Spirent Communications : Special Resolutions passed at Annual General Meeting on 1 May 2024

SPIRENT plc SPIRENT COMMUNICATIONS plc (the "Company") Company Number: 470893

At an Annual General Meeting of the Company held at the offices of UBS, 5 Broadgate, London EC2M 2QS on Wednesday 1 May 2024 at 12.30 pm the following resolutions were duly passed:

Resolution 15. Authority to allot securities

To authorise the Directors generally and unconditionally pursuant to and in accordance with Section 551 of the Companies Act 2006 (the "2006 Act") to exercise all the powers of the Company to allot shares or grant rights to subscribe for or to convert any security into shares up to a nominal amount of £6,429,400, such authority to apply in substitution for all previous authorities pursuant to Section 551 of the 2006 Act and to expire at the end of the next Annual General Meeting of the Company or fifteen months from the date of passing, whichever is the earlier, but so that the Company may, before such expiry, make offers and enter into agreements during the relevant period which would, or might, require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after the authority ends.

Resolution 16. Disapplication of pre-emption rights

Subject to the passing of resolution 15 above, to authorise the Directors to allot equity securities (as defined in Section 560(1) of the 2006 Act) wholly for cash pursuant to the authority given by resolution 15 above or where the allotment constitutes an allotment of equity securities by virtue of Section 560(3) of the

2006 Act, in each case:

a. in connection with a pre-emptive offer; and

b. otherwise than in connection with a pre-emptive offer,

up to an aggregate nominal amount of £964,410. as if Section 561(1) of the 2006 Act did not apply to any such allotment, such authority to expire at the end of the next Annual General Meeting of the Company or fifteen months from the date of passing, whichever is the earlier, but so that the Company may make offers and enter into agreements during this period which would, or might, require equity securities to be allotted and treasury shares to be sold after the authority given by this resolution has expired and the Directors may allot equity securities and sell treasury shares under any such offer or agreement as if the authority had not expired.

For the purposes of this resolution:

I. "pre-emptive offer" means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of Ordinary Shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

II. references to an allotment of equity securities shall include a sale of treasury shares; and

III. the nominal amount of any securities shall be taken to be, in the case of rights to subscribe for or convert any securities into shares of the Company, the nominal amount of such shares which may be allotted pursuant to such rights.

Resolution 17. Authority for Spirent Communications plc to purchase its own Ordinary Shares

the purposes of Section 701 of the 2006 Act to make market purchases (within the meaning of Section 693(4) of the 2006 Act) of its own Ordinary Shares of 3 & 1/3 pence each on such terms and in such manner as the Directors may from time to time determine subject to the following conditions:

To authorise the Company generally and unconditionally for the purposes of Section 701 of the 2006 Act to make market purchases (within the meaning of Section 693(4) of the 2006 Act) of its own Ordinary Shares of 3 & 1/3 pence each on such terms and in such manner as the Directors may from time to time determine subject to the following conditions:

a) the maximum number of Ordinary Shares authorised to be purchased may not be more than 57,864,636 Ordinary Shares;

b) the minimum price (exclusive of expenses) which the Company may pay for each Ordinary Share is 3 & 1/3 pence, being the nominal value of each Ordinary Share;

c) the maximum price (exclusive of expenses) which may be paid for each Ordinary Share shall be the higher of:

i. an amount equal to 105 per cent of the average of the closing price of the Company's Ordinary Shares as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the share is contracted to be purchased; or

ii. an amount equal to the higher of the price of the last independent trade of a share and the highest current independent bid for a share as stipulated by Commission Delegated Regulation (EU) 2016/1052, the regulatory technical standards adopted pursuant to article 5(6) of the Market Abuse Regulation as it forms part of retained EU law;

d) unless previously renewed, varied or revoked, the authority shall expire at the end of the next Annual General Meeting of the Company or fifteen months from the date of passing, whichever is the earlier; and

e) a contract to purchase shares under this authority may be made prior to the expiry of this authority, and executed in whole or in part after the expiry of this authority.

Resolution 18. Notice period for general meetings

To resolve that a general meeting of the Company other than an Annual General Meeting may be called on not less than 14 clear days' notice.

Certified a true and correct copy

Angus Iveson, Company Secretary