London Stock Exchange : AGM 2026 Resolutions

‌COMPANY LIMITED BY SHARES

‌The following resolutions were passed at the Annual General Meeting of London Stock Exchange Group plc (the “Company”) held on 23 April 2026

‌Ordinary Resolution RESOLUTION 17‌

1. That the Directors be generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 to:

   1. allot shares in the Company, and to grant rights to subscribe for or to convert any security into shares in the Company:

      1. up to an aggregate nominal amount of £11,591,365; and

      2. comprising equity securities (as defined in the Companies Act 2006) up to an aggregate nominal amount of £23,182,730 (including within such limit any shares issued or rights granted under paragraph (A) above) in connection with an offer:

         1. to holders of ordinary shares in proportion (as nearly as may be practicable) to their existing holdings; and

         2. to people who are holders of other equity securities if this is required by the rights of those securities or, if the Directors consider it necessary, as permitted by the rights of those securities,

            and so 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,

            for a period expiring (unless previously unconditionally renewed, varied, or revoked by the Company pursuant to a resolution approved in general meeting) at the end of the next annual general meeting of the Company after the date on which this Resolution is passed or at the close of business on the date falling 15 months from the date of this Resolution (whichever is earlier); and

   2. make an offer or agreement which would or might require shares to be allotted, or rights to subscribe for or convert any security into shares to be granted, after expiry of this authority and the Directors may allot shares and grant rights in pursuance of that offer or agreement as if this authority had not expired;

2. that subject to paragraph (c), all existing authorities given to the Directors pursuant to section 551 of the Companies Act 2006 be revoked by this Resolution; and

3. that paragraph (b) shall be without prejudice to the continuing authority of the Directors to allot shares, or grant rights to subscribe for or convert any security into shares, pursuant to an offer or agreement made by the Company before the expiry of the authority pursuant to which such offer or agreement was made.

‌Special Resolutions RESOLUTION 19‌

That subject to the passing of Resolution 17 and in place of all existing powers the Directors be generally empowered pursuant to sections 570 and 573 of the Companies Act 2006 to allot equity securities (as defined in the Companies Act 2006) for cash, pursuant to the authority conferred by Resolution 17 as if section 561(1) of the Companies Act 2006 did not apply to the allotment. This power:

1. expires (unless previously unconditionally renewed, varied or revoked by the Company pursuant to a resolution approved in general meeting) at the end of the next annual general meeting of the Company after the date on which this Resolution is passed or 15 months from the date of this Resolution (whichever is earlier), but the Company may make an offer or agreement which would or might require equity securities to be allotted after expiry of this power and the Directors may allot equity securities in pursuance of that offer or agreement as if this power had not expired;

2. shall be limited to:

   1. the allotment of equity securities in connection with an offer of equity securities:

      1. to the holders of ordinary shares in proportion (as nearly as may be practicable) to their existing holdings; and

      2. to people who are holders of other equity securities, if this is required by the rights of those securities or, if the Directors consider it necessary, as permitted by the rights of those securities,

         except 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;

         (ii) in the case of the authority given under Resolution 17(a)(i)(A), the allotment of equity securities (otherwise than pursuant to paragraph (b)(i) above and paragraph (b)(iii) below) up to an aggregate nominal amount of £3,477,410; and

         (iii) when any allotment of equity securities is or has been made pursuant to paragraph (b)(ii) above, the allotment of additional equity securities up to an aggregate nominal amount equal to 20 per cent. of the nominal amount of that paragraph (b)(ii) allotment, provided that any allotment pursuant to this paragraph (b)(iii) is for the purposes of making a follow-on offer determined by the Directors to be of a kind contemplated by paragraph 3 of section 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of the notice of the meeting; and

3. applies in relation to a sale of shares which is an allotment of equity securities by virtue of section 560(3) of the Companies Act 2006 as if in the first paragraph of this Resolution the words “pursuant to the authority conferred by Resolution 17” were omitted.

RESOLUTION 20

That, subject to the passing of Resolution 17 and in addition to any power given to them pursuant to Resolution 19, the Directors be generally empowered pursuant to sections 570 and 573 of the Companies Act 2006 to allot equity securities (as defined in the Companies Act 2006) for cash, pursuant to the authority conferred by Resolution 17 as if section 561(1) of the Companies Act 2006 did not apply to the allotment. This power:

1. expires (unless previously unconditionally renewed, varied or revoked by the Company pursuant to a resolution approved in general meeting) at the end of the next annual general meeting of the Company after the date on which this Resolution is passed or 15 months from the date of this Resolution (whichever is earlier), but the Company may make an offer or agreement which would or might require equity securities to be allotted after expiry of this power and the Directors may allot equity securities in pursuance of that offer or agreement as if this power had not expired;

2. may only be exercised pursuant to the authority granted under Resolution 17(a)(i)(A), and shall be limited to:

   1. the allotment of equity securities up to an aggregate nominal amount of £3,477,410 and provided that the allotment is for the purposes of financing (or refinancing, if the power is used within 12 months of 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 the Notice of AGM; and

   2. when any allotment of equity securities is or has been made pursuant to paragraph (b)(i) (a “paragraph (b)(i) allotment”), the allotment of additional equity securities up to an aggregate

      nominal amount equal to 20 per cent. of the nominal amount of that paragraph (b)(i) allotment, provided that any allotment pursuant to this paragraph (b)(ii) is for the purposes of making a follow-on offer determined by the Directors to be of a kind contemplated by paragraph 3 of section 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of the notice of the meeting; and

3. applies in relation to a sale of shares which is an allotment of equity securities by virtue of section 560(3) of the Companies Act 2006 as if in the first paragraph of this Resolution the words “pursuant to the authority conferred by Resolution 17” were omitted.

‌RESOLUTION 21

That the Company be and is hereby generally and unconditionally authorised to make market purchases (within the meaning of section 693(4) of the Companies Act 2006) of its own ordinary shares of 679/86 pence each in the capital of the Company, provided that:

1. the maximum number of ordinary shares authorised to be purchased is 50,261,718;

2. the minimum price which may be paid for an ordinary share shall not be less than the nominal value of the ordinary shares at the time of purchase (which amount shall be exclusive of expenses);

3. the maximum price which may be paid for an ordinary share is, in respect of an ordinary share contracted to be purchased on any day, the higher of:

   1. an amount (exclusive of expenses) equal to 105 per cent. of the average of the mid-market quotations for an ordinary share of the Company as derived from the Daily Official List of the London Stock Exchange for the five business days immediately preceding the day on which the ordinary share is contracted to be purchased; and

   2. an amount (exclusive of expenses) equal to the higher of the price of the last independent trade of an ordinary share and the highest current independent bid for an ordinary share on the trading venue where the purchase is carried out;

4. the authority hereby conferred shall expire at the conclusion of the next annual general meeting of the Company following the passing of this Resolution or 18 months from the date of this Resolution (whichever is earlier), unless such authority is unconditionally renewed pursuant to a resolution taking effect prior to such time; and

5. the Company may conclude a contract to purchase ordinary shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after such expiry and may make a purchase of ordinary shares in pursuance of any such contract as if the authority hereby conferred had not expired.

‌RESOLUTION 22

That a general meeting of the Company other than an annual general meeting may be called on not less than 14 clear days’ notice.

‌RESOLUTION 23

That:

1. notwithstanding anything contained in the articles of association of the Company:

   1. the amount standing to the credit of the merger relief reserve of the Company as at the date of capitalisation, or such lower amount as the Directors may resolve (such amount, the “Capitalisation Amount“), be capitalised and applied in paying up in full at par one B ordinary share having a nominal value equal to the Capitalisation Amount (the “Capital Reduction Share“); and

   2. the Directors be authorised for the purposes of section 551 of the Companies Act 2006, to allot and issue the Capital Reduction Share to such person as the Directors may elect, with such person’s agreement, upon terms that it is paid up in full by such capitalisation,

      and such authority shall for the purposes of section 551 of the Companies Act 2006 expire at the conclusion of the next annual general meeting of the Company following the passing of this

      Resolution or 15 months from the date of this Resolution (whichever is earlier), unless such authority is unconditionally renewed pursuant to a resolution taking effect prior to such time; and

2. the Capital Reduction Share shall have the following rights and restrictions:

   1. it shall not be redeemable;

   2. its holder shall have no right to receive any dividends or other distributions whether of capital or income;

   3. its holder shall have no right to receive notice of, or to attend, speak or vote, either in person or by proxy, at any general meeting of the Company;

   4. its holder shall, on a return of capital on a liquidation, but not otherwise, be entitled to receive the sum of, in aggregate, £0.01, but only after the holder of each ordinary share or other class of share in the Company has received the amount paid up or credited as paid up on such a share, and its holder shall not be entitled to any further participation in the assets or profits of the Company;

   5. it shall not be transferable (other than by way of gift to the Company or any person the Company determines) save that the Company shall have irrevocable authority from its holder to at any time do all or any of the following without the prior approval of such holder:

      1. to appoint any person to execute on behalf of its holder a transfer and/or an agreement to transfer it to any person the Company determines without making any payment to its holder;

      2. in accordance with the provisions of the Companies Act 2006, to reduce its capital by cancelling the Capital Reduction Share without making any payment to its holder; and

      3. pending such a transfer and/or cancellation to retain the certificate, if any, in respect of the Capital Reduction Share; and

   6. a reduction by the Company of the capital paid up or credited as paid up on the Capital Reduction Share, the cancellation of the Capital Reduction Share, and/or the creation or issue of further shares in the capital of the Company ranking in priority for payment of a dividend or in respect of capital or which confer on the holders voting rights more favourable than those conferred by the Capital Reduction Share will be deemed as being in accordance with the rights attaching to the Capital Reduction Share and will not involve a variation of such rights for any purpose.

‌RESOLUTION 24

That:

1. subject to the passing of Resolution 23, the allotment and issuance of the Capital Reduction Share and confirmation of the Court, the Capital Reduction Share created, allotted and issued pursuant to Resolution 23 be cancelled;

2. subject to the confirmation of the Court, the amount standing to the credit of the Company’s share premium account be cancelled; and

3. subject to the cancellation of the Capital Reduction Share and the amount standing to the credit of the Company’s share premium account becoming effective, the amounts of such reductions be credited to the retained earnings reserve of the Company.

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LSEG – London Stock Exchange Group plc published this content on April 23, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 23, 2026 at 14:55 UTC.