Result of AGM

LEI: 213800ZBKL9BHSL2K459

9 May 2024

OSB GROUP PLC

(the ‘Company’)

Results of Annual General Meeting (AGM)

Results of AGM

Results of the proxy voting for the 2024 AGM held on Thursday, 9 May 2024.

All resolutions were passed by the requisite majority on a poll; resolutions 1 to 16 as ordinary resolutions and resolutions 17 to 21 as special resolutions.

The following proxy votes were cast in respect of the AGM resolutions:

Ordinary Resolutions		Total votes For	%	Total votes Against	%	Total votes cast	% of issued share capital	Votes withheld
1	To receive the Annual Report and Accounts	317,125,159	99.99%	37,600	0.01%	317,162,759	81.29	1,278,453
2	To approve the Remuneration Report	294,633,422	94.22%	18,062,700	5.78%	312,696,122	80.15	5,745,090
3	To approve the Remuneration Policy	301,192,571	98.01%	6,100,599	1.99%	307,293,170	78.76	11,148,042
4	To declare a final dividend	318,408,966	99.99%	27,141	0.01%	318,436,107	81.62	5,105
5	To re-elect Elizabeth Noël Harwerth	318,266,149	99.95%	166,869	0.05%	318,433,018	81.62	8,194
6	To re-elect Sarah Hedger	318,242,901	99.94%	189,383	0.06%	318,432,284	81.62	8,928
7	To re-elect Rajan Kapoor	318,280,849	99.95%	152,169	0.05%	318,433,018	81.62	8,194
8	To re-elect Simon Walker	318,280,375	99.95%	152,154	0.05%	318,432,529	81.62	8,683
9	To re-elect Kal Atwal	315,101,958	99.27%	2,324,487	0.73%	317,426,445	81.36	1,014,767
10	To re-elect David Weymouth	317,625,157	99.75%	808,105	0.25%	318,433,262	81.62	7,950
11	To re-elect Andrew Golding	318,266,418	99.95%	166,844	0.05%	318,433,262	81.62	7,950
12	To re-appoint Deloitte LLP as Auditor	317,383,245	99.98%	63,136	0.02%	317,446,381	81.36	994,831
13	To give authority to the Group Audit Committee to agree the Auditor’s remuneration	318,371,255	99.98%	62,659	0.02%	318,433,914	81.62	7,298
14	To give authority to make political donations	317,009,014	99.55%	1,425,632	0.45%	318,434,646	81.62	6,565
15	To give authority to allot shares (general authority)	306,204,915	96.16%	12,227,810	3.84%	318,432,725	81.62	8,487
16	To give authority to allot shares (in relation to Regulatory Capital Convertible Instruments)	317,224,295	99.62%	1,207,044	0.38%	318,431,339	81.62	9,873
Special Resolutions
17	To give authority to disapply pre-emption rights (general authority)	318,350,752	99.97%	82,843	0.03%	318,433,595	81.62	7,617
18	To give authority to disapply pre-emption rights (acquisitions or specified capital investments)	317,343,161	99.66%	1,090,433	0.34%	318,433,594	81.62	7,618
19	To give authority to disapply pre-emption rights (in relation to Regulatory Capital Convertible Instruments)	315,773,856	99.17%	2,651,738	0.83%	318,425,594	81.62	15,618
20	To give authority to re-purchase own shares	316,468,279	99.67%	1,038,739	0.33%	317,507,018	81.38	934,194
21	To authorise the convening of a general meeting other than an AGM on not less than 14 clear days’ notice	307,472,000	96.56%	10,960,581	3.44%	318,432,581	81.62	8,631

NOTES:
1. ‘Total Votes For’ include votes recorded as at the discretion of the appointed proxy.
2. The ‘vote withheld’ option was provided to enable shareholders to refrain from voting on any particular resolution. A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote ‘For’ and ‘Against’ a resolution.
3. The issued share capital of the Company as at close of business on the 7^th May 2024 was 390,152,961.
4. The full text of the resolutions, along with explanatory notes, is detailed in the Notice of Meeting which can be found on the Company’s website https://www.osb.co.uk/investors/shareholder-services/agm-information/.

In accordance with Listing Rule 9.6.2, copies of the resolutions that do not constitute ordinary business at the AGM have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Board Changes

April Talintyre retired at the conclusion of the AGM.

Enquiries:

OSB GROUP PLC

Jason Elphick

Group General Counsel and Company Secretary

t: 01634 835 796

Investor relations

Email: osbrelations@osb.co.uk                                 t: 01634 838 973

Brunswick Group

Robin Wrench/Simone Selzer

t: 020 7404 5959

Notes to Editors

About OSB GROUP PLC

OSB began trading as a bank on 1 February 2011 and was admitted to the main market of the London Stock Exchange in June 2014 (OSB.L). OSB joined the FTSE 250 index in June 2015. On 4 October 2019, OSB acquired Charter Court Financial Services Group plc and its subsidiary businesses. On 30 November 2020, OSB GROUP PLC became the listed entity and holding company for the OSB Group. The Group provides specialist lending and retail savings and is authorised by the Prudential Regulation Authority, part of the Bank of England, and regulated by the Financial Conduct Authority and Prudential Regulation Authority. The Group reports under two segments, OneSavings Bank and Charter Court Financial Services.