Result of AGM

About this update from Babcock International Group Plc

25 September 2025   Results of the 2025 Annual General Meeting   Babcock International Group PLC ("Babcock" or the "Company") confirms that shareholders duly passed all resolutions proposed at its Annual General Meeting on 25 September 2025 (the "AGM"). Each resolution was put to a poll.   In accordance with Listing Rule 9.6.2, Babcock will submit a copy of all resolutions passed, other than ordinary business, to the Financial Conduct Authority.  Shareholders can access the resolutions at:   https://data.fca.org.uk/#/nsm/nationalstoragemechanism .   The AGM Voting Results are as follows:   Resolution Total Votes For % Total Votes Against % Total Votes Cast Votes Withheld 1. To receive the audited financial statements 346,125,299 99.99 20,109 0.01 346,145,408 703,646 2. To approve Directors' remuneration policy 231,644,685 67.65 110,755,325 32.35 342,400,010 4,449,044 3. To approve Directors' remuneration report 341,354,485 98.43 5,441,821 1.57 346,796,306 52,748 4. To declare the final dividend 346,492,986 99.91 321,680 0.09 346,814,666 34,388 5. To reappoint Dame Ruth Cairnie DBE 322,764,560 93.07 24,039,647 6.93 346,804,207 44,846 6. To reappoint Carl- Peter Forster 321,372,575 92.67 25,430,723 7.33 346,803,298 45,756 7. To reappoint The Right Honourable The Lord Parker of Minsmere, GCVO, KCB 342,818,388 98.85 3,983,239 1.15 346,801,627 47,426 8. To reappoint John Ramsay 329,062,858 94.88 17,739,255 5.12 346,802,113 46,941 9. To reappoint Jane Moriarty 330,568,775 95.32 16,235,678 4.68 346,804,453 44,601 10. To reappoint Sir Kevin Smith CBE 341,895,127 98.58 4,909,700 1.42 346,804,827 44,226 11. To reappoint Dr Claudia Natanson MBE 341,578,785 98.50 5,218,897 1.50 346,797,682 51,371 12. To reappoint David Lockwood OBE 346,746,522 99.98 65,972 0.02 346,812,494 36,560 13. To reappoint David Mellors 344,338,542 99.29 2,464,144 0.71 346,802,686 46,368 14. To reappoint Forvis Mazars LLP as independent auditor 346,709,552 99.97 92,029 0.03 346,801,581 47,473 15. To authorise the Audit Committee to set the remuneration of the auditor 346,733,801 99.98 76,115 0.02 346,809,916 39,138 16. To give limited political donations 339,080,044 97.77 7,724,924 2.23 346,804,968 44,086   17. To authorise the Directors to allot shares 341,811,584 98.56 4,982,073 1.44 346,793,657 52,042 18. To amend Babcock's Performance Share Plan 230,619,696 67.36 111,751,235 32.64 342,370,931 4,474,768 19. To disapply pre- emption rights 309,274,062  89.18 37,520,274 10.82 346,794,336 54,718 20. To authorise the purchase by Babcock of its own shares 344,559,753 99.68 1,090,547 0.32 345,650,300 1,196,754 21. To give notice of General Meetings 341,965,730   98.60 4,841,568 1.40 346,807,298 41,756   Babcock's Babcock's     Issued voting share capital 2025 AGM   502,552,576 2024 AGM   505,596,597 Total votes cast and votes withheld as a % of issued share capital 69.02% 75.20%     Following the completion of the counting of the votes, Babcock thanks its shareholders for their support of all the resolutions proposed and is grateful that shareholders passed all resolutions with the requisite majority of votes.   Resolution 2 (to approve certain changes to Babcock's remuneration policy (the "Policy") and resolution 18 (to amend the rules of the Performance Share Plan ("PSP") to implement Babcock's new remuneration policy) (the "Resolutions") were both ordinary resolutions requiring approval of at least 50% of those shareholders that voted.  They received 67.65 % and 67.36 % respectively.    However, at this time, following further consideration, the Committee decided with the support of the Board and the Executive Directors to make the FY26 bonus and PSP awards in line with the policy as the Committee applied it in FY25.  This means that the bonus opportunity will be 150% of salary (with 40% of any bonus earned to be deferred on a mandatory basis for three years) and a PSP award opportunity of 250% of salary for the CEO and 200% of salary for the CFO.  The TSR kicker will not apply to the FY26 PSP award.    For future years, the Committee will consult with shareholders prior to making any decision to implement the changes under the new policy.   Jack Borrett Company Secretary Babcock International Group PLC

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