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Circular and Notice of General Meeting

NEXT plc announced a proposal to return £421.28 million net to shareholders via a B Share Scheme, offering 360 pence per B Share, which is considered a more effective method than a special dividend for both retail and institutional investors. This return of capital is subject to shareholder approval at a general meeting scheduled for January 15, 2026, with B Shares expected to be issued and redeemed shortly thereafter, and payments to shareholders anticipated by January 28, 2026. Disclaimer*

articleNext PlcDecember 19, 20255/company/next-plc/news/circular-and-notice-of-general-meeting-5
Circular and Notice of General Meeting

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[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.\n19 December 2025\nNEXT plc (the \"Company\" or \"NEXT\")\nReturn of capital to shareholders by way of B Share Scheme\nIn line with our long-standing objective of returning surplus cash1 to shareholders, we are pleased to announce a proposal to return £421.28 million net2 to shareholders by way of a B Share Scheme of 360 pence per B Share.\nWe have spent time considering a number of potential methods for returning capital to shareholders and have concluded that a B Share Scheme would be the most effective method for doing so, rather than a special dividend. In reaching this conclusion, the Board considered in particular the position of both retail and institutional shareholders and the benefits of completing a capital return within a reasonable timescale.\nThe B Share Scheme is subject to the approval of shareholders and, accordingly, an explanatory circular regarding the B Share Scheme, containing a notice of general meeting (the \"Circular\"), has been published by the Company today and can be found on NEXT's website at www.nextplc.co.uk.\nThe Company's general meeting to approve the B Share Scheme and associated resolutions regarding the share capital of the Company and certain amendments to its articles of association will be held at 9:00am on Thursday 15 January 2026 at Leicester Marriott Hotel.\nIt is expected that the timetable will be as follows:\n\n\n\n\nPublication and posting of the Circular and notice of general meeting\n\n\n\n\n\nFriday 19 December 2025\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\nLatest time and date for receipt of forms of proxy and CREST proxy instructions for the general meeting\n\n\n\n\n\n9:00am on Tuesday 13 January 2026\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\nGeneral meeting\n\n\n\n\n\n9:00am on Thursday 15 January 2026\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\nRecord time\n\n\n\n\n\n6:00pm on Thursday 15 January 2026\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\nB Shares issued equal to the number of ordinary shares at the record time\n\n\n\n\n\nThursday 15 January 2026, following the Record time\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\nOrdinary shares marked ex-entitlement to B Shares\n \n\n\n\n\n\n8:00am on Friday 16 January 2026\n\n\n\n\nRedemption...

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