Kingspan : Form of Proxy

Attendance Card

Please bring this card with you to the meeting and present it at shareholder registration/accreditation.

The Chairman of Kingspan Group plc invites you to attethe Annual General Meeting of the Company to be helat

IKON, Dublin Road, Kingscourt, Co. Cavan A82 XY31, Ireland

on Friday, 28 April 2023 at 09.00 a.m.

Shareholder Reference Number

Form of Proxy - Annual General Meeting ('AGM') of Kingspan Group plc to be held on 28 April 2023

Cast your Proxy online...It's fast, easy and securee! @ www.eproxyappointment.com

You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN shown opposite and agree to certain terms and conditions.

Control Number: 918395

SRN:

PIN:

View the Annual Report and Notice of Meeting online: www.kingspan.com/agm2023

To submit a question in advance of the AGM, send your email to: [e-mail]

To be effective, all proxy appointments must be lodged with the Company's Registrar at: Computershare Investor Services (Ireland) Limited,

3100 Lake Drive, Citywest Business Campus, Dublin 24, D24 AK82 or through thevoting website, see above, by Wednesday, 26 April 2023 at 09.00 a.m.

Explanatory Notes:

1. Every Shareholder has the right to appoint some other person(s) of their choice, who need not bea shareholder, as their proxy to exercise all or any of their rights, to attend, speak and vote on theirbehalf at the meeting. If you wish to appoint a person other than the Chairman, please inserthe name of your chosen proxy holder in the space provided (see reverse). A Shareholder may appoinmore

than one proxy to attend and vote at the meeting provided each

oxy is appointed to

exercise rig

hts

attached to different shares held by that Shareholder. If the proxy

s

being appointed in re

lati

on to

less

than your full voting entitlement, please enter in the box next to the

ee

reverse)

proxy holder's name

(s

the number of shares in relation to which they are authorised to

act as your proxy. If left

blank, your

proxy will be deemed to be authorised in respect of your fu

ll v

otin

g entitlement (or if this

proxy form

has been issued in respect of a designated account for a

share

hold

er, the full voting ent

itlement for

that designated account). Where a poll is taken at the AG

M,

a Sharehol

r, present in pe

rson or proxy,

holding more than one share is not required to cast all

same way.

their votes in the

2.

To be effective, the completed Form of Proxy together

of attorney or other authority

with any powe

under which it is executed, or a notarially certified

copy thereo

f, must be d

eposited with the Registrar of

the Company before the deadline set out above. A

Shareholde

shing to

app

oint a proxy by electronic

means may do so on the Registrar's website www.

yappointme

.

com. D

etails of the requirements

are set out in the box above. A Shareholder

who wishes

to appoint

mor

than

one proxy by electronic

means must contact the Registrar by send

@computershare.ie

ing an email to

clientservice

s

3.

To appoint more than one proxy, an

may be obtained by contacting the

addition

proxy form

Registrar's helpline on [phone]

hotocopy the reverse only of this form. Please

3 or you ma

indicate in the box next to the proxy holder's name

(see

the number of shares in relation to

verse)

which they are authorised to act as your proxy. lease also indicate by ticking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.

4. Shareholders are strongly encouraged tosubmit proxy appointments and instructions for the AGM as soon as possible using any of the methods (by post oelectronically) set out below.

5. Persons who hold interests in Kingspashares through the Euroclear Bank system or as CREST depository interests ( CDIs ) t ough the CREST system, wishing to appoint a proxy, submit voting

instructions or	ttend the AGM in per	son, shoul	consult with their stockbroker or other intermediary at
the earliest	ortunity for further information on the processes and timelines of the respective systems.

1. The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.
2. Only those Shareholders registered on the Company's register of members at the record date specified in the notice of AGM shall be entitled to attend and vote at the AGM or, if relevant, any adjournment thereof. Changes to entries on the Company's register of members after that time will be disregarded in determining the rights of any person to attend and vote at the AGM.
3. The above is how your address appears on the Register of Members. If this information is incorrect please ring the registrar's helpline on [phone] to request a change of address form or go to www.investorcentre.com/ieto use the online Investor Centre service.
4. Any alterations made to this form should be initialled.
5. The appointment of a proxy will not preclude a member from attending the meeting and voting in person.
6. If this Form of Proxy is signed and returned without any indication as to how the person appointed is to vote, the proxy will exercise discretion as to how to vote or whether to abstain from voting.
7. This Form of Proxy must (i) in the case of an individual shareholder be signed (or submitted electronically) by the shareholder or his/her duly authorised attorney; or (ii) in the case of a corporate shareholder be given either under its common seal or be signed on its behalf by a duly authorised officer or attorney of the corporate shareholder (or submitted electronically).
8. In the case of joint holders of Kingspan Ordinary Shares, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s). For this purpose, seniority will be determined by the order in which the names stand in the Register of Members of the Company in respect of the joint holding.

Kindly N

ote

:

This form is iss

ued only to the addressee(s) and is specific to the

All Holders

inted hereon. This personalised form is not transferable

ique design

ed account pr

(i) account

holders; or (ii) uniquely designated accounts. The

between differe

Computershare Investor Services (Ireland) Limited accept no liability

Company and

for an

that does not comply with these conditions.

y instructi

12UM7B D01

Poll Card To be completed only at the AGM if a Poll is called.

Vote

Ordinary Business	For Against Withheld
1.	To adopt the Financial Statements.
2.	To declare a final dividend.
3.	(a)	To re-elect Jost Massenberg as a director.
	(b)	To re-elect Gene M. Murtagh as a director.
	(c)	To re-elect Geoff Doherty as a director.
	(d)	To re-elect Russell Shiels as a director.
	(e)	To re-elect Gilbert McCarthy as a director.
	(f)	To re-elect Linda Hickey as a director.
	(g)	To re-elect Anne Heraty as a director.
	(h)	To re-elect Éimear Moloney as a director.
	(i)	To re-elect Paul Murtagh as a director.
	(j)	To elect Senan Murphy as a director.

Vote

For Against Withheld

4. To authorise the remuneration of the auditors.

Special Business

5. To receive the report of the Remuneration Committee.

6. To increase the limit for non-executive directors' fees.

7. To authorise the directors to allot securities.

8. Dis-application of pre-emption rights.

9. Additional 5% dis-application of pre- mption rights.

10. Purchase of company shares.

11. Re-issue of treasury shares.

12. To approve the convening of rtain EGMs on 14 days' notice.

Signature

Form of Proxy

Please use a black pen. Mark with an X	X
inside the box as shown in this example.

You can also instruct your proxy not to vote on a resolution by inserting an "X" in the vote withheld box.

I/We hereby appoint the Chairman of the Meeting OR the following person

Please leave this box blank if you have selected the Chairman. Do not insert your own name(s).

as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement*

Kingspan Group plc to be held at IKON, Dublin Road, Kingscourt,	Co.	van, A82
adjournment thereof. I/We direct that my/our vote(s) be cast on the		pecified r
	olution

on my/our behalf on any matter at the Annual General Meeting of XY31Ireland on Friday, 28 April 2023 at 09.00 a.m., and at any as indicated by an X in the appropriate box.

* For the appointment of more than one proxy, please refer to Explanatory Not e 2(see front).

Please tick here to indicate that this proxy appointment is one of multiple appointments being made.

				Vote
		Withheld
Ordinary Business	For Against

1. To adopt the Financial Statements.

2. To declare a final dividend.

3. (a) To re-elect Jost Massenberg as a director.

(b) To re-elect Gene M. Murtagh as a director.

(c) To re-elect Geoff Doherty as a director.

(d) To re-elect Russell Shiels as a director.

(e) To re-elect Gilbert McCarthy as a director.

(f) To re-elect Linda Hickey as a director.

(g) To re-elect Anne Heraty as a d ector.

(h) To re-elect Éimear Moloney as a direct.

(i) To re-elect Paul Murtagh as a director

(j) To elect Senan Murphy as adirector.

Vote

For Against Withheld

4. To authorise the remuneration of the auditors.

Special Business

5. To receive the report of the Remuneration Committee.

6. To increase the limit for non-executive directors' fees.

7. To authorise the directors to allot securities.

8. Dis-application of pre-emption rights.

9. Additional 5% dis-application of pre-emption rights.

10. Purchase of company shares.

11. Re-issue of treasury shares.

12. To approve the convening of certain EGMs on 14 days' notice.

I/we direct

/our proxy to vote

on

th

e resolutions proposed at the Meeting as indicated on this form. Where no instruction appears above as to how the proxy should

vote the proxy

she sees fit or abstain in relation to any business of the meeting.

may vote as he or

Signa

ture

Date

In the case of a body corporate, this proxy must be given under its common

seal or be signed on its behalf by an attorney or officer duly authorised,

stating their capacity (e.g. director, secretary).

C C S 1 6 2 6

0 2

K N G I

12UM7B D01