Total Voting Rights

2 January 2026 

Rolls-Royce Holdings plc

Voting Rights and Capital

In accordance with DTR 5.6.1 of the FCA's Disclosure Guidance and Transparency Rules (DTR), Rolls-Royce Holdings plc (the Company) notifies the market that as at 31 December 2025, the issued share capital of the Company consisted of:

· 8,443,808,552 Ordinary Shares of 20p each.

· 1 Special Rights non-voting share of £1 with no voting rights.

· 21,306,466,168 non-cumulative redeemable preference shares of 0.1p each (C Shares) with no voting rights except at any general meeting at which a resolution to wind up the Company is to be considered in which case the holders of C Shares shall have the right to attend the general meeting and shall be entitled to speak and vote only on such resolution.

On 22 December 2025, 41,483,491 Ordinary Shares of 20p each that were held in Treasury were transferred to the Rolls-Royce Employee Benefit Trust for the purpose of satisfying future vestings under the Company's employee share plans. Accordingly, the Company no longer holds any shares in Treasury.

Therefore, the total number of voting rights in the Company is 8,443,808,552 and 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, the Company under the FCA's Disclosure Guidance and Transparency Rules.

For further information please contact:

Matthew Conacher, Corporate Governance Director

[email protected]

Rolls-Royce Holdings plc LEI: 213800EC7997ZBLZJH69