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Form of Proxy

HEADLAM GROUP PLC

Notes

No. Proposition For Against Abstain
1

TO RECEIVE THE COMPANY'S 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 APPROVE THE DIRECTORS' REMUNERATION POLICY FOR THE YEAR ENDED 31 DECEMBER 2025

4

TO ELECT ROB BARCLAY AS A DIRECTOR OF THE COMPANY

5

TO ELECT RICHARD JONES AS A DIRECTOR OF THE COMPANY

6

TO ELECT NICK KELSALL AS A DIRECTOR OF THE COMPANY

7

TO ELECT WILF WALSH AS A DIRECTOR OF THE COMPANY

8

TO RE-ELECT STEPHEN BIRD AS A DIRECTOR OF THE COMPANY

9

TO RE-ELECT JEMIMA BIRD AS A DIRECTOR OF THE COMPANY

10

TO RE-ELECT KAREN HUBBARD AS A DIRECTOR OF THE COMPANY

11

TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE AUDITOR OF THE COMPANY, TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING

12

TO AUTHORISE THE DIRECTORS TO DETERMINE THE AUDITOR'S REMUNERATION

13

THAT THE DIRECTORS BE AUTHORISED TO ALLOT SHARES IN THE COMPANY AND TO GRANT RIGHTS TO SUBSCRIBE FOR OR CONVERT ANY SECURITY INTO SHARES

14

THAT, SUBJECT TO RESOLUTION 13, THE DIRECTORS BE EMPOWERED TO ALLOT EQUITY SECURITIES FOR CASH AS IF SECTION 561 OF THE ACT DID NOT APPLY

15

THAT, SUBJECT TO RESOLUTION 13 AND RESOLUTION 14, THE DIRECTORS BE EMPOWERED TO ALLOT EQUITY SECURITIES FOR CASH AS IF SECTION 561 OF THE ACT DID NOT APPLY

16

THAT THE COMPANY BE AUTHORISED TO MAKE MARKET PURCHASES OF ORDINARY SHARES OF 5 PENCE EACH IN THE CAPITAL OF THE COMPANY

17

THAT THE COMPANY BE AUTHORISED TO HOLD GENERAL MEETINGS (OTHER THAN ANNUAL GENERAL MEETINGS) ON NOT LESS THAN 14 CLEAR DAYS' NOTICE