Like many other companies, Rolls-Royce is divided into shares. Each share is a part of the business's total value, so anyone who owns a share owns part of our organisation and is entitled to benefit from our future profits. Someone who owns a share is called a shareholder.

Share price risk: there is a risk that Share price may fall or rise in value. This means there is a risk that the value you get back when you sell your shares may be less than the value that you invest. Many things impact the price of shares, including the external market and business performance. More information in relation to the Company, including its Share price, can be found at https://www.rolls-royce.com/investors/investor-centre/share-price.aspx.

Currency risk and delays: if you are not paid in British Pounds then the value of the Shares to you may also be affected by movements in the exchange rate. There may also be an exchange rate risk in relation to any Plan-related currency that is not the currency of your jurisdiction. See section 6 for more details relating to exchange rate risk.

In deciding how much to invest in Your Shares: Matched you need to consider how much you can afford; your appetite to risk (see question 2.2 – what are the risks of investment in Rolls-Royce), and whether you want to invest more than the matching limit of £50/month.

Owning part of Rolls-Royce means you can:

• Receive a portion of any profits Rolls-Royce pays to its shareholders as dividends.
• Have the right to vote on key company decisions at our General Meetings.

The value of Rolls-Royce shares is decided by the stock market and how many people want to buy or sell our shares at any time. Our share price can go up or down based on various internal and external factors, including:

• Company performance and expectations of future profits.
• What's going on in the industries in which we operate.
• Market conditions.
• The global economy.

It's normal to see small variations in share prices throughout the day, and sometimes larger variations over time.

When we make a profit, some of that profit may be paid out to our shareholders – this is called a dividend. If a decision is taken to make dividend payments, all shareholders – including our colleagues with shares – are entitled to a part of these profits.

If Rolls-Royce decides to issue dividends you'll be eligible for these straight away on any investment shares that you've bought. However, you'll only receive dividends on the matching shares once they unlock. Any dividends received for Your Shares: Matched will automatically be reinvested into ordinary shares, which you'll be able to see in your shares account and which will be unlocked from the outset. This conversion process is managed on your behalf, so no action is needed by you – see questions (2.8 How will dividends work under Your Shares: Matched?) and (2.9 How much will I earn in dividends?) for more details.

Depending on your jurisdiction dividends may be taxable, and settling this tax will be your responsibility. See the tax guide under the 'Resources' section for more information. For more information about how Rolls-Royce makes distributions to shareholders visit Payments to shareholders.

Anyone who owns a Rolls-Royce share can vote at shareholder meetings on important company matters, such as company policy and key decisions as to how the organisation is governed. This includes colleagues who own at least one share. Each share gives one vote, so the more shares you have, the more votes you have.

You'll be able to vote using your investment shares as soon as you have purchased them, but will only be able to vote using the matched shares once they unlock. We'll let you know when there's a vote that you can take part in.

If Rolls-Royce decide to make a dividend payment you'll be eligible to receive this on any of your investment shares under Your Shares: Matched. You'll only be eligible to receive dividends on matching shares once they have unlocked.

For any eligible shares, the cash dividend will be reinvested into ordinary Rolls-Royce shares and added to your account. Any remaining funds will be carried forward to the next dividend payment, and used to purchase shares at this point.

An example of the dividend reinvestment process is below:

• Rolls-Royce announce that they are making dividends, and are paying 0.06 GBP for each ordinary share held
• You hold 500 investment shares and 500 unlocked matched shares in Your Shares: Matched, i.e. 1,000 shares which are eligible for dividend payments
• The value of the dividend payment is 0.06 GBP x 1000 = 60 GBP
• The 60 GBP is then reinvested into ordinary shares. If the share price at the time is 7.60 GBP then 7 ordinary shares, costing 53.20 GBP, are purchased and added to your account
• The remaining 6.80 GBP will be carried forward to the next issue dividend payment

How much of Rolls-Royce's profit you receive depends on many factors, including:

1. Whether we can and choose to pay dividends
2. How much the dividend is (per share)
3. How many investment shares and unlocked matched Rolls-Royce shares you own

Dividend Shares will be worth the same per share as any other Rolls-Royce ordinary shares you may own. Once they appear in your personal account, you can sell or transfer them.

If you're an insider on a Rolls-Royce restricted or closed list, the same restrictions apply to dividend shares as any other shares that you own – see question 3.8 (can I register to participate in Your Shares: Matched if I'm in an insider on a Rolls-Royce restricted or closed list) for more details.

See question 10.8 (How are dividends taxed?)

Your Shares: Matched will be rolled out to many of our global locations during 2025, starting with the Germany and the UK, followed by Canada and the US in Q3. If you are not in one of these countries look out for more details later in 2025.

Employees who are globally mobile are not eligible to join, and neither are contractors or agency workers.

There are some global differences in relation to temporary workers which are driven by local legislation as follows:

• If you're based in the US and are a temporary worker you aren't eligible
• If you're based in Germany and are a temporary intern, thesis-student or holiday worker you aren't eligible. Further details and exceptions can be found in the respective company agreement.

You can't participate in Your Shares: Matched if you:

• Don't meet the requirements – see question 3.1 for more details
• Aren't directly employed by Rolls-Royce – including external workers, contractors and agency staff.
• Work in a country where we can't operate Your Shares: Matched (see question 3.9. Which countries won't operate Your Shares: Matched for more details)

There are some global differences in relation to temporary workers which are driven by local legislation as follows:

• If you're based in the US and are a temporary worker you aren't eligible
• If you're based in Germany and are a temporary intern, thesis-student or holiday worker you aren't eligible. Further details and exceptions can be found in the respective company agreement.

Yes, and your minimum and maximum monthly investment amounts are the same as for all other employees.

Colleagues who are on international assignment are not eligible to participate in the plan. This is because the tax implications are complex and the cost of managing this will often outweigh the benefit of being in the plan.

You can contribute so long as you are receiving a salary via payroll. If your salary is sufficient for your investment (or at least partially), you will still participate in the plan.

No – so long as you meet the eligibility requirements you can participate in the plan.

Our specialist Share Plan Equiniti will contact you within a few weeks of joining to let you know how to access your account and how to join the plan.

Yes – if you're an Insider on Rolls-Royce's Restricted or closed list, you're still eligible to participate in Your Shares: Matched. However, you will need to make sure you seek permission to join the plan via Insidertrack, and also seek permission to sell any shares in the future. Once you participate in the plan you won't be able change your contribution or sell the shares, even after they unlock, if we're in a closed period and/or when you're in possession of inside information. You will be notified by the Governance Team if this applies to you. Please see our Inside Information and Share Dealing Policy on ourcode.rolls-royce.com and the Governance Team page on Engine Room here for more information.

Initially we are launching Your Shares: Matched in a small number of countries – Germany and the UK, followed by the US and Canada. The plan will then launch in a phased manner in most of our other locations. We'll communicate with you directly when we launch the plan in your location.

To avoid a complicated tax position, we are aiming to settle all of your locked Matching Shares and instead make a payment equivalent to the value of the shares before you leave Germany. Because the Matching Shares are free of tax in Germany, the payment will be grossed up (if appropriate and within the €2,000 limit) to cover any tax and social security liability. Any shares that you have purchased and any unlocked Matching Shares will remain in your account for you to sell or transfer whenever you choose.

Your Shares: Matched is an investment plan with a match, where you are able to buy shares (known as "investment shares") from your salary each month.

In Germany we are able to take advantage of some special tax rules, which means that so long as the combined value of investment shares and unlocked matching shares within one tax year does not exceed EUR 2,000:

• The matching shares when they unlock are free from tax and social security, and:
• Your investment into Your Shares: Matched is free from tax (you will still pay social security)

In 2025, the calculation of the EUR 2,000 limit also includes the unlocked shares from Your Shares: Gifted

The minimum monthly investment amount is 6 EUR per month. The investment amount will be converted to GBP to purchase shares. For every investment share you buy, Rolls-Royce will match this with a share (known as "matching shares"), up to a maximum investment of £50/month.

You can choose to invest more – up to a total of 100 EUR/month, but any shares purchased above £50 will not be matched – we are simply providing you with an easy way to buy Rolls-Royce shares. For example:

Example 1

Christine joins Your Shares: Matched and decides to invest 60€ each month

• The FX rate at the time is 0.85 GBP/€
• The 60€ is transferred into GBP – (60€ x 0.85) = £51
• The share price at the point of purchase is £5.50.
• Number of Investment shares purchased: 9 (£51 / £5.50)
• Because Christine invested £51, they receive 1 share for each Investment share purchased on the first £50.
• Number of Matching shares: 9
• Christine has a small balance remaining from purchasing Investment shares: £1.50 (£51 - (5.50 x 9), this balance will be carried forward and used in the next month's purchase.
• Note that the match will only ever be applied to the first £50 each month. This will include any balance carried forward from the previous month if the investment in that month is less than £50.

Example 2

Stefan joins Your Shares: Matched and decides to Invest 95€ a month.

• The FX rate at the time is 0.83 GPB/€
• The 95€ is transferred into GBP – (95€ x 0.83) = £78.85
• The share price at the point of purchase is £5.50.
• Number of Investment shares purchased: 14 (£78.85 / £5.50)
• Because Stefan invested £78.85, they will receive 1 share for each Investment share purchased on the first £50 (£50 / £5.50)
• Number of Matching shares: 9
• Stefan has a small balance remaining from purchasing Investment shares: £1.85 (£78.85 - (5.50 x 14), this balance will be carried forward and used in the next month's purchase.
• Note that the match will only ever be applied to the first £50 each month. This will include any balance carried forward from the previous month if the investment in that month is less than £50.

The plan will operate on an annual cycle. Shares will be purchased each month, and the matching shares added to your account each month. Your matching shares are initially given as an 'Award', which is a promise to give you the shares later. In legal terms you are given a conditional right to own the shares at a point in the future provided certain conditions are met. The only conditions attached to this award are that you have not been dismissed by the date the shares unlock and you have not sold any of the linked Investment shares (shares you have purchased) prior to the date the Matched shares unlock.

The matching shares will be locked until one year after the final purchase in the plan year, at which point they will unlock.

In Germany we are able to take advantage of some special tax rules, which means that so long as the combined value of investment shares and unlocked matching shares within one tax year does not exceed EUR 2,000:

• The matching shares when they unlock are free from tax and social security, and:
• Your investment into Your Shares: Matched is free from tax (you will still pay social security)

In 2025, the calculation of the EUR 2,000 limit also includes the unlocked shares from Your Shares: Gifted

• E.g. Purchase shares July 2025 to June 2026
• Matching shares build up each month
• Matching shares unlock in June 2027 – one year following the final purchase

When the matching shares unlock you will fully own them and you can:

• Receive a portion of any profits Rolls-Royce pays to its shareholders as dividends
• Have the right to vote on key company decisions at our general meetings

If you sell your investment shares before the corresponding matching shares unlock then the corresponding matching shares will lapse.

The plan is evergreen – so once you've signed you will continue in the plan until you stop or change your contribution.

The detailed legal terms governing the operation of the share plan are set out in the underlying plan rules which can be found in 'Legal Documents'.

A matching plan is a type of share plan where you are able to invest some of your own money in Company shares, and the Company that you work for will 'match' your investment. The structure of plans such as this will vary, but we are offering a 'buy one get one free' arrangement, whereby every share that you buy will be matched by Rolls-Royce, up to a maximum value of £50 per month.

The plan will operate on an annual cycle, with shares purchased each month, and matching shares allocated. The matching shares will be locked until one year after the final purchase of the plan year, at which point they will unlock.

• e.g. Purchase shares July 25 to June 26
• Matching shares build up each month
• Matching shares unlock in June 27 – one year following the final purchase

In deciding how much to invest in Your Shares: Matched you need to consider how much you can afford; your appetite to risk (see question 2.2 – what are the risks of investment in Rolls-Royce), and whether you want to invest more than the matching limit. The minimum required monthly investment amount is EUR 6 per month.

If you do decide to participate, Rolls-Royce will match each share that you buy with one share for free, up to a maximum investment of £50/month.

You can choose to invest more – up to a total of 100 EUR/month, but anything above the £50 will not be matched – we are simply providing you with an easy way to buy Rolls-Royce shares. For example:

Example 1: You choose to invest 60€ per month:

• Investment (once converted to GBP): £50
• Share price at the point of purchase: £7.50
• Number of shares purchased: = £50 / £7.50 = 6 investment shares
• Because you have invested £50 one share is matched for each investment share you purchased – so you are awarded 6 matching shares
• The residual value (£50 – (£7.50 x 6) = £5 is carried forward to be used in the next months' purchase.

Example 2: You choose to invest £75 per month:

• Investment: £75
• Share price at the point of purchase: £7.50
• Number of shares purchased: = £75 / £7.50 = 10 investment shares
• For the first £50 invested one share is matched for each investment share you purchased. £50 / £7.5 = 6. So you are awarded 6 matching shares
• In this example there is no residual value (£75 – (£7.50 x 10) to be carried forward and used in the next months' purchase.

Rolls-Royce will match the first £50 that you invest each month. So if you invest £50 and the share price is £5, you will purchase 10 shares and will be matched 10 shares.

If you invest above the matching limit you only receive a match on the first £50 invested. So if you invest £60 and the share price is £5, you will purchase 12 shares and will receive a match on the first £50, so will receive 10 matching shares.

You can choose to invest more that the matching limit – up to the EUR 100 per month, but anything above the £50 will not be matched – we are simply providing you with an easy way to buy Rolls-Royce shares.

There are two separate fees associated with the purchase of the investment shares – but you only pay one of them:

• Rolls-Royce will cover the purchase commission fees
• You will pay the FX fees – this will be charged at 1.5% of the investment

Yes. You are investing your own money in shares, and the investment will be subject to both share price risk and currency risk.

Share price risk: there is a risk that the Share price may fall or rise in value. This means there is a risk that the value you get back when you sell your shares may be less than the value that you invest. Many things impact the price of shares, including the external market and business performance. More information in relation to the Company, including its Share price, can be found at https://www.rolls-royce.com/investors/investor-centre/share-price.aspx.

Currency risk and delays: if you are not paid in British Pounds then the value of the Shares to you may also be affected by movements in the exchange rate. There may also be an exchange rate risk in relation to any Plan-related currency that is not the currency of your jurisdiction. See section 6 for more details relating to exchange rate risk.

For more information about the exchange rate risk see questions 6.4 (is my investment subject to exchange rate risk when I buy shares) and 6.5 (is my investment subject to exchange rate risk when I sell shares).

You have until the 20th of the month to stop, start or change your monthly investment, and this will then take effect the following month.

Example 1:

• If you register for the plan or change your investment on the 10th of June. Your instruction will be carried out for the July payroll
• The shares will be purchased on the 18 August (or the following Monday if this falls on a Saturday or Sunday or a UK bank holiday)
• The investment shares, along with the linked matching shares will appear in your account within 1 working day of the purchase

Example 2:

• If you register for the plan or change your investment on the 22 June your instruction will be carried out for the August payroll, because you have missed the deadline for changes in July
• The shares will be purchased on 18 September (or the following Monday if this falls on a Saturday or Sunday or a UK bank holiday)
• The investment shares, along with the linked matching shares will appear in your account within 1 working day of the purchase

You have until the 20th of the month to stop, start or change your monthly investment, and this will then take effect the following month. Your shares will then be purchased in the month after your payroll deduction – see question 4.8 for examples.

Your investment shares and the linked matching shares will appear in your account within 1 working day of the purchase.

Any matching shares will unlock one year after the final purchase in the plan year so long as you are still employed, and any linked Investment shares have not been sold. Once unlocked you can choose to keep them or sell them.

In Germany we are able to take advantage of some special tax rules, which means that so long as the combined value of investment shares and unlocked matching shares within one tax year does not exceed EUR 2,000:

• The matching shares when they unlock are free from tax and social security, and:
• Your investment into Your Shares: Matched is free from tax (you will still pay social security)

In 2025, the calculation of the EUR 2,000 limit also includes the unlocked shares from Your Shares: Gifted

For more detailed information about the tax rules in Germany, see section '10. Tax', and also review your country tax guide in the 'Resources' section of the Hub. These will help you understand your country's tax requirements and your personal tax obligations. Please note there could be future changes in your country's tax laws, which could impact you in relation to your shares.

Due to global tax regulations Equiniti may have to share some information with global tax authorities. This is due to MiFIDII and FATCA regulations. To find out more visit Equiniti's support page.

No – the plan is evergreen, meaning that once you register to participate you will remain in the plan until you decide to stop participating.

Yes – you can stop, start or change your investment at any time. However, you need to make changes by the 20th of the month, for the changes to be made in the following months' salary. For example:

Example 1:

• If you register for the plan or change your investment on the 10th of June
• Your instruction will be carried out for the July payroll
• The shares will be purchased in August

Example 2:

• If you register for the plan or change your investment on the 22 June
• Your instruction will be carried out for the August payroll, because you have missed the deadline for changes in July
• The shares will be purchased in September

Yes, you can stop, start or change your investment at any time.

It is likely that there will be some money left after the shares have been purchased – this is because the amount you invest is unlikely to purchase an exact whole number of shares. Any money left over will be carried forward and added to your investment for the next share purchase. For example:

• You invest £50
• The share price is £4.90
• You buy £50/£4.90 = 10 shares at a cost of £4.90 x 10 = £49
• The remaining £1 is carried forward and added to your £50 investment for the following share purchase

You can sell your investment shares at any time – but there are implications for your locked matching shares if you sell linked investment shares before the corresponding matching shares unlock.

If you invest more than £50 per month, if you choose to sell any of your investment shares before your linked matching shares unlocked, then your investment shares will be sold in the following order:

• Investment shares will be sold which are not linked to matching shares
• Once all of your investment shares which are not linked to matching shares are sold, then the first investment shares linked to matching shares will be sold. This will result in some of your matching shares being lost.

If you sell shares from Your Shares: Matched, then: 1) any unlocked Matching Shares and any Investment Shares not linked to locked Matching Shares will be sold first. If you sell a higher number of shares than the number available from 1), then: 2) Investment Shares which are linked to unlocked Matching Shares will be sold, which will lead to you losing any linked unlocked Matching Shares.

When you sell your shares a report will be available that will detail all of the information needed for tax reporting (including for capital gains tax purposes).

Yes – once your matching shares are unlocked you can choose to sell your matching shares and the investment shares which were linked to them, without leading to any of the matching shares being lost.

No. You will get a match which equates to the number of shares that you have purchased in that month up to a maximum of £50. So for example, if you invest £50 and the share price is £5.50, you will purchase 9 shares and will receive a match of 9 shares (which is valued at £49.50).

Look out for an e-mail over the coming weeks inviting you to join the plan. You'll need to activate your Equiniti account using the details on the e-mail. Once you have an account you can access it via single sign on – see the 'Your Account' section for the single sign on link, and a registration 'how to' guide.

It is very important that you add a personal e-mail address to your Equiniti account to ensure that you are you kept up to date in relation to Your Shares: Matched if you leave employment and so no longer have access to your Rolls-Royce email address. See question 8.3.

If you are a new joiner see question 5.1. If you are an existing employee then go to the 'Your Account' section of this site, and access the Equiniti account using the single sign on link. If you haven't activated your account previously you'll need to do this. You can then register to be part of the plan. Registration and sign-up 'how-go' guides can be found in the 'support' section.

The plan is an evergreen plan – which means that once you have signed up you will continue in the plan with the same deduction every month until you stop or change this.

You can sign up to the plan, and stop, start or change your deductions at any time. However, you need to make changes by the 20th of the month, for the changes to be made in the following months' salary. For example:

Example 1:

• If you register for the plan or change your investment on the 10th of June
• Your instruction will be carried out for the July payroll
• The shares will be purchased in August

Example 2:

• If you register for the plan or change your investment on the 22nd of June
• Your instruction will be carried out for the August payroll, because you have missed the deadline for changes in July
• The shares will be purchased in September

No – the plan is evergreen, which means that once you have signed up you will continue participating in the plan with the same deduction every month until you stop or change this.

If you work in a factory in Germany, the US or the UK and you don't have regular access to e-mail you will receive a letter to your home address.

If you are not in Germany or the UK and either don't have an e-mail address or don't have regular access to e-mail please go to the 'Support' section and raise a query via the 'contact us' section.

You can join the plan, as well as stop, start or change your contributions at any time.

No, once the monthly deadline has passed then you cannot change your mind for that month. You can of course make changes (including stopping your investment) for future months, or sell your investment shares (see 7.1).

In Germany it was agreed that for the first plan year the minimum investment will be EUR 6 and the maximum EUR 100. The maximum will increase in the second plan year to the local equivalent of £150.

Each month, your local currency investment will be converted into GBP in advance of the share purchase date, at the foreign exchange rate applicable at that time. Your GBP contribution amount will be matched by Rolls-Royce up to a maximum of £50. Any GBP contribution above £50 will be invested but will not be matched.

If you are not paid in British pounds the exchange rate will impact the plan in multiple ways:

• When transferring funds to the UK: Each month you will have a salary deduction in local currency. This will then be transferred into GBP using the exchange rate at that time +1.5% fee.
• When transferring funds back to your country: When you sell your shares the sale will be in British Pounds. You can elect to have the funds transferred into your local bank, using the current FX rate +1.5% fee

Yes. Each month you will have a local salary deduction, and this money is then transferred into GBP using the exchange rate at the time, plus 1.5% commission. This will mean that the same deduction in local currency will deliver a different value in GBP from month to month, which will mean that even if the share price remains the same you are able to buy more / less shares in that purchase.

Yes. When you sell your shares they will be sold in GBP. The current exchange rate + 1.5% fee will then be used to transfer the funds into local currency, and this will then be transferred to your local bank account. For example:

• January – you sell 200 shares:
  • The share price is £5
  • You generate £1000 from the sale of the shares (200 x £5)
  • Commission is 0.2% with a minimum of £12.50. This leaves £987.50
  • There is a £10 fee to transfer the funds to a non-UK bank account – this leaves £977.50
  • The FX rate (net of 1.5% fx fee) is £ 0.83 to 1 EUR
  • Your £977.50 equals EUR 1,177.71
• In February you sell the same number of shares, and the share price remains at £5:
  • However, the FX rate has moved to £ 0.81 to 1 EUR
  • Your £977.50 now equals EUR 1,206.79

You can sell your investment shares at any time – but there are implications for your locked matching shares if you sell linked investment shares before they unlock.

If you invest more than £50 per month, if you choose to sell any of your investment shares before your linked matching shares unlocked, then your investment shares will be sold in the following order:

• Investment shares will be sold which are not linked to matching shares
• Once all of your investment shares which are not linked to matching shares are sold, then the first investment shares linked to matching shares will be sold. This will result in some of your matching shares being lost.

Your matching shares are initially given as an 'Award', which is a promise to give you the shares later. In legal terms you are given a conditional right to receive the shares at a point in the future – in the case of Your Shares: Matched, this is one year after the final purchase in the plan year.

Once your matching shares have unlocked you can sell or transfer them at any time.

Yes, once your matching shares have unlocked you can sell them at any time, with no implication for your investment shares.

You can view the share price of shares sold on the Portal by accessing the 'Sales' section and then the 'History' tab.

Yes. If you sell your shares the costs are taken from the sale amount, meaning you'll receive the value of the shares you've sold, minus any costs. If you transfer your shares you'll pay a transaction fee. Details of these fees will be made available to you before your shares unlock and before you instruct any transaction.

Any fees associated with the sale or transfer of shares are payable to Equiniti. Rolls-Royce does not take any fees from colleagues in connection with these.

You may also be liable for taxes, depending on where you live and your personal circumstances. See section '10. Tax' for more information.

You will need to enter your bank details when you instruct the sale. There is a charge of £10 for the transfer of funds to a non-UK bank account.

This will be visible on your account under 'transactions'.

Yes. When you sell your shares they will be sold in GBP. The current exchange rate + 1.5% fee will then be used to transfer the funds into local currency, and this will then be transferred to your local bank account. For example:

• January – you sell 200 shares:
  • The share price is £5
  • You generate £1000 from the sale of the shares (200 x £5)
  • The stockbroker's commission is 0.2% with a minimum of £12.50. This leaves £987.50
  • There is a £10 fee to transfer the funds to a non-UK bank account – this leaves £977.50
  • The FX rate (net of 1.5% fx fee) is £ 0.83 to 1 EUR
  • Your £977.50 equals EUR 1,177.71
• In February you sell the same number of shares, and the share price remains at £5. However, the FX rate has moved to £ 0.81 to 1 EUR
  • Your £977.50 now equals EUR 1,206.79

If you're on paid leave and you continue to be paid via payroll you can continue to participate in Your Shares: Matched. If your salary is sufficient for your investment (or at least partially), you will still participate in the plan.

No matter what your leaving reason, the following shares are yours to keep:

• Shares that you have purchased
• Matching shares that have unlocked

If you leave for any reason other than dismissal you will be classed as a favourable leaver, which means that any locked matching shares will unlock shortly after you leave.

In Germany we are able to take advantage of some special tax rules, which means that so long as the combined value of investment shares and unlocked matching shares within one tax year does not exceed EUR 2,000:

• The matching shares when they unlock are free from tax and social security, and:
• Your investment into Your Shares: Matched is free from tax (you will still pay social security)

In 2025, the calculation of the EUR 2,000 limit also includes the unlocked shares from Your Shares: Gifted

Please review section '10. Tax' for additional information, including any obligations that you may have.

If you leave due to dismissal then you will be classed as an unfavourable leaver and will lose any unlocked matching shares.

Equiniti may contact you to confirm your choices and the deadlines for deciding.

All communication will be via e-mail. Make sure you register your personal e-mail address on your EQ account before you leave. To do this log on to the portal and click on 'view' within the Your Shares: Gifted and Matched section. Once you've accessed this screen, there will be a pop up box asking you to confirm your personal e-mail address. Click on 'add e-mail' at the bottom of this pop-up, click on the 'edit' icon next to 'account info' and then add your personal e-mail address.

It is very important that you update your e-mail address or you will not receive any communications once you've left Rolls-Royce.

So long as there are sufficient funds in your final salary, your payroll deduction will be taken as normal and transferred to Equiniti, and it will be used to purchase shares – even if the purchase takes place after you have left. The match will be applied.

If you leave as a Favourable leaver any locked shares will be unlocked within approximately 3 months. See the tax guides in the 'Resources' section to understand more about the tax position in your location, and any obligations that you may have.

If you have locked matching shares and are a favourable leaver, your matching shares will unlock (see 8.5). Once all shares are unlocked, Equiniti will contact you to let you know that you have 90 days to either sell all of your shares (your investment shares and your unlocked matching shares), or transfer them to a broker account of your choice – see question 11.6 for more details. If after 90 days you have taken no action, all of your shares within Your Shares: Matched will be sold, and the cash funds transferred to you. Make sure you update your bank details on your Equiniti account before you leave – see the 'How To' guide in the 'Resources' section for details of how to do this.

Make sure you keep your personal email address up to date on your Equiniti account so that Equiniti may contact you to confirm your choices and the deadlines for deciding.

Different countries have their own rules on requirements for calculating, reporting and paying tax obligations in respect of shares.

In Germany, if you file an annual tax return, you'll need to report the value of your income which was exempt from tax in Appendix N of your income tax return (“Anlage N”), line 22 (reading “tax exempt compensation / income” (“Steuerfreie Aufwandsentschädigungen / Einnahmen”)). This will be done by inserting the type of employment and the value of the tax-exempt benefit. In the case of Your Shares: Matched this will be the value of the shares when they unlock (up to a maximum tax-free threshold of EUR 2000). You'll be able to find this information in your Equiniti account. If you don't file an annual tax return you will not have to file one because you participate in this plan. You'll be also responsible for reporting and paying any income and captial gains tax on dividends and on the sale of shares. Please not that this obligation also applies to dividends that are reinvested in shares.

There may be a residual cash balance left over from your monthly purchases, this balance will always be less than the price of one share (for example, if you invest £50 per month and the share price when you purchase them is £4.80, you will purchase 10 shares, and there will be a £2 residual balance). When you leave any residual balance will be donated to the chosen charity of Rolls-Royce at the time.

See the 'How To' guide in the 'Resources' section for details of how to update your bank details.

Yes. If you still have shares, you're a Rolls-Royce shareholder, and entitled to receive dividends whenever we decide to make them. Any applicable fees will continue to apply.

You will be able to re-join Your Shares: Matched.

The Global Reward team will contact your local HR team to understand who your named beneficiaries are and get their contact details. We will then inform Equiniti and work with them to ensure that your shares are transferred to your beneficiaries.

When we make a profit, some of that profit may be paid out to our shareholders – this is called a dividend. If a decision is taken to make dividend payments, all shareholders – including our colleagues with shares – are entitled to a part of these profits.

If Rolls-Royce decides to issue dividends you'll be eligible for these straight away on any investment shares that you've bought. However, you'll only receive dividends on the matching shares once they unlock. Any dividends received for Your Shares: Matched will automatically be reinvested into ordinary shares, which you'll be able to see in your shares account and which will be unlocked from the outset. This conversion process is managed on your behalf, so no action is needed by you – see questions (2.8 How will dividends work under Your Shares: Matched) and (2.9 How much will I earn in dividends) for more details.

Depending on your jurisdiction dividends may be taxable, and settling this tax will be your responsibility. See the tax guide under the 'Resources' section for more information.

For more information about how Rolls-Royce makes distributions to shareholders visit shareholder information.

Anyone who owns a Rolls-Royce share can vote at shareholder meeting on important company matters, such as company policy and key decisions as to how the organisation is governed. This includes colleagues who own at least one share. Each share gives one vote, so the more shares you have, the more votes you have.

You'll be able to vote using your investment shares as soon as you have purchased them, but will only be able to vote using the matched shares once they unlock. We'll let you know when there's a vote that you can take part in.

If Rolls-Royce decide to pay dividends you'll be eligible to receive them on any of your investment shares under Your Shares: Matched. You'll only be eligible to receive dividends on matching shares once they have unlocked.

If you leave your shares in your account, your cash dividend will be reinvested into ordinary Rolls-Royce shares, known as 'dividend reinvestment shares'. These shares will be added to your account, and any remaining funds will be carried forward to the next issue of dividends. You do not need to do anything to instruct this process – it will be managed on your behalf. See question 2.8 for more details.

An example of the dividend process is below:

• Rolls-Royce announce that they are making dividends, and are paying £0.06 for each ordinary share held
• You hold 500 investment shares and 500 unlocked matched shares in Your Shares: Matched, i.e. 1,000 shares which are eligible for dividend payments
• The value of the dividend payment is £0.06 x 1000 = £60
• The £60 is then reinvested into ordinary shares. If the share price at the time is £7.50 then 8 ordinary shares, costing £60, are purchased and added to your account.

How much of Rolls-Royce's profit you receive depends on many factors, including:

• Whether we can and choose to pay dividends
• How much the dividend is (per share)
• How many unlocked Rolls-Royce shares you own

Dividend reinvestment shares will be worth the same per share as any other unlocked Rolls-Royce ordinary shares you may own. Once they appear in your personal account, you can keep, sell or transfer them.

The same restrictions apply to dividend reinvestment shares Shares if you're an 'Insider' on Rolls-Royce's restricted list – see question 3.8 for more details.

See question 10.8

In Germany we are able to take advantage of some special tax rules, which means that, so long as the total value (unlocked shares from Your Shares: Gifted, investment shares and unlocked matching shares) does not exceed EUR 2,000 within the tax year:

• There is no tax or social security to pay on the matching shares when they unlock.
• There is no tax to pay on your monthly investment to purchase shares (note that social security contributions are still payable).

In Germany we are able to take advantage of some special tax rules, which means that so long as the combined value of investment shares and unlocked matching shares within one tax year does not exceed EUR 2,000*:

• The matching shares when they unlock are free from tax and social security, and:
• Your investment into Your Shares: Matched is free from tax (you will still pay social security)

*In 2025, the calculation of the EUR 2,000 limit also includes the unlocked shares from Your Shares: Gifted.

In Germany, if you file an annual tax return, you'll need to report the value of your income which was exempt from tax in Appendix N of your income tax return (“Anlage N”), line 22 (reading “tax exempt compensation / income” (“Steuerfreie Aufwandsentschädigungen / Einnahmen”)). This will be done by inserting the type of employment and the value of the tax-exempt benefit. In the case of Your Shares: Matched this will be the value of the shares when they unlock (up to a maximum tax-free threshold of EUR 2000). You'll be able to find this information in your Equiniti account. If you don't file an annual tax return you will not have to file one because you participate in this plan.

You'll be also responsible for reporting and paying any income and captial gains tax on dividends and on the sale of shares. Please not that this obligation also applies to dividends that are reinvested in shares.

If the value of the shares increases between when:

• You purchase your investmentt / dividend reinvestment shares and when you choose to sell them
• Your matching shares unlock and when you choose to sell them

then Capital Gains Tax (and / or other applicable local taxes) may be due on the difference between the value when they were purchased / when they unlock and the value when you sell them. You'll be able to find information related to the price of your shares when they are unlocked / sold on your Equiniti account after the shares have been sold.

Please visit your country tax guide in the 'Resources' section of the Hub for more information about taxes and your obligations.

The rules in relation to Capital Gains Tax vary from country to country. Please visit your country tax guide in the 'Resources' section of the Hub for more information about taxes and your obligations.

You'll be able to find all of the information you need in order to calculate any local CGT liability in your Equiniti account – you will be able to access this in the left hand menu of your account. This will include;

• a schedule of purchases, including the number of shares purchased, the purchase date, the purchase price,
• a schedule of unlocked matching shares, including the number of shares unlocked and their value at the time of unlocking
• a schedule of sale information (including the number of shares sold, the sale price, any associated fees, and the FX rate).

Many countries have their own rules on reporting shares, especially shares in a foreign organisation and/or shares held outside the country.

For more detailed information about the rules per country, see your country tax guide in the 'Resources' section of the Hub. There could be future changes in country laws, which could impact or change the reporting requirements you may have.

Tax is complex and personal. If after having checked all answers in this Tax section as well as reading your country tax guide in the 'Resources' section of the Hub, you still have concerns about tax, you should contact a qualified tax advisor.

For more detailed information about the tax position in your country, including how dividends are taxed, see your country tax guide in the 'Resources' section of the Hub. There could be future changes in country laws, which could impact or change the reporting requirements you may have.

You can view your shares and stop, start or change your investment in your Equiniti account at any time. You'll be able to see how many shares you have, their estimated current worth and, if your shares are locked, how long you need to wait until they unlock. Go to the 'Your Account' section of Your Shares: Hub to find out how to access your account.

You'll receive updates and notifications from Equiniti by email or through their portal. To make sure you get these updates, keep your contact details up to date on the portal. This is particularly important if you don't have a Rolls-Royce work email and use a personal email address. See question 8.3 for instructions relating to how to add your e-mail address.

Yes, you can sell your investment shares at any time – though depending on your monthly investment level this may cause some of your locked matching shares to be lost – see question 7.1 for more detail.

Once your matching shares have unlocked and any applicable taxes have been settled (see section 10. Tax), you can sell or transfer both your investment shares and matching shares at any time.

There is no locked period for dividend reinvestment shares so you can sell them at any time from the moment you receive them. See section 9 Dividends, for more detail about Dividends and any tax implications that they may have.

When you sell your shares, it needs to be in line with our Inside Information and Share Dealing Group Policy.

This will be visible on your account under 'transactions'.

This will be visible on your account under 'transactions'.

Yes, you can transfer any unlinked investment or unlocked matching shares into a different brokerage account at any time. You should first check that your preferred bank or broker are able to receive your shares from Equiniti.

The process is two way – you need to instruct Equiniti to transfer the shares. Equiniti will then contact the broker that you want to transfer the shares to, and they must be ready to receive them. To do this you'll need to complete the relevant Share Transfer Request Form, which is available on the Equiniti Portal, and send it by email (using the email address that Equiniti hold for you in your account) to gsppqueries@equiniti.com. You'll need to include:

• Number of shares to transfer
• Confirmation of your full name on your broker account (this must match your name in your Equiniti account)
• Confirmation of your Equiniti ID, full home address and e-mail address
• Details of the bank/broker/custodian to which you want to transfer your shares, including:
  • Their full name and address
  • Their CREST participant ID and member account
  • Their contact email address and phone number
  • Your account number with the bank/broker/custodian

Upon receipt of the required details on a signed and dated share transfer request form, Equiniti will initiate the transfer and will confirm to you when the shares have been accepted by the bank/broker/custodian.

Yes. If you sell your shares the costs are taken from the sale amount, meaning you'll receive the value of the shares you've sold, minus any costs. If you transfer your shares you'll pay a transaction fee. Details of these fees will be made available to you before your shares unlock and before you instruct any transaction, but in summary they are:

• 0.2% commission, minimum of £12.50
• £10 to transfer to a non-UK bank account
• 1.5% foreign currency conversion fee

Any fees associated with the sale or transfer of shares are payable to Equiniti. Rolls-Royce does not take any fees from colleagues in connection with these.

You may also be liable for taxes, depending on where you live and your personal circumstances. See section '10. Tax' for more information.

No, you can only manage shares acquired from Rolls-Royce share plans in your account.

Your personal data is processed for the purpose of the smooth implementation, termination and administration of the Share Plans and the sale of your shares. Without the required personal data you will not be eligible to participate in Rolls-Royce's share plans.

To find out more about the legal basis on which your data is processed please review the Employee Share Plans Privacy Notice, which can be found in the 'Resources' section. For the Equiniti Privacy Notice please visit their Privacy Centre at privacy.equiniti.com.

You can find a copy of the privacy notice by going to the 'Resources' section of Your Shares Hub. For the Equiniti Privacy Notice please visit their Privacy Centre at privacy.equiniti.com.

Please raise a request in the 'Support' section of 'Your Shares: Hub'. Please note that if you already participate in a share plan, or have participated in the past, it may not be possible to delete your data immediately. This is because of global tax and reporting requirements associated with financial products.

To avoid a complicated tax position, we are aiming to settle all of your locked Matching Shares and instead make a payment equivalent to the value of the shares before you leave Germany. Any taxes and social security contributions on that payment will be grossed up by the company. Any shares that you have purchased and any unlocked Matching Shares will remain in your account for you to sell or transfer whenever you choose.

No. For the duration of your assignment you will not be able to make investments in Your Shares: Matched. This is because of the tax and administrative difficulties associated with running share plans for globally mobile employees.

We intend to unlock any locked matching shares before you leave your originating country and settle these in cash. To the extent that these shares are tax free in Germany, the payment will be grossed up to cover any appropriate taxes and social security. This approach will ensure that there are no cross-border tax implications, which can be complex and costly to manage.

You will continue to hold any investment shares and unlocked matching shares in your Equiniti account.

So long as Your Shares: Matched is operated in your new location, you will be invited to participate. To find out whether colleagues in your new country are eligible to participate see section 3 in the Q&A. If you are eligible, look out for your invitation.