TRANSACTION IN OWN SECURITIES- TOTAL VOTING RIGHTS

12 March 2021

VODAFONE GROUP PLC

TRANSACTION IN OWN SECURITIES - TOTAL VOTING RIGHTS AND CAPITAL

In March 2019, Vodafone Group Plc ('Vodafone') issued a two-tranche mandatory convertible bond ('MCB'), the first tranche of which (£1,720,000,000 1.20 per cent. Subordinated Mandatory Convertible Bonds; ISIN XS1960588850) matured on Friday, 12 March 2021 (the "Bonds"). All conversions were satisfied by Vodafone transferring treasury shares.

In conformity with Listing Rule 12.6.4R, Disclosure Guidance and Transparency Rule 5.5.1R and Disclosure Guidance and Transparency Rule 5.6.1R, Vodafone hereby notifies the market of the following details of the transfer of treasury shares:

Following this transfer, Vodafone's issued share capital consists of 28,816,831,728 ordinary shares of US$0.20 ²⁰/₂₁ of which 553,421,025 ordinary shares are held in treasury.

Therefore, the number of ordinary shares excluding those held in treasury, and the total number of voting rights in Vodafone, is 28,263,410,703. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Vodafone under the FCA's Disclosure Guidance and Transparency Rules.

Following the Transaction, the percentage of voting rights attributable to the ordinary shares Vodafone holds in treasury is 1.96 per cent.

This announcement does not constitute, or form part of, an offer or any solicitation of an offer for securities in any jurisdiction.