Directorate Change

25 June 2025

FDM Group (Holdings) plc ("FDM Group", "the Company")

Appointment of Board Chair and Resulting Board Changes

FDM Group, a global professional services provider with a focus on Information Technology, is pleased to announce the appointment of Alan Kinnear as Non-Executive Chair of the Board with effect from 30 July 2025. Alan Kinnear will succeed David Lister, who will retire from the Board on the same date. David has served on the Board since March 2016, initially as a Non-Executive Director, and then as Non-Executive Chair from March 2019. The Company announced David's intention to retire in March 2025.

Alan Kinnear joined the Board of FDM Group in January 2020 as an independent Non-Executive Director, becoming Chair of the Audit Committee in April 2020. He has been appointed as Chair of the Board following a thorough selection process led by the Nomination Committee which involved consideration of internal and external candidates. Alan is independent on appointment.

With effect from 30 July 2025, Alan Kinnear will join and also chair the Nomination Committee. He will step down from the Audit Committee (of which he is currently Chair) and the Remuneration Committee.

Alan spent 35 years at PwC, including 23 years as an audit partner working with listed, private equity-backed and high-growth companies. He was a member of PwC's Southeast regional board and a national leader for audit services in the private equity sector. Alan has an in-depth knowledge of FDM Group's business from his work as a Non-Executive Director on the Board over the last five years, and a strong background in governance and risk management.

On 30 July 2025, Rowena Murray will replace Alan Kinnear as Chair of the Audit Committee. Rowena joined the Board as a Non-Executive Director in August 2023. She became Chair of the Remuneration Committee in May 2024, and will continue in that role.

Rowena began her career in Sydney as a corporate lawyer. In 2004 she joined Investec Bank plc ("Investec") and moved to the UK, where she later became a director in Investec's Investment Banking division. For more than seven years Rowena has been the appointed non-executive director (including serving on board committees) for various companies within the portfolio of Tenzing Private Equity, an investor in high-growth UK and European SMEs. Her background in these roles brings wide-ranging experience in financial, accounting, audit, regulatory and corporate governance matters.

A search for a new Non-Executive Director will be undertaken and a further announcement will be made when appropriate.

Alan Kinnear said, "I'm delighted to succeed David Lister as Chair of the Board. Despite the market headwinds which have persisted over the last two years, FDM Group remains a dynamic business with a proven track-record in providing high-quality people and services to its clients, and promoting diversity, inclusion and social mobility in its organisation. Thanks to the guidance of FDM Group's long-serving, experienced management team, the Group has weathered the impact of the ongoing challenging economic conditions in which it has been operating. I look forward to working more closely with them to further develop and implement our strategy for a return to growth."

David Lister commented, "It's been a privilege to be Chair of the Board of FDM Group for the last 6 years, during which the Company has evolved and adapted to extraordinary changes in technology and the business world. The time is right for me to hand over to a new chair who will guide the Company through the next phase of its development. I am pleased that we have someone of Alan's calibre, experience and knowledge of the business to take on the role. I wish Alan and the rest of the Board every success for the future."

Rod Flavell, CEO, said, "David Lister has helped us to steer FDM Group through a period which has included both the unprecedented challenges of the pandemic, the highest levels of growth in the Company's history, and the toughest operating market this century. I thank David personally and on behalf of the Board for his wisdom and steady leadership during that time. We wish him all the best for the future. Alan Kinnear has already made a significant contribution to the work of the Board as a Non-Executive Director, and I look forward to working with him more closely as we continue our mission of powering the people behind tech and innovation."

ENDS

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