, or might, require equity securities to be allotted wholly or partly and treasury shares to be sold after such expiry and the Directors may allot equity securities and sell treasury shares in accordance with such offer or agreement as if the authority conferred had not expired.
Resolution 21 – Authority to Purchase Own Shares
This resolution would enable the Company to buy back its own ordinary shares in the market.
The Board considers it desirable to have the general authority to do this in order to provide maximum flexibility in the management of the Group's capital resources. However, the authority would only be used if the Board was satisfied at the time that to do so would be in the best interests of shareholders.
The authority would be restricted to a maximum of 30,172,238 ordinary shares. This is not more than 10% of the issued share capital as at 19 May 2026 (being the latest practicable date prior to the date of this Notice). Should the Board decide to purchase some of the Company's own shares, existing rights to subscribe for shares would represent a marginally increased proportion of the current issued share capital. Details are as follows:
- The total number of ordinary shares that may be issued on the exercise of outstanding options as at 19 May 2026 is 3,995,439, which represents approximately 1.32% of the issued share capital at that date. As at 19 May 2026 there were no warrants over ordinary shares outstanding.
- If the Company were to purchase shares up to the maximum permitted by this resolution 21 and the existing authority to purchase shares obtained at last year's Annual General Meeting (which expires at the end of this year's AGM), the proportion of ordinary shares subject to outstanding options would represent approximately 1.47% of the issued share capital.
Under the 2006 Act, the Company may hold any shares bought back into treasury, which may then either be sold for cash, transferred for the purposes of an employees' share scheme or cancelled. The Company therefore has the choice of either cancelling or holding in treasury any of its shares which it purchases. If the Company buys any of its shares under the authority given by this resolution, the Board will decide at the time of purchase whether to cancel them immediately or to hold them in treasury. In relation to treasury shares, the Board would also have regard to any investor guidelines in relation to the purchase of shares intended to be held in treasury or in relation to their holding or resale which may be in force at the time of any such purchase, holding or resale.
The authority will remain in force until the end of the Annual General Meeting in 2027 (or close of business on 8 October 2027, whichever is earlier).
Resolution 22 – General Meetings
Pursuant to section 307A of the 2006 Act, as amended, the notice period required for all general meetings of the Company is 21 clear days, although shareholders can agree to approve a shorter notice period for General Meetings that are not Annual General Meetings, which cannot however be less than 14 clear days. Annual General Meetings will continue to be held on at least 21 clear days' notice. The shorter notice period would not be used as a matter of routine, but only where the flexibility is merited by the business of the general meeting to be held and is thought to be to the advantage of shareholders as a whole. The Company undertakes to meet the requirements for electronic voting in the 2006 Act before calling a general meeting on 14 clear days' notice. Shareholder approval will be effective until the Company's next Annual General Meeting (or, if earlier, until the close of business on 8 October 2027).
09
Severn Trent Plc Notice of Meeting 2026
Board Biographies
Appointed:
Independent Non-Executive Director on 1 January 2020, Chair on 1 April 2020.
Contribution to the Board:
Christine brings extensive board and governance experience, alongside a strong understanding of stakeholder priorities and regulated environments. As Chair, she leads the Board and Nominations Committee fostering constructive challenge and high standards of governance. Through her active engagement with management, employees, regulators and investors, she supports the effective operation of the Board and the delivery of the Group's strategy and long term value creation.
Career and experience:
Until her appointment as Chair of the Severn Trent Board, Christine was the Executive Chair of Capgemini UK Plc. Christine joined Capgemini in 1997 and built her career in a variety of roles including CFO for Capgemini UK Plc and for the Global Outsourcing business, CEO of Technology Services North West Europe and the Global Head of Corporate Social Responsibility.
Christine was previously Senior Independent Director and Chair of the Remuneration Committee at Standard Chartered Plc.
In January 2020, Christine was appointed Commander of the Order of the British Empire in the Queen's New Year Honours for services to education.
Other key appointments:
- Chair of Whitbread Plc
- Chair of Newton Group Holdings Limited
- Non-Executive Director of Spencer Stuart
Appointed:
Chief Executive on 1 January 2026.
Contribution to the Board:
James joined the Board as Chief Executive during the year, following a long career within the Group in a range of senior leadership roles. He brings deep operational and commercial understanding of the business, which he applies in Board and Committee discussions to support effective decision-making. Since joining the Board in January 2026, James has set clear priorities focused on operational performance, customer outcomes and the delivery of the Group's strategy, providing continuity of leadership and positioning the business for long-term success for all of its stakeholders.
Career and experience:
Following more than two decades with the Company, James has held senior leadership roles across the business including Customer Operations Director and Capital and Commercial Services Director, and became a member of the Executive Committee in 2017. He was also appointed Managing Director of Hafren Dyfrdwy, Severn Trent's licensed entity in Wales, in 2020.
James has a proven track record of delivering industry-leading financial and environmental performance, driving operational transformation, and leading Severn Trent's multi-billion-pound capital investment programme.
Other key appointments:
- Managing Director of Hafren Dyfrdwy
Committees Key
A Audit and Risk
T Treasury
C Corporate Sustainability
D Disclosure
N Nominations
E Executive
R Remuneration
E Chair
Severn Trent Plc Notice of Meeting 2026
Board Biographies continued
Appointed:
Chief Financial Officer Designate on 1 April 2023, Chief Financial Officer on 6 July 2023.
Contribution to the Board:
Helen brings significant financial, operational and commercial expertise, with experience across a range of regulated and consumer facing sectors. As Chief Financial Officer, she leads the Group's financial strategy, ensuring strong financial discipline, effective capital allocation and robust controls management. Her contribution supports informed decision making and the delivery of sustainable financial performance during a time of significant investment.
Career and experience:
Helen joined Severn Trent in November 2014 as the Chief Commercial Officer, and in 2020 became the Capital and Commercial Services Director, before being appointed as Chief Financial Officer Designate in April 2023 and formally taking on the role of Chief Financial Officer in July 2023.
Helen was previously Chief Financial Officer for Openreach, part of the BT Group. Prior to the BT Group, Helen worked in a variety of organisations including Bass Taverns, Barclays Bank and Compass Group.
Other key appointments:
- Non-Executive Director of Breedon Group Plc
- Director of Water Plus Limited
Appointed:
Independent Non-Executive Director on 1 January 2022.
Contribution to the Board:
Tom brings extensive experience in sustainability strategy and the energy sector including, advising on the transition to a low carbon economy. He contributes to the Board's oversight on climate-related risks and opportunities, supporting the Group's approach to long term resilience and sustainability ambitions. His external perspective strengthens consideration of stakeholder and regulatory developments.
Career and experience:
Tom was Chief Executive of the Carbon Trust from 2001 until March 2024. During that time, he grew the company to become a world leader, advising businesses and governments on carbon emissions reduction and the development of low-carbon technologies, markets and businesses.
A chartered engineer with extensive experience of the energy sector, Tom worked for Shell for 16 years in a variety of commercial and operational roles before moving into management consultancy with McKinsey and Company and then as a Principal with the Global Energy Practice of AT Kearney.
In 2018, Tom was appointed Commander of the Order of the British Empire by the Queen for services to sustainability in business.
Other key appointments:
- Chair and Non-Executive Director of Chapter Zero
Committees Key
A Audit and Risk
T Treasury
C Corporate Sustainability
D Disclosure
N Nominations
E Executive
R Remuneration
E Chair
11 Severn Trent Plc Notice of Meeting 2026
Nick Hampton
MA (Hons)
Senior Independent Non-Executive Director
Sarah Legg
MA, MSc, FCMA, FCT
Independent Non-Executive Director
Appointed:
Independent Non-Executive Director on 4 April 2025, Senior Independent Director on 1 May 2025.
Contribution to the Board:
Nick brings significant financial, governance and listed company experience. As Senior Independent Director, he provides strong independent challenge and supports the Chair on all matters. He also engages with key stakeholders, strengthening the Board's oversight and decision-making, and contributes to key discussions on performance, financial and governance topics.
Career and experience:
Nick was appointed Chief Executive of Tate & Lyle Plc in April 2018, having joined the Company in September 2014 as Chief Financial Officer. Prior to joining Tate & Lyle, Nick held a number of senior roles over a 20-year career at PepsiCo, including Senior Vice President and Chief Financial Officer, Europe from 2008, and from 2013 as PepsiCo's President, West Europe Region and Senior Vice President Commercial, Europe. Until April 2025, Nick was the Senior Independent Director of Great Portland Estates Plc, where he had served on the Board since October 2016. Nick holds a Master's degree in Chemistry from St John's College, Oxford University.
Other key appointments:
- Chief Executive of Tate & Lyle Plc
Appointed:
Independent Non-Executive Director on 1 November 2022.
Contribution to the Board:
Sarah brings extensive experience in financial services, including risk management, governance and finance. As Chair of the Audit and Risk Committee, she leads on the oversight of financial reporting, internal controls and risk management, drawing on her experience in complex, regulated environments. Through her contributions to Board discussions, she supports robust governance, effective assurance and the integrity of the Groups financial and risk reporting.
Career and experience:
Sarah has spent her entire career in financial services with HSBC in various finance leadership roles. She has been the Group Financial Controller, a Group General Manager, and also Chief Financial Officer for HSBC's Asia Pacific region. Sarah previously spent eight years as a Non-Executive Director on the board of Hang Seng Bank Limited, a Hong Kong listed bank.
Sarah also serves as the Chair of Hafren Dyfrdwy, the Group's Welsh regulated entity.
Other key appointments:
- Non-Executive Director of Lloyds Banking Group Plc
- Non-Executive Director of Man Group Plc
- Chair of Hafren Dyfrdwy
Severn Trent Plc Notice of Meeting 2026
Board Biographies continued
Sharmila Nebhrajani OBE
MA (Hons), ACA
Independent Non-Executive Director
Richard Taylor
BSc (Hons), FCA
Independent Non-Executive Director
Appointed:
Independent Non-Executive Director on 1 May 2020.
Contribution to the Board:
Sharmila brings broad governance and stakeholder experience across public, private and regulated sectors. As the Chair of the Remuneration Committee, she leads on the oversight of engagement with shareholders on remuneration matters including the Remuneration Policy review presented to shareholders for approval at this year's AGM. Her experience also supports the Board's consideration of wider societal, reputational, and regulatory matters.
Career and experience:
In her executive career, Sharmila spent 15 years at the BBC, latterly as Chief Operating Officer for BBC Future Media and Technology, and was previously Chief Executive at Wilton Park. Previous Non-Executive roles include Deputy Chair of the Human Fertilisation and Embryology Authority and Chairman of the Human Tissue Authority, and she also has served on the board of the Pension Protection Fund. Sharmila was appointed Officer of the Order of the British Empire in 2014 for services to medical research.
Other key appointments:
- Chairman of the National Institute for Health and Care Excellence
- Non-Executive Director of ITV Plc
- Non-Executive Director of Halma Plc
Appointed:
Independent Non-Executive Director on 1 April 2024.
Contribution to the Board:
Richard brings extensive corporate finance, M&A and capital markets experience from his executive career in investment banking. He contributes to Board discussions on strategic opportunities, capital allocation and financial performance, drawing on his experience to provide constructive challenge and support disciplined decision making. His insight supports the delivery of long term value creation.
Career and experience:
Richard is Managing Director and Chairman of Greenhill & Co International, an investment bank focused on providing financial advice globally on significant mergers and acquisitions, restructuring, financing and capital advisory to companies and other organisations. Prior to joining Greenhill in 2020, Richard was Chairman of Global Corporate and Investment Banking at Barclays Plc, where he had been since 2011. Prior to joining Barclays, Richard spent nearly 11 years at Bank of America Merrill Lynch, where he was Head of UK and Ireland Corporate and Investment Banking. Richard holds a degree in civil engineering and is a great advocate for organisations which demonstrate strong social purpose.
Other key appointments:
- Managing Director and Chairman of Greenhill & Co. International LLP
Committees Key
A Audit and Risk
T Treasury
C Corporate Sustainability
D Disclosure
N Nominations
E Executive
R Remuneration
E Chair
13
Severn Trent Plc Notice of Meeting 2026
Shareholder Information
AGM time and Location
Our 2026 Annual General Meeting ('AGM' or 'Meeting') of Severn Trent Plc will be held on Thursday, 9 July 2026 at 10.00am at the Severn Trent Academy, Garfield Park, St. Martins Road, Finham, Coventry, CV3 6PR.
Attending the Meeting
To access the AGM, please make your way to the Severn Trent Academy. On arrival, please report to Reception at the main entrance where you will be registered and escorted to the AGM meeting room. Limited parking is available on site and will be signposted on arrival. Please allow sufficient time for parking and registration.
Attendees on the day will be asked to pass through security systems before entering the Meeting. For personal safety and security reasons there may be checks and searches conducted. Recording equipment, cameras or other items that might interfere with the good order of the Meeting will not be permitted in the room. Mobile phones must be turned off or be on silent during the Meeting.
Persons who are not shareholders of the Company (or duly appointed proxies or corporate representatives) will not be admitted to the Meeting unless prior arrangements are made with the Company.
Asking questions ahead of and at the Meeting
We value the views of our shareholders, and the AGM provides an opportunity for shareholders to ask questions on the business of the Meeting. We recommend that shareholders submit questions in writing through our website in advance of the AGM. In accordance with corporate governance best practice, the Board will seek to respond to questions received through the website by close of business on Friday, 26 June 2026, ahead of the proxy voting deadline on Tuesday, 7 July 2026. Questions received and the Company's responses will be published on the Company's website: severntrent.com/investors/.
The Company must cause to be answered at the Meeting any question relating to the business being dealt with at the Meeting which is put by a member attending the Meeting, except: (a) if to do so would interfere unduly with the preparation for the Meeting or involve the disclosure of confidential information; (b) if the answer has already been given on a website in the form of an answer to a question; or (c) if it is undesirable in the interests of the Company or the good order of the Meeting that the question be answered.
Entitlement to vote
To have the right to attend and vote at the Meeting (and also for the purposes of calculating how many votes a person may cast) a person must have their name entered on the register of members of the Company at 6.30pm on Tuesday, 7 July 2026 (or, if the Meeting is adjourned, at 6.30pm on the day which is two working days prior to the date fixed for the adjourned Meeting). Changes to entries on the register after this time will be disregarded in determining the rights of any person to attend or vote at the Meeting (or adjourned meeting).
Appointment of proxies
A shareholder entitled to attend and to vote at the Meeting is entitled to appoint another person or persons (who need not be a shareholder of the Company) to attend the Meeting, and any adjournment thereof, to exercise all or any of his or her rights to attend, speak and vote at the Meeting. A shareholder can appoint more than one proxy in relation to the Meeting, provided that each proxy is appointed to exercise the rights attached to different shares held by him or her. Forms of Proxy should be deposited at the office of the Company's registrar, Equiniti, at Highdown House, Yeoman Way, Worthing, BN99 6DA, no later than 10.00am on Tuesday, 7 July 2026 or, if the Meeting is adjourned, 48 hours (excluding non-working days) before the time for holding the adjourned Meeting. Appointing a proxy does not preclude you from attending the Meeting and voting in person. Further details are set out in the notes to the Form of Proxy.
Where you have appointed a proxy using the hard copy Form of Proxy and would like to change the instructions using another hard copy Form of Proxy, please contact the Company's registrar, Equiniti, on +44 (0)371 3842967 – please use the country code if calling from outside the UK. Lines are open 8.30am to 5.30pm Monday to Friday, excluding public holidays in England and Wales. The deadline for receipt of proxy appointments (see above) also applies in relation to amended instructions. Any attempt to terminate or amend a proxy appointment received after the relevant deadline will be disregarded. Where two or more valid separate appointments of proxy are received in respect of the same share in respect of the same meeting (including where both paper and electronic proxy instructions are returned), the one which is last received shall be treated as replacing and revoking the other or others.
Severn Trent Plc Notice of Meeting 2026
Shareholder Information continued
Electronic proxy voting
Shareholders may register the appointment of a proxy online at www.shareview.co.uk where full details of the procedure are given. You will need to create an online portfolio using your Shareholder Reference Number which is printed on your Form of Proxy. Once logged in simply click "View" on the "My Investments" page and follow the on-screen instructions. This service is operated by the Company's registrar, Equiniti. Shareholders are encouraged to read the terms and conditions relating to the use of this facility before appointing a proxy. These terms and conditions may be viewed on the website.
Any electronic communication containing a computer virus will not be accepted. Electronic communication facilities are available to all shareholders, and those who use them will not be disadvantaged in any way.
Electronic proxy appointment through CREST
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the Meeting and any adjournment(s) thereof by using the procedures described in the CREST Manual on the Euroclear website (www.euroclear.com). CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed a voting service provider, should refer to their CREST sponsor or voting service provider, who will be able to take the appropriate action on their behalf.
In order for a proxy appointment made by means of CREST to be valid, the appropriate CREST message (a 'CREST Proxy Instruction') must be properly authenticated in accordance with Euroclear's specifications and must contain the information required for such instructions, as described in the CREST Manual.
All messages relating to the appointment of a proxy, or an instruction to a previously appointed proxy, which are to be transmitted through CREST, must be received by Equiniti (ID RA19) not later than 10.00am on Tuesday, 7 July 2026 or, if the Meeting is adjourned, 48 hours (excluding non-working days) before the time for holding the adjourned Meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which Equiniti is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST.
It is the responsibility of the CREST member concerned to take such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this regard, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
The Company may treat a CREST Proxy Instruction as invalid in the circumstances set out in Regulation 35(5) (a) of the Uncertificated Securities Regulations 2001.
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 10.00am on Tuesday, 7 July 2026 in order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them, and they will govern the electronic appointment of your proxy.
Employee share schemes
Employees whose shares are held by the Trustee of the Severn Trent Share Incentive Plan (the 'Trustee') are not entitled to attend the Meeting in respect of those shares. However, employees may instruct the Trustee on how to vote on their behalf in respect of any resolution set out in the Notice. All employees will receive communications in digital format, and voting instructions may also be submitted online to the Trustee via www.shareview.co.uk.
Corporate representatives
A shareholder of the Company which is a corporation may authorise a person or persons to act as its representative(s) at the Meeting. In accordance with the provisions of the 2006 Act, each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual shareholder of the Company, provided that they do not do so in relation to the same shares. It is no longer necessary to nominate a designated corporate representative.
Want more information or help?
Equiniti can help with shareholding queries and can provide you with a copy of the 2026 Annual Report. Their contact details are on page 223. Alternatively, the 2026 Annual Report and this Notice are available at severntrent.com/shareholder-centre/.
Severn Trent Plc Notice of Meeting 2026
Other Information
Availability of this Notice and the Annual Report
A copy of this Notice, the 2026 Annual Report and other information required by section 311A of the 2006 Act are available on the Company's website at severtrent.com/shareholder-centre/.
Inspection of documents
Copies of the Directors' service contracts or letters of appointment will be available for inspection at the registered office of the Company during normal business hours on any weekday (excluding public holidays) until and including the day of the AGM, and from 15 minutes prior to the start of the AGM (at the AGM venue) until it ends.
Copies of the rules of the Company's Long Term Incentive Plan and Sharesave Scheme, reflecting the revisions proposed under resolutions 16 and 17 respectively will be available for inspection at the AGM venue from 15 minutes prior to the start of the meeting until its conclusion, and on the National Storage Mechanism from the date this Notice is circulated.
Information rights and nominated persons
A copy of the Notice has been sent for information only to persons who have been nominated by a shareholder to enjoy information rights under section 146 of the 2006 Act (a 'Nominated Person'). The right to appoint a proxy cannot be exercised by a Nominated Person; it can only be exercised by the shareholder. However, a Nominated Person may have a right under an agreement between him or her and the shareholder by whom he or she was nominated to be appointed as a proxy for the Meeting or to have someone else so appointed. If a Nominated Person does not have such a right or does not wish to exercise it, he or she may have a right under such an agreement to give instructions to the shareholder as to the exercise of voting rights.
Total voting rights
As at 19 May 2026, being the latest practicable date before the publication of this Notice, the Company's issued and voting share capital consisted of 303,941,005 ordinary shares of 97 17/19 pence, each carrying one vote each. The Company currently holds 2,218,618 ordinary shares in treasury. Therefore, the total number of voting rights in the Company is 301,722,387.
Audit statements
Shareholders satisfying the thresholds in section 527 of the 2006 Act can require the Company to publish a statement on its website setting out any matter relating to: a) the audit of the Company's accounts (including the Auditor's report and the conduct of the audit) that are to be laid before the Meeting; or b) any circumstances connected with the Auditor of the Company ceasing to hold office since the last Annual General Meeting, that the shareholders propose to raise at the Meeting.
The Company cannot require the shareholders requesting the publication to pay its expenses.
Any statement placed on the website must also be sent to the Company's Auditor no later than the time it makes its statement available on the website. The business which may be dealt with at the Meeting includes any statement that the Company has been required to publish on its website.
Shareholder requisition rights
Shareholders satisfying the threshold requirements in sections 338 and 338A of the 2006 Act, can require the Company: a) to give, to shareholders of the Company entitled to receive notice of the Meeting, notice of a resolution which those shareholders intend to move (and which may properly be moved) at the Meeting; and/or b) to include in the business to be dealt with at the Meeting any matter (other than a proposed resolution) which may properly be included in the business at the Meeting. A resolution may properly be moved, or a matter properly included in the business unless:
a) (in the case of a resolution only) it would, if passed, be ineffective (whether by reason of any inconsistency with any enactment or the Company's constitution or otherwise);
b) it is defamatory of any person; or
c) it is frivolous or vexatious.
A request made pursuant to this right may be in hard copy or electronic form, must identify the resolution of which notice is to be given or the matter to be included in the business, must be authenticated by the person(s) making it and must be received by the Company not later than six clear weeks before the date of the Meeting, and (in the case of a matter to be included in the business only) must be accompanied by a statement setting out the grounds for the request.
Website
The contents of this Notice, details of the total number of shares in respect of which shareholders are entitled to exercise voting rights at the Meeting and, if applicable, any shareholders' statements, shareholders' resolutions or shareholders' matter of business received by the Company after the date of this Notice will be available on the Company's website at severtrent.com/shareholder-centre/.
Severn Trent Plc Notice of Meeting 2026
Shareview Portfolio
Manage your shareholding
- Update your details online including your address details and dividend payment instructions
- Elect to receive certain shareholder communications electronically
- Send your voting instructions in advance of shareholder meetings
- View information about and join the Severn Trent Plc Dividend Reinvestment Plan ('DRIP')
- Add a range of shareholdings and investments you have (including those with other registrars) to monitor their value all in one place
- Buy and sell shares easily
It only takes a few minutes to register, just have your 11-digit Shareholder Reference Number to hand. You will be sent an Activation Code to complete registration.
> Please register at shareview.co.uk
Your dividend options
Severn Trent are now chequeless so all dividend payments will be sent directly to your bank or building society account.
- Your dividend payment reaches your account on the payment day
- It is a more efficient and secure way of receiving your payment
- It helps reduce the volume of paper in dividend mailings
If you have not provided your UK bank or building society account details, please contact Equiniti.
If we do not have your details, you will not receive your next dividend payment so please act now.
Receive your dividends as additional shares
- Join our DRIP
- No stamp duty or commission to pay
Local currency dividend payments
If you live outside the UK, you may be able to request that your dividend payments are converted into your local currency.
For more information about your dividend options or for terms and conditions of any of the services offered, please contact Equiniti.
Want more information or help?
Equiniti can help with shareholding queries and can provide you with a copy of this Notice of AGM, 2026 Annual Report or a paper proxy card.
You can find a copy of the Notice of AGM and the 2026 Annual Report on our website at severntrent.com/investors/.
Equiniti
+44 (0)371 3842967
Please use the country code if calling from outside the UK. Lines are open 8.30am to 5.30pm Monday to Friday, excluding public holidays in England and Wales.
If calling from outside the UK: +44 (0)800 169 7775. Calls outside the UK will be charged at the applicable international rate.
Visit help.shareview.co.uk for information regarding your shareholding (from here you will also be able to email a query securely).
Severn Trent Share Register
Equiniti, Highdown House, Yeoman Way, Worthing, BN99 6DA.
17 Severn Trent Plc Notice of Meeting 2026
Severn Trent Plc Notice of Meeting 2026
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