Renishaw plc (the "Company")

2023 Annual General Meeting - Voting Results Update Statement

The Board has continued to consider the votes against resolutions 5, the re-election of Sir David McMurtry (31.26%) and 6, the re-election of John Deer (28.48%) (together, the "Founders") at the 2023 AGM held in November.

Following the 2023 AGM, Sir David Grant, Senior Independent Director, invited our largest institutional shareholders who voted against the resolutions (together holding 49.74%* of the independent shares and 23.45% of total issued share capital) and those proxy advisory firms who recommended voting against, to discuss their concerns. The Board was pleased to see that the response rate to this year's invitation was much higher than last year. Out of these responses, five institutional investors requested a meeting, all of which were held in March and April 2024. In addition to the absence of a relationship agreement between the Founders and the Company, the meetings focused on a range of topics including governance, business and strategy, and approach to ESG. Key issues raised related to board composition, diversity and succession planning. The feedback received will be reported to the Board by the Senior Independent Director for consideration.

The Nomination Committee continues to monitor, and is supportive of, the current structure of the Board, believing that it provides the Company with access to significant strategic vision, commercial experience in addition to operational and international expertise. It maintains a Board skills matrix which is used to assess the skills and experience on the Board from which action will be taken where it feels additional skills are required to properly support the strategic objectives of the business.

The Board is supportive of shareholder engagement and continues to make itself available to shareholders on request, to understand their views on these and any other significant matters. The Board is also available at each AGM at which shareholders have the opportunity to ask questions in advance of meetings, as well as take part in a question and answer session on the day. Our annual Capital Markets Day provides a further opportunity for investors to engage with the Board. In addition, as part of the Company's results webcasts, Q&A sessions continue to be held with executive Board members, most recently the Company's half-year results event which was attended by the Chief Executive and Group Finance Director.

Karen Atterbury

Interim Company Secretary

16 May 2024

* Based on holdings as at 8 January 2024 obtained from a shareholder register analysis provided by the Company's corporate broker.