Virgin Money UK PLC — Proxy Solicitation & Information Statement 2024

Jan 25, 2024

VIRGIN MONEY UK PLC ARBN 609 948 281

Need assistance?

Phone: 1800 764 308 (within Australia) +61 3 9415 4142 (outside Australia)

Online: www.investorcentre.com/contact

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Virgin Money UK PLC Annual General Meeting ('the AGM')

In accordance with the amendments to the Corporations Act 2001 (Cth), we will not be posting to you a copy of the Notice of the 2024 AGM (the 'Notice of Meeting') unless you have specifically requested one. Details of where you can access the Notice of Meeting and lodge your voting instruction are contained in this letter.

Meeting date

The Virgin Money UK PLC (the 'Company') AGM will be held on Friday 1 March 2024 at 9.00am (GMT).

2023 Annual Report and Accounts

The Company's Annual Report and Accounts are available on our website at https://www.virginmoneyukplc.com/investor-relations/results-and-reporting/annual-reports/

Notice of Meeting

The Company's Notice of Meeting is available at https://www.virginmoneyukplc.com/investorrelations/ shareholder-information/shareholder-meetings/

Make Your Vote Count

To lodge your voting instructions and access the Notice of Meeting and other meeting documentation visit www.investorvote.com.au and use the below information:

SRN/HIN: I9999999999 Control Number: 999999 PIN: 99999

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

For your voting instructions (including any proxy appointment) to be effective they must be received by 8.00pm (AEDT) on Wednesday 28 February 2024. Instructions on how to lodge your voting instructions are detailed on the enclosed form.

The number of CDIs you hold as at 11.00pm (AEDT) on Wednesday 28 February 2024 will determine how many votes you can exercise.

Your Communications

We strongly encourage all our shareholders and CDI holders to provide an email address to receive their communications electronically.

By choosing to receive notifications by email you'll have access to Company information more quickly and securely. In addition, electronic communication reduces printing and supports our commitment to manage our business in a sustainable way.

PROVIDE YOUR DETAILS ONLINE

1. Go online to www.computershare.com.au/investor

2. For your security you will be required to register, which simply means entering your Securityholder Reference Number (SRN) or Holder Identification Number (HIN) detailed on this letter and creating a User ID and a password

3. 1. Upon registering, you will be navigated to the main home page. Click the 'My Profile' button
4. 1. Click on the 'Update' button located under 'Communication Preferences'
5. 1. Enter the relevant information email address and click 'Submit'

Yours faithfully

Lorna F. McMillan Group Company Secretary

Registered office: Virgin Money UK PLC Jubilee House Gosforth Newcastle upon Tyne NE3 4PL

Registered in England and Wales - No. 9595911 ARBN 609 948 281 (Australia)

VIRGIN MONEY UK PLC

ARBN 609 948 281

Need assistance?

Phone: 1800 764 308 (within Australia) +61 3 9415 4142 (outside Australia)

Online: www.investorcentre.com/contact

YOUR VOTE IS IMPORTANT

For your vote to be effective it must be received by 8:00pm (AEDT) on Wednesday 28 February 2024.

CDI Voting Instruction Form - Annual General Meeting to be held on Friday 1 March 2024

Exercising your voting rights - choose one option

Option A: I/We don't want to attend the meeting and vote; I/We would like CHESS Depositary Nominees Pty Limited (CDN) to vote on my behalf.

• If you would like to appoint CDN to vote on your behalf at the meeting please:
• a) insert an 'X' in the box at 'Option A';
• b) mark how you wish CDN to vote (by marking the 'For', 'Against' or 'Vote Withheld' box for each resolution); and
• c) sign and return the form per the instructions.

Option B: I/We want CDN to appoint myself or another person as its proxy.

If you would like CDN to appoint you, the Chair of the Meeting or another person to act as a proxy please insert an 'X' in the box at 'Option B' and insert your name or the name of the person you wish to appoint in the box below. However, if you wish to appoint the Chair of the Meeting please leave this box blank.

You can direct the appointed proxy how to vote (by marking the 'For', 'Against' or 'Vote Withheld' box for each resolution).

Once you have completed the form, sign and return it per the instructions.

It's worth highlighting that if you appoint the Chair as proxy but do not direct them on how to vote, their current intention (at the date this form is printed) is to vote in favour of each of the proposed resolutions but there is the possibility that this may change in exceptional circumstances.

Section C - Voting Directions

Whether voting yourself or directing a CDN or proxy to vote on your behalf, please mark the 'For', 'Against' or 'Vote Withheld' box for each resolution with an 'X'.

Don't wish to vote on certain resolutions? Simply choose the "Vote Withheld" option on the form. But remember, this is not a vote in law and will not be counted in the calculation of votes "For" and "Against" a resolution.

Signing Instructions for mail Submissions

Individual: for CDIs held in one name, the holder should sign the first box Joint Holders: for CDIs held in more than one name, the holders should sign the relevant number of boxes

Power of Attorney: if you are signing as an attorney, sign the first box and attach a certified copy of the Power of Attorney to this form if this has not already been lodged with the registry. Companies: if you are signing as a sole director and you are also the sole company secretary sign the first box. If the company does not have a company secretary a sole director can sign the first box alone. For all other companies the form must be signed by a director together with either another director or a company secretary in the second and third boxes, updating the title for box three as appropriate.

Capitalised terms used in this form have the meaning giving to them in the Virgin Money UK PLC Notice of Annual General Meeting.

Lodge your voting instruction: XX

Online:

Lodge your voting instruction online at www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.

Your secure access information is

SRN/HIN: I9999999999 Control Number: 999999 PIN: 99999

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne VIC 3001 Australia

By Fax:

1800 783 447 within Australia or +61 3 9473 2555 outside Australia

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

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	MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030 CDI Voting Instruction Form			Change of address. If your address is incorrect, mark this box and make the correction in the space to the left. CDI holders sponsored by a broker (reference number commences with 'X') should advise their broker of any changes. Please mark	 I 9999999999 to indicate your directions		I	N D
	I/We, being a CDI holder, hereby instruct CHESS Depositary Nominees Pty Limited (CDN) as follows (please mark the boxes below in accordance with the instructions on the front of this form):							XX
	Option A B Option		To appoint the Chair of the Meeting or the person named below as its proxy
	To vote on my/our behalf on OR the resolutions in accordance with the directions below
	for/at the Annual General Meeting ('the Meeting') of Virgin Money UK PLC ('the Company') to be held on Friday 1 March 2024 at 9.00am (GMT) and at any adjournment of the Meeting. CDN will instruct its proxy (if applicable) to vote on the resolutions proposed at the Meeting in accordance with the following directions. Where no direction is given, the proxy may (to the extent they are permitted to attend the Meeting) vote as they see fit or abstain in relation to the proposed resolution. In addition, the proxy can vote as they see fit, or abstain, on any other business of the Meeting, including amendments to resolutions, and at any adjournment of the Meeting. If you do not select an option above, and this CDI Voting Instruction Form has been validly signed, then you will be deemed to have marked Option B and instructed CDN to appoint the Chair of the Meeting as its proxy.
C	Voting directions - please mark 'X' to indicate your directions		Vote					Vote
	Ordinary Resolutions	For	Against Withheld	Special Resolutions		For	Against	Withheld
1	To receive the reports of the Directors and auditors and the audited financial statements of the Company for the year ended 30 September 2023.			16 To authorise the Directors to disapply statutory pre-emption rights in respect of 5% of the Company's issued share capital.
2	To approve the Directors' remuneration report as set out in the Company's Annual Report and Accounts for the year ended 30 September 2023, as supplemented by			17 To authorise the Directors to disapply statutory pre-emption rights in respect of an additional 5% of the Company's issued share capital.
3	the note to resolution 2 in the Notice of AGM. final dividend of 2p per ordinary share in the To declare a			Ordinary Resolution
	Company in respect of the year ended 30 September 2023.			18 To authorise the Directors to allot equity securities in connection with AT1 Securities.
4	To re-elect Clifford Abrahams as a Director of the Company.			Special Resolutions
5	To re-elect David Bennett as a Director of the Company.			19 To authorise the Directors to disapply statutory pre-emption rights in respect of any issue of further AT1 Securities.
6	To elect Lucinda Charles-Jones as a Director of the Company.			20 To permit the Company to purchase its own shares.
7	To re-elect David Duffy as a Director of the Company.			21 To permit the Company to enter into a contingent Global Markets Australia Pty Limited (Citi) for the	purchase contract between the Company and Citigroup

purchase by Citi, at the direction of the Company, of

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CHESS Depositary Interests (CDIs). 22 To permit the Company to enter into a contingent purchase contract between the Company and Goldman

9	To re-elect Elena Novokreshchenova as a Director of the Company.					Sachs International (Goldman Sachs) for the purchase by Goldman Sachs, at the direction of the Company, of CHESS Depositary Interests (CDIs).
	10 To re-elect Darren Pope as a Director of the Company.					23 To permit the Company to enter into a contingent purchase contract between the Company and J.P. Morgan Securities Australia Limited (J.P. Morgan) for the purchase by J.P. Morgan, at
	11 To re-elect Tim Wade as a Director of the Company.					the direction of the Company, of CHESS Depositary Interests (CDIs).
	12 To re-elect Sara Weller CBE as a Director of the Company.					24 To permit the Company to enter into a contingent purchase contract between the Company and Morgan Stanley Australia Securities Limited (Morgan Stanley) for the purchase by Morgan Stanley, at the direction of
	13 To appoint PricewaterhouseCoopers LLP as auditors of			the Company, of CHESS Depositary Interests (CDIs).
	the Company.					25 To permit the Company to enter into a contingent purchase contract between the Company and UBS
	14 To authorise the Audit Committee to determine the remuneration of the auditors.					AG London Branch (UBS) for the purchase by UBS, at the direction of the Company, of CHESS Depositary Interests (CDIs).
	15 To authorise the Directors to allot shares.				Ordinary Resolution
						26 To authorise the Company to make political donations and incur political expenditure.

8 To re-elect Geeta Gopalan as a Director of

the Company.

SIGN Signatures - please sign in the boxes below This section must be completed. Individual or first CDI holder Sole director and sole company secretary CDI holder 2 Director CDI holder 3 Director/company secretary Contact Name Contact Daytime Telephone Date / / V U K 3 0 4 9 0 3 A