4 April 2025

Rolls-Royce Holdings plc (the Company)

Notice of 2025 Annual General Meeting - correction to Resolution 21

Further to the Company's announcement on 6 March 2025 regarding the publication of its Notice of Annual General Meeting (AGM), it has come to the Company's attention that the Notice of AGM published on the Company's website on 6 March 2025 and posted to shareholders on 20 March 2025 contained certain typographical errors.

Resolution 21 refers to the capitalisation of an amount standing to the credit of the Company's merger reserve, with the amount so capitalised to be applied in paying up in full at par one new deferred share having a nominal value equal to the value of the capitalised sum. The amount capitalised and nominal value shown in Resolution 21(a) should be £6,962,405,723.98, not £6,962,405.72 as previously published. Resolution 21 will be proposed at the AGM, following this amendment, with the correct amount capitalised and nominal value of £6,962,405,723.98.

Resolution 24 cross-refers to Resolution 21 and to the "Capital Reduction Share" paid up pursuant to the capitalisation undertaken in accordance with Resolution 21. Therefore, Resolution 24 will be read and proposed at the AGM with reference to Resolution 21 as amended.

In addition, the explanatory notes to the Notice of AGM in relation to Resolutions 21 and 24 contained related typographical errors which have been corrected in the amended Notice of AGM.

A copy of the amended Notice of AGM, including the amended text of Resolution 21, is available to view on the Company's website, www.rolls-royce.com and will be submitted to the National Storage Mechanism for inspection at data.fca.org.uk/#/nsm/nationalstoragemechanism.

The AGM will be held at 11.00am on Thursday, 1 May 2025 at the Rolls-Royce Learning and Development Centre, Wilmore Road, Derby, DE24 9BD.

For further information, please contact:

Investors:

Jeremy Bragg

Head of Investor Relations, Rolls-Royce plc

Tel +44 (0) 7795 840875

Jeremy.Bragg@Rolls-Royce.com

Media:

Richard Wray

Director of External Communications & Brand, Rolls-Royce plc

Tel +44 (0) 7810 850055

Richard.Wray@Rolls-Royce.com

Rolls-Royce Holdings plc LEI: 213800EC7997ZBLZJH6