MANU Q4 2026 Earings Calendar

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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended 30 June 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report ________________ For the transition period from __________ to ___________ Commission file number 001-35627 MANCHESTER UNITED plc (Exact name of Registrant as specified in its charter) Not Applicable (Translation of Registrant’s name into English) Cayman Islands (Jurisdiction of incorporation or organization) Sir Matt Busby Way, Old Trafford, Manchester, England, M16 0RA (Address of principal executive offices) Omar Berrada Chief Executive Officer Sir Matt Busby Way, Old Trafford, Manchester, England, M16 0RA Telephone No. 011 44 (0) 161 676 7770 E-mail: ir@manutd.co.uk (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A ordinary shares, par value $0.0005 per share MANU New York Stock Exchange Securities registered or to be registered pursuant to Section 12(g) of the Act. None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. 56,143,220 Class A ordinary shares 116,348,173 Class B ordinary shares Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐ No ☒ Note—Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Emerging growth company ☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐

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Table of Contents ii GENERAL INFORMATION In this annual report on Form 20-F (“Annual Report”), references to “Manchester United,” “the Company,” “our Company,” “our business,” “we,” “us” and “our” are, as the context requires, to Manchester United plc together with its consolidated subsidiaries as a consolidated entity. Throughout this Annual Report, we refer to the following football leagues and cups: ● the English Premier League (the “Premier League”); ● the Emirates FA Cup (the “FA Cup”); ● the English Football League Cup (the “EFL Cup”); ● the Union of European Football Associations Champions League (the “Champions League”); ● the Union of European Football Associations Europa League (the “Europa League”); and ● the Union of European Football Associations Conference League (the “Conference League”) The term “Matchday” refers to all domestic and European football match day activities from Manchester United men’s games at Old Trafford, the Manchester United football stadium, along with receipts for domestic cup (such as the EFL Cup and the FA Cup) games not played at Old Trafford plus receipts from Manchester United women’s home games. Fees for arranging other events at the stadium are also included as Matchday revenue. Trawlers Transaction As previously announced, on 24 December 2023, we entered into a transaction agreement with Trawlers Limited (“Trawlers”), an entity solely owned by James A. Ratcliffe (together with Trawlers, the “Offerors”), and the holders of our Class B ordinary shares identified therein (the “Sellers”). Pursuant to the transaction agreement, and upon the terms and subject to the conditions thereof, the Offerors commenced a tender offer (the “Offer”) to purchase up to 13,237,834 of our Class A ordinary shares, at a price of $33.00 per share (the “Offer Price”). Pursuant to the transaction agreement, Trawlers also agreed to (i) purchase 25.0% of our issued and outstanding Class B ordinary shares from the Sellers at the Offer Price (the “Seller Shares”), and (ii) subscribe for (a) an additional 1,966,899 Class A ordinary shares and 4,093,707 Class B ordinary shares, at the Offer Price, for an aggregate subscription price of $200 million, on the business day immediately following the expiration time of the Offer (the “Closing”) (the “Closing Subscription Shares”), and (b) an additional 983,450 Class A ordinary shares and 2,046,854 Class B ordinary shares (the “Subsequent Subscription Shares”), at the Offer Price, for an aggregate subscription price of $100 million, on or prior to 31 December 2024 (the “Subsequent Subscription”). On 20 February 2024, Trawlers accepted for payment the full number of Class A ordinary shares subject to the Offer and completed the purchase of the Seller Shares and the Closing Subscription Shares. In this Annual Report, we refer to the transaction agreement described above as the “Trawlers Transaction Agreement,” and the foregoing transactions, together with the Assignment (as defined below), as applicable, collectively as the “Trawlers Transaction.” On 18 December 2024, Trawlers entered into a certain assignment and assumption agreement (the “Assignment Agreement”) with INEOS Limited, a company limited by shares incorporated under the laws of the Isle of Man. Pursuant to the Assignment Agreement, Trawlers assigned (the “Assignment”) all its rights and obligations under the Trawlers Transaction Agreement, Governance Agreement and Registration Rights Agreement (as defined below) including the obligation to make the Subsequent Subscription, to INEOS. Subsequently on 18 December 2024, INEOS pursuant to its rights under the Assignment Agreement to the Subsequent Subscription, subscribed for 983,449.531 Class A ordinary shares and 2,046,853.499 Class B ordinary shares for an aggregate subscription price of $100 million. Additionally, on 18 December 2024, Trawlers transferred its ordinary shares to INEOS for consideration of $1,546,061,321 (the “Transfer”). As a result of the Transfer, Trawlers ceased to be the record and beneficial owner of the shares and INEOS became the sole record and beneficial owner of the Class A ordinary shares. INEOS is co-owned by Chairman James A. Ratcliffe, Andrew Currie and John Reece. On 23 June 2026, INEOS Limited was renamed INEOS Services Limited (referred to as “INEOS” throughout this Annual Report).

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Table of Contents iii PRESENTATION OF FINANCIAL AND OTHER DATA We report under International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (the “IASB”), and IFRS Interpretations Committee interpretations. None of the financial statements were prepared in accordance with generally accepted accounting principles in the United States. All references in this Annual Report to (i) “pounds sterling,” or “£” are to the currency of the United Kingdom, (ii) “US dollar,” “USD” or “$” are to the currency of the United States, and (iii) “Euro” or “€” are to the currency introduced at the start of the third stage of European economic and monetary union pursuant to the treaty establishing the European Community, as amended. Information contained in this Annual Report concerning our industry and the markets in which we operate is based on our management’s estimates and research, as well as industry and general publications and research, surveys and studies conducted by third parties. While we believe the information from these third-party publications, research, surveys and studies included in this Annual Report is reliable, we do not guarantee the accuracy or completeness of such information, and we have not independently verified this information. Management’s estimates are derived from publicly available information, their knowledge of our industry and their assumptions based on such information and knowledge, which we believe to be reasonable. This data involves a number of assumptions and limitations which are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described in this Annual Report under “Forward-Looking Statements” and “Risk Factors.” These and other factors could cause our future performance and market expectations to differ materially from our assumptions and estimates. FORWARD-LOOKING STATEMENTS This Annual Report contains estimates and forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our estimates and forward- looking statements are mainly based on our current expectations and estimates of future events and trends, which affect or may affect our businesses and operations. Although we believe that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to numerous risks and uncertainties and are made in light of information currently available to us. Many important factors, in addition to the factors described in this Annual Report, may adversely affect our results as indicated in forward-looking statements. You should read this Annual Report completely and with the understanding that our actual future results may be materially different and worse from what we expect. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding our business strategy and plans, including, without limitation, expectations regarding a new stadium, and anticipated financial and operational performance. The words “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “plan,” “goal,” “ambition,” “anticipate,” “intend,” “seek,” “believe,” “estimate,” “predict,” “potential,” “continue,” “contemplate,” “possible” “target,” “will” and similar words are intended to identify estimates and forward- looking statements, though not all forward-looking statements use these words or expressions. Our estimates and forward-looking statements may be adversely impacted by various factors, including, without limitation, those described under the sections of this Annual Report entitled “Risk Factor Summary” and “Item 3. Key Information — D. Risk Factors.” Moreover, we operate in an evolving environment. New risk factors and uncertainties emerge from time to time, and it is not possible for our management to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Therefore, you are cautioned not to place undue reliance on these forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements contained in this Annual Report, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

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Table of Contents 1 RISK FACTOR SUMMARY Our business is subject to numerous risks and uncertainties, including those described in “Item 3. Key Information — D. Risk Factors.” included elsewhere in this Annual Report. You should carefully consider these risks and uncertainties when investing in our ordinary shares. Principal risks and uncertainties affecting our business include the following: ● We are dependent upon the performance and popularity of our first teams. ● If we are unable to maintain and enhance our brand and reputation, particularly in new markets, or if events occur that damage our brand and reputation, our ability to expand our follower base, sponsors, and commercial partners or to sell significant quantities of our products may be impaired. ● Our ability to attract and retain key personnel, including players. ● It may not be possible to renew or replace key commercial agreements on similar or better terms, or attract new sponsors. ● Negotiation, pricing and terms of key media and broadcasting contracts are outside of our control and those contracts may change in the future. ● European competitions cannot be relied upon as a source of income. ● Our business depends in part on relationships with certain third parties. ● We are exposed to credit related losses in the event of non-performance by counterparties to Premier League and UEFA media contracts as well as our key commercial and transfer contracts. ● Matchday revenue from our supporters is a significant portion of overall revenue. ● The markets in which we operate are highly competitive, within the United Kingdom, Europe and internationally, and increased competition could cause our profitability to decline. ● A cyber-attack on, or disruption to, our IT Systems (as defined below) or other systems utilized in our operations could compromise our operations, adversely impact our reputation and subject us to liability. ● We are subject to special rules and regulations regarding insolvency and bankruptcy. ● Premier League voting rules may allow other clubs to take action contrary to our interests. ● Serious injuries to or losses of playing staff may affect our performance, and therefore our results of operations and financial condition. ● Inability to renew our insurance policies could expose us to significant losses. ● Fluctuations in exchange rates have in the past and may in the future adversely affect our results of operations. ● We are subject to governmental regulation and other legal obligations related to privacy, data protection, data security and safeguarding and our actual or perceived failure to comply with such obligations could harm our business. ● The development and integration of artificial intelligence into our business may present regulatory, legal, business, and financial risks, and result in reputational harm, liability, or other adverse consequences to our operations. ● Piracy and illegal live streaming may adversely affect our Broadcasting revenue. ● We are subject to tax in multiple jurisdictions, and changes in tax laws (or in the interpretations thereof) in the United States, United Kingdom or in other jurisdictions could have an adverse effect on us. ● We establish tax provisions, where appropriate, on the basis of amounts expected to be paid to (and recovered from) tax authorities and, as a result, changes in tax laws (or in the interpretations thereof) could have an adverse effect on us. ● Business interruptions due to natural disasters, terrorist incidents and other events, such as a pandemic, epidemic or outbreak of an infectious disease, have adversely affected, and could in the future adversely affect us, and Old Trafford. ● We are subject to risks relating to weather and climate change. ● If we fail to properly manage our operational needs, our business could suffer. ● Non-compliance with health and safety legislation could lead to physical harm. ● An economic downturn or other adverse economic conditions may harm our business. ● An increase in the relative size of salaries or transfer costs could adversely affect our business. ● UEFA, Premier League and FIFA (as defined below) regulations could negatively affect our business. ● We could be negatively affected by future changes to Premier League, FA, UEFA, FIFA or other regulations, such as those imposed by the Football Governance Act. ● Our indebtedness could adversely affect our financial health and competitive position. ● To service our indebtedness, we require cash, and our ability to generate cash is subject to many factors beyond our control. ● Our indebtedness may restrict our ability to pursue our business strategies. ● Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly.

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Table of Contents 2 ● Because of their increased voting rights, and the terms of the Governance Agreement, the holders of our Class B ordinary shares will be able to exert control over us and our significant corporate decisions. ● As a foreign private issuer within the meaning of the New York Stock Exchange’s corporate governance rules, we are permitted to, and we do, rely on exemptions from certain of the New York Stock Exchange corporate governance standards and shareholder approval requirements. Our reliance on such exemptions may afford less protection to holders of our Class A ordinary shares. ● The obligations associated with being a public company require significant resources and management attention. ● We may lose our foreign private issuer status in the future, which could result in significant additional costs and expenses. ● Anti-takeover provisions in our organizational documents and Cayman Islands law may discourage or prevent a change of control, even if an acquisition would be beneficial to our shareholders, which could depress the price of our Class A ordinary shares and prevent attempts by our shareholders to replace or remove our current management. ● The price of our Class A ordinary shares might fluctuate significantly, and you could lose all or part of your investment. ● Future sales of our Class A ordinary shares, or the perception in the public markets that these sales may occur, may depress our stock price. ● The rules of the Premier League, UEFA and our amended and restated memorandum and articles of association impose certain limitations on shareholders’ ability to invest in more than one football club. ● We report as a US domestic corporation for US federal corporate income tax purposes. ● If securities or industry analysts do not publish research or reports or publish unfavorable research about our business, our stock price and trading volume could decline. ● It may be difficult to enforce a US judgment against us, our directors and officers and certain experts named in this Annual Report outside the United States, or to assert US securities law claims outside of the United States.

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Table of Contents 3 PART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not applicable. ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not applicable. ITEM 3. KEY INFORMATION A. RESERVED B. CAPITALIZATION AND INDEBTEDNESS Not applicable. C. REASONS FOR THE OFFER AND USE OF PROCEEDS Not applicable. D. RISK FACTORS Investment in our Class A ordinary shares involves a high degree of risk. We may be exposed to some or all of the risks described below in our future operations. Any of the risk factors described below could affect our business operations and have a material adverse effect on our business, results of operations, financial condition, cash flow and prospects and cause the value of our shares to decline. Moreover, if and to the extent that any of the risks described below materialize, they may occur in combination with other risks which would compound the adverse effect of such risks on our business, results of operations, financial condition, cash flow and prospects. Risks Related to Our Business We are dependent upon the performance and popularity of our first teams. Our revenue streams are driven by the performance and popularity of our first teams. Significant sources of our revenue are the result of historically strong performances in English domestic and European competitions, specifically the Premier League, the FA Cup, the EFL Cup, the Champions League and the Europa League. Our revenue varies significantly depending on our men’s first team’s participation and performance in these competitions. Our men’s and women’s first team’s performance can affect all four of our revenue streams: ● Sponsorship revenue through sponsorship relationships; ● Retail, merchandising, apparel & product licensing revenue through product sales; ● Broadcasting revenue through the frequency of appearances, performance-based share of league broadcasting revenue, Champions League/Europa League/Conference League distributions and MUTV distribution through linear and digital platforms; and ● Matchday revenue through ticket sales and concessions. Our men’s first team currently plays in the Premier League, the top football league in England. Our performance in the Premier League directly affects, and a weak performance in the Premier League has in the past adversely affected, and could in the future adversely affect, our business, results of operations, financial condition and cash flow. For example, our revenue from the sale of products, media rights, tickets and hospitality would fall considerably if our men’s first team were relegated from, or otherwise ceased to play in, the Premier League, the Champions League, the Europa League or the Conference League. For example, due to performance during the 2024/25 season, our men’s first team did not participate in any European competitions in the 2025/26 season.

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Table of Contents 4 We cannot ensure that our men’s first team will be successful in the Premier League or in the other leagues and tournaments in which it plays. Relegation from the Premier League or a general decline in the success of our men’s first team, particularly in consecutive seasons, may negatively affect our ability to attract or retain talented players and coaching staff, as well as supporters, sponsors and other commercial partners, which would have a material adverse effect on our business, results of operations, financial condition and cash flow. If we are unable to maintain and enhance our brand and reputation, particularly in new markets, or if events occur that damage our brand and reputation, our ability to expand our follower base, sponsors, and commercial partners or to sell significant quantities of our products may be impaired. The success of our business depends on the value and strength of our brand and reputation. Our brand and reputation are also integral to the implementation of our strategies for expanding our follower base, sponsors and commercial partners. To be successful in the future we believe we must preserve, grow and leverage the value of our brand across all of our revenue streams. For instance, we have in the past experienced, and we expect that in the future we will continue to receive, a high degree of media coverage. Unfavorable publicity regarding our men’s first team’s performance in league and cup competitions or their behavior off the field, our ability to attract and retain certain players and coaching staff or actions by or changes in our ownership, could negatively affect our brand and reputation. Failure to respond effectively to negative publicity could also further erode our brand and reputation. In addition, events in the football industry, even if unrelated to us, may negatively affect our brand or reputation. As a result, the size, engagement and loyalty of our follower base and the demand for our products may decline. Damage to our brand or reputation or loss of our followers’ commitment for any of these reasons could impair our ability to expand our follower base, sponsors and commercial partners or our ability to sell significant quantities of our products, which would result in decreased revenue across our revenue streams and have a material adverse effect on our business, results of operations, financial condition and cash flow, as well as require us to expend additional resources to rebuild our brand and reputation. Further, maintaining and enhancing our brand and reputation relies on the success of our digital media strategy, aimed at retaining engagement with our current follower base and attracting new fans and followers through the digital platforms we use and content we create. If our digital media strategy is not successful, this could affect our overall business, financial condition, results of operations and future prospects. In addition, maintaining and enhancing our brand and reputation may require us to make substantial investments. We cannot assure you that such investments will be successful. Failure to successfully maintain and enhance the Manchester United brand or our reputation or excessive or unsuccessful expenses in connection with this effort could have a material adverse effect on our business, results of operations, financial condition and cash flow. Our business is dependent upon our ability to attract and retain key personnel, including players. We are highly dependent on members of our management, coaching staff and our players. Competition for talented players and staff is, and will continue to be, intense. Our ability to attract and retain the highest quality players for our men’s first team, women’s first team and youth academy, as well as coaching staff, is critical to our men’s and women’s first team’s success in league and cup competitions, increasing popularity and, consequently, critical to our business, results of operations, financial condition and cash flow. Our success and many achievements over the last twenty years does not necessarily mean that we will continue to be successful in the future, whether as a result of changes in player personnel, coaching staff or otherwise. A downturn in the performance of either our men’s or women’s first team could adversely affect our ability to attract and retain coaches and players. In addition, our popularity in certain countries or regions may depend, at least in part, on fielding certain players from those countries or regions. While we enter into employment contracts with each of our key personnel with the aim of securing their services for the term of the contract, the retention of their services for the full term of the contract cannot be guaranteed due to possible contract disputes or approaches by other clubs. Our failure to attract and retain key personnel could have a negative impact on our ability to effectively manage and grow our business. It may not be possible to renew or replace key commercial agreements on similar or better terms, or attract new sponsors. Our Commercial revenue for each of the years ended 30 June 2026, 2025 and 2024 represented 46.8%, 50.0% and 45.8% of our total revenue, respectively. The substantial majority of our Commercial revenue is generated from commercial agreements with our sponsors, and these agreements have finite terms. When these contracts expire, in the past we have not, and in the future we may not be able to renew or replace them with contracts on similar or better terms or at all. Our most important commercial contracts include contracts with global, regional and supplier sponsors representing industries including sportswear, digital telecommunications, betting, soft drinks, travel and financial services, which typically have contract terms of two to five years.

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Table of Contents 5 If we fail to renew or replace these key commercial agreements on similar or better terms, we could experience a material reduction in our Commercial revenue. Such a reduction could have a material adverse effect on our overall revenue and cash flows and our ability to continue to compete with the top football clubs in England and Europe. As part of our business plan, we intend to continue to grow our commercial portfolio by developing and expanding our product categorized approach, which will include partnering with additional sponsors. We may not be able to successfully execute our business plan in promoting our brand to attract new sponsors. We cannot assure you that we will be successful in implementing our business plan or that our Commercial revenue will continue to grow at the same rate as it has in the past or at all. Any of these events could negatively affect our ability to achieve our development and commercialization goals, which could have a material adverse effect on our business, results of operations, financial condition and cash flow. Negotiation, pricing and terms of key media and broadcasting contracts are outside of our control and those contracts may change in the future. For each of the years ended 30 June 2026, 2025 and 2024, 94.3%, 78.7% and 72.9% of our Broadcasting revenue, respectively, was generated from the media rights for matches played in the Premier League, the FA Cup and the EFL cup, and 2.9%, 18.0% and 24.3% of our Broadcasting revenue, respectively, was generated from the media rights for UEFA competitions. Contracts for these media rights and certain other revenues for those competitions (both domestically and internationally) are negotiated collectively by the Premier League, The FA, the EFL and UEFA respectively. We are not a party to the contracts negotiated by these third parties. Further, we do not participate in and therefore do not have any direct influence on the outcome of contract negotiations. As a result, we may be subject to media rights contracts with media distributors with whom we may not otherwise contract or media rights contracts that are not as favorable to us as we might otherwise be able to negotiate individually with media distributors. Furthermore, the limited number of media distributors bidding for Premier League and UEFA club competition media rights may result in reduced prices paid for those rights and, as a result, a decline in revenue received from media contracts. In addition, although an agreement has been reached for the sale of Premier League domestic broadcasting rights through the end of the 2028/29 football season and for the sale of UEFA club competition broadcasting rights through the end of the 2026/27 football season, future agreements may not maintain our current level of Broadcasting revenue. Future intervention by the European Commission (“EC”), the Court of Justice of the European Union (“CJEU”), UK authorities, or other competent authorities and courts having jurisdiction may also have a negative effect on our revenue from media rights in the European Economic Area (“EEA”). Enforcement of competition laws and changes to intellectual property regimes may require changes to sales models that could negatively affect the amount which rights holders, such as the Premier League, are able to derive from the exploitation of rights within the EU. As a result, our Broadcasting revenue from the sale of those rights could decrease. European competitions cannot be relied upon as a source of income. Qualification for the Champions League is largely dependent upon our men’s first team’s performance in the Premier League and, in some circumstances, the Champions League or Europa League in the previous season. Qualification for the Champions League cannot, therefore, be guaranteed. Failure to qualify for the Champions League would result in a material reduction in revenue for each season in which our men’s first team did not participate. To help mitigate this impact the majority of playing contracts for our men’s first team include step-ups in remuneration which are contingent on participation in the league stage of the Champions League. Inclusive of Broadcasting revenue, prize money and Matchday revenue, our combined Broadcasting and Matchday revenue related to European competitions was £6.5 million, £43.7 million and £53.8 million for each of the years ended 30 June 2026, 2025 and 2024, respectively. Our men’s first team did not participate in any European competitions in 2025/26. In addition, our participation in the Champions League, Europa League or Conference League may be influenced by other factors beyond our control. For example, the number of places in each European competition available to the clubs of each national football association in Europe can vary from year to year based on a ranking system. If the performance of English clubs in Europe declines, the number of places in each European competition available to English clubs may decline and it may be more difficult for our men’s first team to qualify for European competition in future seasons. Further, the rules governing qualification for European competitions (whether at the European or national level) may change and make it more difficult for our men’s first team to qualify for European competition in future seasons.

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Table of Contents We are a founder member of the European Football Clubs association (“EFC”), an independent organization set up to work with football governing bodies to protect and promote the interests of football clubs at the European level. In addition, UC3 was established by UEFA to advise and make recommendations to UEFA on strategic business matters and opportunities concerning club competitions. Half of the administration board is appointed by UEFA and the other half by the EFC. The current format of the Champions League, which was adopted for the first time in the 2024/25 season, is structured so that the top four clubs from the four top-ranked UEFA national associations (of which England is currently one) qualify automatically for the league stage of the Champions League. An additional two places are awarded to the associations with the best collective performance by their clubs in the previous season, which is based on the total number of club coefficient points obtained by each club from an association divided by the number of participating clubs from that association. For the 2025/26 and 2026/27 seasons, one of these places was awarded to the English Football Association. With respect to the financial distribution methodology, there is a three pillar system being starting fee, performance fees and a value pillar, the latter being a combination of the previously defined market pool and individual club coefficient pillars. The value pillar is split between the European part which is based on each country’s domestic broadcaster’s contribution to the overall media revenue of that cycle, and the non-European part which is based on each club’s coefficient ranking over the previous 10 seasons. The European part is approximately 75% of the total value pillar, while the non-European part is approximately 25%. In addition to the Champions League, UEFA host the Europa League and the Conference League. The Conference League, was introduced in 2021/22, and all three competitions are currently held with 36 teams competing. The winner of the Conference League is entitled to enter the following season’s Europa League league stage, while the winner of the Europa League is entitled to enter the following season’s Champions League. The team finishing in fifth position in the Premier League and the FA Cup winners qualify for the Europa League league stage, unless the FA Cup winners finish in positions one to five in the Premier League, in which case the team finishing in sixth position typically also qualifies for the Europa League league stage. The EFL Cup winners qualify for the Conference League play-offs unless they have already qualified for the Champions League or Europa League, in which case the team finishing in sixth position (or seventh position if the sixth has already qualified for the Champions League or Europa League) take their place. The current format from 2024/25 provides scope for one more place for an English club in the competition dependent on the collective performance of clubs from that nation in the previous season. Two places in the competition will be allocated in this manner, one to each nation that performed best collectively in the preceding season. If England were to be allocated one of these places, the above criteria from fifth place onwards would all shift down one in the English Premier League table. Moreover, because of the prestige associated with participating in the European competitions, particularly the Champions League, failure to qualify for any European competition has affected and could continue to negatively affect our ability to attract and retain talented players and coaching staff, as well as supporters, sponsors and other commercial partners. In July 2023, we signed an extension to our agreement with adidas under which a £10 million deduction from the minimum annual guarantee is made for each season of non-Champions League qualification from 2025/26 to 2034/35, as was the case for the 2025/26 season. Any one or more of these events could have a material adverse effect on our business, results of operation, financial condition and cash flow. Our business depends in part on relationships with certain third parties. We consider the development of our commercial assets to be central to our ongoing business plan and a driver of future growth. For example, our current contract with adidas that began with the 2015/16 season and runs until the end of the 2034/35 season, provides them with certain global technical sponsorship and dual-branded licensing rights. While we expect to be able to continue to execute our business plan in the future with the support of adidas, we remain subject to these contractual provisions and our business plan could be negatively impacted by non-compliance or poor execution of our strategy by adidas. Further, any interruption in our ability to obtain the services of adidas or other third parties or deterioration in their performance could negatively impact this portion of our operations. In addition, if our arrangement with adidas is terminated or modified against our interest, we may not be able to find alternative solutions for this portion of our business on a timely basis or on terms favorable to us or at all. In the future, we may enter into additional arrangements permitting third parties to use our brand and trademarks. The steps we take to carefully select our partners may not lead to successful arrangements. Our partners may fail to fulfill their obligations under their agreements or have interests that differ from or conflict with our own. For example, we are dependent on our sponsors and commercial partners to effectively implement quality controls over products using our brand and/or trademarks. The inability of such sponsors and commercial partners to meet our quality standards could negatively affect consumer confidence in the quality and value of our brand, which could result in lower product sales. Any one or more of these events could have a material adverse effect on our business, results of operations, financial condition and cash flow.

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Table of Contents 7 We are exposed to credit - related losses in the event of non-performance by counterparties to Premier League and UEFA media contracts as well as our key commercial and transfer contracts. We derive the substantial majority of our Broadcasting revenue from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League generally obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains our single largest credit exposure. We derive our Commercial and sponsorship revenue from certain corporate sponsors, including global, regional and supplier sponsors (which includes new businesses operating in emerging markets) in respect of which we may manage our credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. We are also exposed to other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to us in installments. We try to manage our credit risk with respect to those clubs by requiring payments upon completion of the transaction. However, we cannot ensure these efforts will eliminate our credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of our sponsors or a club to whom we have sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to us. The failure of a major television broadcaster for the Premier League or UEFA club competitions to pay outstanding amounts owed to its respective league or the failure of one of our key sponsors or a club to pay outstanding amounts owed to us could have a material adverse effect on our business, results of operations, financial condition and cash flow. Matchday revenue from our supporters is a significant portion of overall revenue. A significant amount of our revenue derives from ticket sales and other Matchday revenue for our men’s first team matches at Old Trafford and our share of gate receipts from domestic cup matches. In particular, the revenue generated from ticket sales and other Matchday revenue at Old Trafford will be highly dependent on the continued attendance at matches of our individual and corporate supporters as well as the number of home matches we play each season. During each of the 2025/26, 2024/25 and 2023/24 seasons, we played 20, 30 and 25 home matches respectively, and our Matchday revenue was £153.5 million, £160.3 million and £137.1 million for the years ended 30 June 2026, 2025 and 2024, respectively. Match attendance is influenced by a number of factors, some of which are partly or wholly outside of our control. These factors include the success of our men’s first team, broadcasting coverage and general economic conditions in the United Kingdom, which affect personal disposable income and corporate marketing and hospitality budgets. A reduction in Matchday attendance has in the past, in connection with the COVID-19 pandemic, and could in the future have a material adverse effect on our Matchday revenue and our overall business, results of operations, financial condition and cash flow. The markets in which we operate are highly competitive, within the United Kingdom, Europe and internationally, and increased competition could cause our profitability to decline. We face competition from other football clubs in England and Europe. In the Premier League, investment from wealthy team owners has led to teams with deep financial backing that are able to acquire top players and coaching staff, which could result in improved performance from those teams in domestic and European competitions. As the Premier League continues to grow in popularity, the interest of wealthy potential owners may increase, leading to additional clubs substantially improving their financial position. Competition from European clubs also remains strong. Despite the adoption of the UEFA Financial Sustainability Regulations, a set of financial monitoring rules on clubs participating in the Champions League, Europa League and Conference League and the Premier League Profitability and Sustainability Rules (replaced from the 2026/27 season by the Squad Cost Rule and Sustainability and Systemic Resilience rules), a similar set of rules monitoring Premier League clubs, European and Premier League football clubs are spending substantial sums on transfer fees and player salaries. Competition from inside and outside the Premier League has led to higher salaries for our players as well as increased competition on the field. The increase in competition could result in our men’s first team finishing lower in the Premier League than we have in the past and jeopardizing our qualification for or results in European competitions. Competition within England could also cause our men’s first team to fail to advance in the FA Cup and EFL Cup.

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Table of Contents 8 In addition, from a commercial perspective, we actively compete across many different industries and within many different markets. We believe our primary sources of competition, both in Europe and internationally, include, but are not limited to: ● other businesses seeking corporate sponsorships and commercial partners such as sports teams, other entertainment events and television and digital media outlets; ● providers of sports apparel and equipment seeking retail, merchandising, apparel & product licensing opportunities; ● digital content providers seeking consumer attention and leisure time, advertiser income and consumer e- commerce activity; ● other types of television programming seeking access to broadcasters and advertiser income; and ● alternative forms of corporate hospitality and live entertainment for the sale of Matchday tickets such as other live sports events, concerts, festivals, theater and similar events. All of the above forms of competition could have a material adverse effect on any of our four revenue streams and our overall business, results of operations, financial condition and cash flow. A cyber-attack on, or disruption to, our IT Systems or other systems utilized in our operations could compromise our operations, adversely impact our reputation and subject us to liability. We rely on computer systems, hardware, software, technology infrastructure and online sites and networks for both internal and external operations that are critical to our business (collectively, “IT Systems”). We own and manage some of these IT Systems but also rely on third parties for a range of IT Systems and related products and services, including but not limited to cloud computing services. We and certain of our third-party providers collect, maintain and process data about customers, employees, business partners and others, including personally identifiable information, as well as proprietary information belonging to our business such as trade secrets (collectively, “Confidential Information”). We face evolving cybersecurity risks that threaten the confidentiality, integrity, and availability of our IT Systems and Confidential Information, including from diverse threat actors, such as state-sponsored organizations, opportunistic hackers and hacktivists, as well as through diverse attack vectors, such as social engineering/phishing, malware (including ransomware), malfeasance by insiders, human or technological error, and as a result of bugs, misconfigurations or exploited vulnerabilities in software or hardware. Because we make use of third-party service providers, such as various SaaS/cloud platforms that support our operations, cyberattacks that substantially disrupt or compromise third party IT Systems could materially impact our business and financial results. We cannot guarantee that patches or mitigating measures for scanning tools used in our IT environment designed to regularly identify and track known security vulnerabilities in software will be applied before such vulnerabilities are exploited by an actor. Cyberattacks are expected to accelerate on a global basis in frequency and magnitude as threat actors are becoming increasingly sophisticated in using techniques and tools – including artificial intelligence (“AI”), machine learning, and automated decision-making technologies, including proprietary AI and machine learning algorithms and models (collectively, “AI Technologies”) – that circumvent security controls, evade detection and remove forensic evidence. AI tools can provide threat actors with greater scale, efficiency and effectiveness than is possible through human action alone. Such tools are used to produce highly customized phishing campaigns through generative AI, polymorphic malware that adapts real-time to IT environments during deployment, and automated vulnerability identification and exploitation, among other things. As a result, we may be unable to detect, investigate, remediate or recover from future attacks or incidents, or to avoid a material adverse impact to our IT Systems, Confidential Information or business.

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Table of Contents 9 As a high-profile brand we are susceptible to the risk of a cyber-attack on our IT Systems or other third-party systems utilized in our operations. In the past, we have experienced cyber-attacks and other security incidents of varying degrees from time to time. Our controls and other preventative actions we have undertaken to strengthen our IT Systems may not prevent against such attacks and we cannot assure you that such measures will provide absolute security, that we will be able to react in a timely manner, or that our remediation efforts following any past or future attacks will be successful. Further, there can also be no assurance that our cybersecurity risk management program and processes, including our policies, controls or procedures, will be fully implemented or complied with. A cyber-attack could disable the IT Systems we use or depend on to operate our business and give rise to the loss of significant amounts of Confidential Information, potentially subjecting us to criminal or civil sanctions or other liability. See “We are subject to governmental regulation and other legal obligations related to privacy, data protection, data security and safeguarding. Our actual or perceived failure to comply with such obligations could harm our business.” Similarly, any disruption to or failures in our IT Systems or other third-party systems utilized in our operations could have an adverse impact on our ability to operate our business and lead to reputational damage. Any of these events could have a material adverse effect on our business, results of operations, financial condition and cash flow. Further, any incident could result in significant incident response, system restoration or remediation and future compliance costs, as well as regulatory investigations and litigation. We cannot guarantee that any costs and liabilities incurred in relation to an attack or incident will be covered by our existing insurance policies or that applicable insurance will be available to us in the future on economically reasonable terms or at all. As attempted attacks continue to evolve in scope and sophistication, we may incur significant costs in modifying or enhancing our IT security systems and processes in an attempt to defend against such attacks. There can be no assurance, however, that any security systems or processes we, or third-party providers on which we rely, currently have in place or that may be implemented in the future will be successful in preventing or mitigating the harm from such attacks. We are subject to special rules and regulations regarding insolvency and bankruptcy. We are subject to, among other things, special insolvency or bankruptcy-related rules of the Premier League and the Football Association (the “FA”). Those rules empower the Premier League board to direct certain payments otherwise due to us to the FA and its members, associate members and affiliates, certain other football leagues and certain other people and entities if it is reasonably satisfied that we have failed to pay certain creditors including other football clubs, the Premier League and the Football League. If we experience financial difficulty, we could also face sanctions under the Premier League rules, including suspension from the Premier League, European competitions, the FA Cup and certain other competitions, the deduction of league points in the Premier League or Football League and loss of control of player registrations. For example, the Premier League could prevent us from playing, thereby cutting off our income from ticket sales and putting many of our other sources of revenue at risk. Any of these events could have a material adverse effect on our business, results of operation, financial condition, or cash flow, as well as our ability to meet our financial obligations. Premier League voting rules may allow other clubs to take action contrary to our interests. The Premier League is governed by its 20 club shareholders with most rule changes requiring the support of a minimum of 14 of the clubs. This allows a minority of clubs to block changes they view as unfavorable to their interests. In addition, it allows a concerted majority of the clubs to pass rules that may be disadvantageous to the remaining six clubs. Our interests may not always align with the majority of clubs and it may be difficult for us to effect changes that are advantageous to us. At the same time, it is possible that other clubs may take action that we view as contrary to our interests. If the Premier League clubs pass rules that limit our ability to operate our business as we have planned or otherwise affect the payments made to us, we may be unable to achieve our goals and strategies or increase our revenue. Serious injuries to or losses of playing staff may affect our performance, and therefore our results of operations and financial condition. Injuries to members of the playing staff, particularly if career-threatening or career-ending, could have a detrimental effect on our business. Such injuries could have a negative effect upon our men’s first team’s performance and may also result in a loss of the income that would otherwise have resulted from a transfer of that player’s registration. In addition, depending on the circumstances, we may write down the carrying value of a player on our balance sheet and record an impairment charge in our operating expenses to reflect any losses resulting from career-threatening or career-ending injuries to that player. Such injury may affect the performance of our men’s first team, and therefore our business, results of operations, financial condition and cash flow.

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Table of Contents Inability to renew our insurance policies could expose us to significant losses. We insure against the accidental death (including death by natural causes) or permanent disablement (resulting in an inability to continue their playing career with Manchester United and/or any other club in one of the top five European leagues) of certain members of our men’s first team, although typically not at such player’s full market value. Such insurance also excludes incidents which occur while playing matches or training. We also have catastrophe coverage in the event of an incident (such as travel or terrorist related incidents) that results in the accidental death or permanent disablement of multiple members of our men’s first team playing squad. We also carry non-player related insurance typical for our business (including combined liability, property damage, business interruption, terrorism, cyber and directors and officers insurance). When any of our insurance policies expire, it may not be possible to renew them on the same terms, or at all. In such circumstances, some of our business activities and/or assets may be uninsured. If any of these uninsured business activities or assets were to suffer damage, we could suffer a financial loss. Our most valuable tangible asset is the Old Trafford stadium. An inability to renew insurance policies covering our players, Old Trafford, the Carrington training ground (“Carrington”) or other valuable assets could expose us to significant losses. In addition to the above, the Fédération Internationale de Football Association (“FIFA”) currently provides insurance coverage for loss of wages (temporary disablement), subject to a maximum period of 365 days (excluding the first 28 days) and a cap of €7.5 million per claim per player, paid by the club to our players subsequent to an injury incurred while playing for their senior national team in a match played under the FIFA international match calendar. The maximum daily compensation is limited to €20,548 per claim. The maximum capacity (“aggregate limit”) of the FIFA Club Protection Programme is €80,000,000 per annum. Neither FIFA nor national football associations are obliged to provide accidental death or permanent disablement insurance coverage for players while on international duty. These terms are subject to review when the policy is due for renewal in December 2026. Our international expansion and operations in foreign markets expose us to risks associated with international sales and operations. We intend to continue to expand internationally and operate in various foreign markets. Managing a global organization is difficult, time consuming and expensive. Any future international expansion efforts that we may undertake may not be successful. In addition, conducting international operations subjects us to risks such as the lack of familiarity with and unexpected changes in foreign regulatory requirements; difficulties in managing and staffing international operations; fluctuations in foreign exchange rates; potentially adverse tax consequences, including foreign value added tax systems, and restrictions on repatriation of earnings; the burdens of complying with a wide variety of foreign laws and legal standards; increased financial accounting and reporting burdens and complexities; the lack of strong intellectual property regimes and political, social and economic instability abroad. Operating in international markets also requires significant management attention and financial resources. The investment and additional resources required to establish operations and manage growth in other countries may not produce desired levels of revenue or profitability. In many foreign countries, particularly in certain developing economies, it is not uncommon to encounter business practices that are prohibited by certain regulations, such as the UK Bribery Act 2010, the US Foreign Corrupt Practices Act and similar laws. Our and our subsidiaries’ efforts undertaken to comply with respect to these laws may not prevent our employees, contractors and agents, as well as those companies to which we outsource certain of our business operations from taking actions in violation of such policies and procedures. Any such violation, even if prohibited by our or our subsidiaries’ policies and procedures or the law, could have a material adverse effect on our reputation, results of operations, financial condition and the price of our Class A ordinary shares. Fluctuations in exchange rates have in the past and may in the future adversely affect our results of operations. Our functional and reporting currency is pounds sterling and substantially all of our costs are denominated in pounds sterling. However, Broadcasting revenue from our participation in UEFA club competitions, as well as certain other revenue, is generated in Euros. We also occasionally enter into transfer agreements, commercial partner agreements and other contracts which are payable in Euros. In addition, we have US dollar foreign exchange exposure relating to our secured term loan facility and senior secured notes as well as Commercial revenue from certain sponsors. We hedge the foreign exchange risk on our future US dollar revenues using a portion of our US dollar denominated secured term loan facility and senior secured notes as the hedging instrument. We incurred foreign exchange losses in our statement of profit or loss on our unhedged US dollar denominated secured term loan facility and senior secured notes of £10.0 million in the year ended 30 June 2026, as well as £2.8 million in the year ended 30 June 2024. In the year ended 30 June 2025, we recorded a gain of £22.9 million. For the years ended 30 June 2026, 2025 and 2024 approximately 0.9%, 4.7% and 8.1% of our total revenue was generated in Euros, respectively, and approximately 11.1%, 12.1% and 11.2% of our total revenue was generated in US dollars, respectively. We may also enter into foreign exchange contracts to hedge a portion of this transactional exposure. We offset the value of our non-sterling revenue and the value of the corresponding hedge before including such amounts in our overall revenue. Our results of operations have in the past and will in the future fluctuate due to movements in exchange rates.

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Table of Contents 11 Failure to adequately protect our intellectual property and to curb the sale of counterfeit merchandise could affect our brand. Like other popular brands, we are susceptible to instances of brand infringement (such as counterfeiting and other unauthorized uses of our intellectual property rights). We seek to protect our brand assets by ensuring that we own and control certain intellectual property rights in and to those assets and, where appropriate, by enforcing those intellectual property rights. For example, we own the copyright in our logo, and our logo and trade name are registered as trademarks (or are the subject of applications for registration) in a number of jurisdictions in Europe, Asia Pacific, Africa, North America and South America. However, we have not registered these intellectual property rights in every jurisdiction, and regardless it is not possible to detect all instances of brand infringement. Additionally, where instances of brand infringement are detected, we cannot guarantee that we will be able to successfully enforce our intellectual property rights to counter the infringement, as there may be legal or factual circumstances which give rise to uncertainty as to the validity, scope and enforceability of our intellectual property rights in the brand assets. Furthermore, the laws of certain countries in which we license our brand and conduct operations, particularly those in Asia, may not offer the same level of protection to intellectual property rights holders as those in the United Kingdom, the rest of Europe and the United States. It may also take significantly more time to enforce our intellectual property rights under these legal regimes, and thus, even if we are successful in asserting our intellectual property rights in these countries, any recovery could be delayed. For example, the unauthorized use of intellectual property is common and widespread in Asia and enforcement of intellectual property rights by local regulatory agencies is inconsistent. If we were to fail or be unable to secure, protect, maintain and/or enforce the intellectual property rights which vest in our brand assets, then we could lose our exclusive right to exploit such brand assets. Infringement of our trademark, copyright and other intellectual property rights could have an adverse effect on our business. We also license our intellectual property rights to third parties. In an effort to protect our brand, we enter into licensing agreements with these third parties which govern the use of our intellectual property and which require our licensees to abide by quality control standards with respect to such use. We cannot assure you that our efforts to police our licensees’ use of our intellectual property will be sufficient to ensure their compliance. The failure of our licensees to comply with the terms of their licenses could have a material adverse effect on our business, results of operations, financial condition and cash flow. We are subject to governmental regulation and other legal obligations related to privacy, data protection, data security and safeguarding. Our actual or perceived failure to comply with such obligations could harm our business. We are subject to diverse and evolving laws and regulations relating to data privacy and security globally, including the United Kingdom data protection regime consisting primarily of the UK General Data Protection Regulation, the UK Data Protection Act 2018 and, in the EEA, Regulation 2016/679, known as the EEA General Data Protection Regulation, and the Data Protection Act (as amended) of the Cayman Islands. In key jurisdictions where we operate, including the United States, China, Singapore, Thailand and the Cayman Islands, new privacy rules are being enacted and existing ones are being updated and strengthened. Further, there has been a substantial increase globally in legislative activity and regulatory focus on data privacy and security, including in relation to cybersecurity incidents. We are likely to be required to expend significant capital and other resources to provide ongoing compliance with these laws and regulations. Claims that we have violated individuals’ privacy rights or breached our data protection obligations, even if we are not found liable, could be expensive and time-consuming to defend and could result in adverse publicity that could harm our business. We collect and process personal data from our followers, customers, members, suppliers, business contacts and employees as part of the operation of our business (including online merchandising), and therefore we must comply with a variety of data protection and privacy laws globally, including in the United Kingdom, EEA and other jurisdictions where we operate or where our followers reside. These laws impose stringent obligations in relation to our collection, control, processing, sharing, disclosure and other use of data relating to an identifiable living individual. In particular, the UK General Data Protection Regulation and EEA General Data Protection Regulation require us to provide detailed disclosures about how personal data is collected and processed, ensure that appropriate legal bases are in place to justify data processing activities, particularly when processing sensitive personal data, obtain consent for certain data processing activities (such as marketing and other follower engagement), facilitate rights for data subjects in respect of their personal data, notify data protection regulators (and in certain cases, affected individuals) of certain personal data breaches, retain personal data for only as long as necessary for the purposes it is being processed for, include certain obligations in contracts with third- party processors in connection with the processing of personal data, and comply with the principle of accountability and demonstrate compliance through policies, procedures, trainings and audit procedures. Additionally, in relation to cross- border transfers, case law from the Court of Justice of the European Union states that reliance on the standard contractual clauses - a standard form of contract approved by the European Commission as a personal data transfer mechanism - alone may not necessarily be sufficient in all circumstances and that transfers must be assessed on a case-by-case basis, creating complexity and uncertainty regarding certain transfers.

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Table of Contents 12 As the regulatory guidance and enforcement landscape in relation to the processing of personal data continue to develop, we could suffer additional costs, complaints and/or regulatory investigations or fines; we may have to stop using certain tools and vendors and make other operational changes; we may have to implement alternative data transfer mechanisms or take additional compliance and operational measures; and/or it could affect the manner in which we provide our services and could adversely affect our business, operations and financial condition. In addition, we are exposed to the risk that the personal data we control could be wrongfully accessed and/or used, whether by employees, followers or other third parties, or otherwise lost or disclosed or processed in breach of data protection regulations. If we or any of the third-party service providers on which we rely fail to process such personal data in a lawful or secure manner or if any theft or loss of personal data were to occur, we could face liability under data protection laws, and we may be subject to litigation, regulatory investigations, enforcement notices requiring us to change the way we use personal data under multiple legal regimes and/or fines of up to £17.5 million (under the UK GDPR)/20 million Euros (under the EEA GDPR) or up to 4% of the total worldwide annual turnover of the preceding financial year, whichever is higher (and we may be fined under the UK and EEA regimes independently in respect of the same breach). In addition to statutory enforcement and other administrative penalties, a personal data breach or other unlawful processing of personal data can lead to compensation claims by affected individuals, negative publicity and a potential loss of business. In recent years, US and European lawmakers and regulators have expressed concern over electronic marketing and the use of cookies, web beacons and similar technology for online behavioral advertising. In the United Kingdom and EEA, marketing is defined broadly to include any promotional material and the rules on electronic marketing are currently set out in the ePrivacy Directive in the EEA and the Privacy and Electronic Communications Regulations in the United Kingdom. These laws require free and informed consent for the placement of a non-essential cookie or similar technologies on a user’s device and for certain direct electronic marketing. The regime also imposes conditions on obtaining valid consent, such as a prohibition on pre-checked consents and a requirement to ensure separate consents are sought for each type of cookie or similar technology, and non-compliance with marketing and cookies laws could lead to litigation, regulatory investigations, enforcement notices or monetary penalties. Recent European court and regulator decisions are driving increased attention to cookies and tracking technologies. If the trend of increasing enforcement by regulators of the strict approach to opt-in consent for all but essential use cases, as seen in recent guidance and decisions continues, or if there is further regulation, and/or if there is any decline of cookies or similar online tracking technologies as a means to identify and potentially target users, this may lead to broader restrictions on our online activities, including our efforts to understand followers’ internet usage and promote ourselves to them, which may lead to additional costs, require significant system changes, limit the effectiveness of our marketing activities, divert the attention of our technology personnel, adversely affect our margins and subject us to additional liabilities. In light of the complex and evolving nature of laws on cookies and tracking technologies, there can be no assurances that we will be successful in our efforts to comply with such laws; violations of such laws could result in regulatory investigations, fines, orders to cease/ change our use of such technologies, as well as civil claims including class actions, and reputational damage. We are also subject to legislation associated with child protection, adult protection, safeguarding and the rights of children. We aim to operate in compliance with the guiding principles of the United Nations Convention on the Rights of the Child (“UNCRC”) which sets out the civil, political, economic, social and cultural rights of every child, regardless of their race, religion or abilities. Both in the United Kingdom and internationally there have been increases in disclosures of institutional sexual abuse, most notably by the Football Association (England), US Gymnastics (USA) and Oxfam (Haiti/ United Kingdom), where the outcome has been significant fines, reductions in funding and sponsorship, and substantial media reputational damage along with a lack of trust in those organizations. We are required to demonstrate to government and regulatory bodies our processes and systems to demonstrate what proactive steps we take to provide for the safety and well-being of children and adults at risk in our duty of care, as well as managing any civil liability or other claims by individuals against historical abuse disclosures. We collect, process and retain personal data associated with safeguarding cases and criminal records in order to take steps to safeguard children and adults at risk, and create a safer culture for them to thrive and for staff/volunteers to work within, in accordance with legal and regulatory requirements. Safeguarding legislation is in flux with the key focus that the welfare of the child and/or adult at risk is paramount. Failure to maintain compliance with these changes could harm our business.

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Table of Contents 13 The development and integration of AI into our business may present regulatory, legal, business, and financial risks, and result in reputational harm, liability, or other adverse consequences to our operations. We use both internally and third-party developed AI Technologies in our business, and are constantly working on expanding our AI capabilities, including through improvements to our existing AI Technologies, as well as through development of new products and features. The regulatory framework around the development and use of emerging AI Technologies is rapidly evolving, and many federal, state and foreign government bodies and agencies have introduced, and are currently considering, additional laws and regulations related to the development and integration of AI Technologies and other emerging data technologies, including those designed to mitigate or control for bias and discrimination in the context of AI and machine learning. In Europe, the European Union’s Artificial Intelligence Act (the “EU AI Act”) entered into force in August 2024, establishing a comprehensive, legal framework for the regulation of artificial intelligence systems across the EU. A number of its provisions have come into effect, with other provisions to be phased into effect over the next two years. Once fully applicable, the EU AI Act will have a material impact on the way artificial intelligence is regulated in the EU, including requirements around transparency, conformity assessments and monitoring, risk assessments, human oversight, security, accuracy, general purpose artificial intelligence and foundation models, and significant fines for non-compliance of up to 7% of worldwide annual turnover. Globally, legal frameworks on AI Technologies are ever-changing and inconsistent across jurisdictions, and we may incur additional expenses and costs associated with complying with such laws and regulations, as well as face heightened potential liability if we are unable to comply with these laws and regulations. Moreover, a number of aspects of intellectual property protection in the field of AI and machine learning are currently under development, and there is uncertainty and ongoing litigation in different jurisdictions as to the degree and extent of protection warranted for AI and machine learning systems and relevant system input and outputs. The law is also uncertain across jurisdictions regarding the copyright ownership of content that is produced in whole or in part by generative AI tools. As a result of this uncertainty, the creation and use of AI-generated content or use of content to generate AI outputs or train AI models may impact our or our users’ ability to commercialize such content and may expose us to litigation. We also have no assurance that our use of AI, including through third-parties, will not limit our ability to benefit from regulatory safe harbors. Any or all of such or other regulatory developments could affect our use of AI and our ability to procure or utilize third- party AI Technologies, provide, improve or commercialize our services, require changes to our operations and processes, and materially adversely affect our business, results of operations, and financial condition. Further, any failure or perceived failure by us to comply with existing or newly enacted laws, regulations and other requirements relating to AI Technologies could result in legal claims or proceedings, regulatory investigations or enforcement actions. In addition to the regulatory and legal uncertainties around the development and deployment of such technologies, there are other risks, challenges and possible unintended consequences, which could require extensive investment of resources to develop, test and maintain our services, including by developing appropriate protections and safeguards in order to minimize or remediate harmful impacts on our business and data privacy safeguards. The creation of content by the AI Technologies we use may carry various risks, including content which might be factually inaccurate, incorrect or flawed, and might include bias, misrepresentations, offensive language and inappropriate statements. AI also presents emerging ethical and social concerns, and if we offer solutions that draw scrutiny or controversy due to their perceived or actual impact on customers or on society as a whole, we may experience harm to our brand, competitive harm and legal liability. Additionally, if any of our employees, contractors, vendors, or service providers use any third-party AI-powered software in connection with our business or the service they provide to us, it may lead to the inadvertent disclosure of our Confidential Information into publicly available third-party training sets, which may impact our ability to realize the benefit of, or adequately maintain, protect and enforce our intellectual property or our Confidential Information, harming our competitive position and business. It is not possible to predict all of the risks related to the use of AI, and changes in laws, rules, directives and regulations governing AI may adversely affect our development, adoption, use, deployment and maintenance of AI or subject us to legal liability, regulatory action or brand and reputational harm.

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Table of Contents Piracy and illegal live streaming may adversely impact our Broadcasting revenue. For each of the years ended 30 June 2026, 2025 and 2024, Broadcasting revenue constituted 30.5%, 25.9% and 33.5%, respectively, of our total revenue. Our Broadcasting revenue is principally generated by the broadcasting of our matches on pay and free-to-air television channels as well as content delivered over the internet and through our own television channel, MUTV. In recent years, piracy and illegal live streaming of subscription content over the internet has caused, and is continuing to cause, lost revenue to media distributors showing our matches. For example, the Premier League previously initiated litigation against Google, YouTube & Flawless for facilitating piracy and illegal streaming of subscription content. While this litigation matter has been settled, there can be no guarantee that this or similar actions will prevent or limit future piracy or illegal streaming of subscription content. If these trends increase or continue unabated, they could pose a risk to subscription television services. The result could be a reduction in the value of our share of football broadcasting rights and of our online and MUTV services, which could have a material adverse effect on our business, results of operations, financial condition and cash flow. Changes in consumer viewing habits and the emergence of new content distribution platforms could adversely affect our business. The manner in which consumers view televised sporting events continues to change rapidly with the emergence of alternative distribution platforms and content providers are continuing to improve technologies, content offerings, user interface, and software. Such developments may impact the profitability or effectiveness of our existing media contracts and strategy, including our television channel, MUTV. If we are unsuccessful in adapting our licensing practices and/or media platforms as consumer viewing habits change, our viewership levels (whether on traditional or new platforms), our Broadcasting revenue and/or the value of our advertising and sponsorship contracts may decrease, which could have a material adverse effect our business, results of operations and financial condition. In addition, even if we are able to successfully adapt, we will be subject to risks associated with these alternative distribution platforms. Delivery of video programming over the internet is done through a series of carriers, and any point of failure in this distribution chain may disrupt or degrade the quality of our services. Service disruption or degradation for any reason, including as a result of a cyber-attack, natural disaster or other failure in our or a third-party’s IT Systems, could diminish the overall attractiveness of our services to subscribers, causing us to lose subscribers and/or credit subscribers affected by such disruption, which could have a material adverse effect on our business, results of operations and financial condition. Our operating results may fluctuate due to seasonality. Our operating results are subject to seasonal variation, limiting the overall comparability and predictability of interim financial periods. The seasonality of our operating results is primarily attributable to the number of games played in each financial period and therefore Matchday and Broadcasting revenue recognized. Similarly, certain of our costs derive from hosting games at Old Trafford, and these costs will also vary based on the number of games played in the period. We have historically generated higher revenue in the second and third quarters of our fiscal year. Our business might be affected by our men’s first team reaching the later stages of European and domestic competitions, which would generally generate significant additional Broadcasting and Matchday revenue during the fourth quarter of our fiscal years. Our cash flows may also vary among interim periods due to the timing of significant payments from major commercial and player transfer agreements. As a result, our interim results and any quarterly financial information that we publish should not be viewed as an indicator of our performance for the fiscal year. We are subject to tax in multiple jurisdictions, and changes in tax laws (or in the interpretations thereof) in the United States, United Kingdom or in other jurisdictions could have an adverse effect on us. Although we are incorporated as a Cayman Islands exempted company, we report as a US domestic corporation for US federal income tax purposes and we are subject to US federal corporate income tax (at a statutory rate of 21% as of the filing of this Annual Report) on our worldwide income. As the majority of the Group is UK tax resident, we are also subject to UK corporation tax (currently at a statutory rate of 25%). Subject to applicable limitations, we may utilize a credit for, or deduct, UK taxes paid for purposes of computing our US federal corporate income tax liability in order to mitigate or eliminate the double taxation. In addition, we are subject to income and other taxes in various other jurisdictions. The amount of tax we pay is subject to our interpretation and application of tax laws in jurisdictions in which we operate. Changes in current or future laws or regulations, or the imposition of new or changed tax laws or regulations or new related interpretations by taxing authorities in the US, UK or foreign jurisdictions, could adversely affect our business, results of operations, financial condition and cash flow. For example, The Internal Revenue Service or other tax authorities may issue regulations or other guidance in the future that could modify how taxes will be applied. In addition, other changes to the US federal tax law have also been proposed from time to time; however, it is not yet clear if or what additional changes will be made or when, or what impact any such changes will have on us.

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Table of Contents 15 We establish tax provisions, where appropriate, on the basis of amounts expected to be paid to (and recovered from) tax authorities and, as a result, changes in tax laws (or in the interpretations thereof) could have an adverse effect on us. Tax is calculated on the basis of the tax laws enacted or substantively enacted at the reporting date in the countries where we operate and generate taxable income. We establish provisions where appropriate on the basis of amounts expected to be paid to (or recovered from) the tax authorities. From time to time we are involved in discussions with tax authorities in relation to ongoing tax matters and, where appropriate, provisions are made based on our assessment of each case. We are currently in active discussions with UK tax authorities over a number of tax areas in relation to arrangements with players and players’ representatives. It is possible that in the future, as a result of these discussions, as well as discussions that UK tax authorities are holding with other stakeholders within the football industry, interpretations of applicable rules will be challenged, which could result in liabilities in relation to these matters. The future tax provision expense or credit may be higher or lower than estimates made when we determined whether it was appropriate to record a provision and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law (or in the interpretation thereof) could adversely affect our business, results of operations, financial condition and cash flow. Business interruptions due to natural disasters, terrorist incidents and other events, such as a pandemic, epidemic or outbreak of an infectious disease, could adversely affect us and Old Trafford. Our operations can be subject to natural disasters, terrorist incidents and other events beyond our control, such as earthquakes, fires, power failures, telecommunication losses, acts of war and pandemics, epidemics or any other outbreak of an infectious disease or other health crises. For example, our business was significantly affected by the COVID-19 pandemic which resulted in matches being played behind closed doors and the closure of our Museum, Stadium Tours and Megastore operations. Such events, whether natural or manmade, could cause severe destruction or interruption to our operations, and as a result, our business could suffer serious harm. Our men’s first team regularly tours the world for promotional matches, visiting various countries with a history of terrorism and civil or geopolitical unrest, and as a result, we and our players could be potential targets of terrorism when visiting such countries. In addition, any prolonged business interruption at Old Trafford could cause a decline in Matchday revenue. Our business interruption insurance only covers some, but not all, of these potential events, and even for those events that are covered, it may not be sufficient to compensate us fully for losses or damages that may occur as a result of such events, including, for example, loss of market share and diminution of our brand, reputation and client loyalty. Any one or more of these events could have a material adverse effect on our business, results of operation, financial condition and cash flow. We are subject to risks relating to weather and climate change. Extreme weather conditions may cause property damage or interrupt our Matchday operations both at Old Trafford and at other away match locations, which could harm our business and results of operations or incur additional costs. Climate change may affect the frequency or severity of these conditions. Our property and business interruption insurance coverage for certain conditions is subject to deductibles and limits on maximum benefits, including limitation on the coverage period for business interruption, and we cannot assure you that we will be able to fully insure such losses or fully collect, if at all, on claims resulting from such conditions. If we fail to properly manage our operational needs, our business could suffer. Fluctuations in the needs of our commercial operations may place a significant strain on our management and on our operational and financial resources and systems. To manage these changes effectively, we need to maintain a system of management controls and attract and retain qualified personnel, as well as develop, train and manage management-level and other employees. Failure to manage our operational needs effectively could cause us to over-invest or under-invest in infrastructure, and result in losses or weaknesses in our infrastructure, which could have a material adverse effect on our business, results of operations, financial condition and cash flow. Any failure by us to manage our operational needs effectively could have a negative effect on our ability to achieve our business goals and strategies.

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Table of Contents Non-compliance with health and safety legislation could lead to physical harm. The safety, health, and well-being of all our employees and customers is fundamental to delivering sustainable and positive economic performance. We are obligated to comply with various rules and conditions imposed by government and regulatory bodies, including but not limited to those set out by the Sports Ground Safety Authority (SGSA), ISO 45001:2018 certification (Health & Safety Management Standard) and fire safety measures. Any incident involving non- compliance with respect to health and safety could potentially not only affect staff but also others at the stadium including contractors, fans and visitors. Depending on the severity of the non-compliance and the impact on those affected parties, this could lead to possible accident or injury claims, fines, damage to the brand and reputation, closure or capacity reductions of our facilities and prosecution, any of which could materially and adversely affect our business, results of operations, financial condition and cash flow. In an effort to mitigate these risks, we have dedicated significant resources to establishing health and safety operational policies and procedures, ongoing employee training protocols, and both monthly/ annual compliance and affirmation reporting obligations. Incidents involving non-compliance may still occur despite our efforts, and it is possible that these and any similar actions we may take in the future to mitigate these risks may divert resources away from our revenue-generating activities without yielding a corresponding benefit. Risks Related to Our Industry An economic downturn or other adverse economic conditions may harm our business. Economic downturns and other adverse conditions in the United Kingdom and markets globally, interest rates, inflation rates and other economic pressures, have in the past negatively affected, and may in the future negatively affect, our operations. Our Matchday and Broadcasting revenues in part depend on personal disposable income and corporate marketing and hospitality budgets. Further, our Commercial revenue is contingent upon the expenditures of businesses across a wide range of industries. Any economic downturn or other deterioration in economic conditions, such as inflation, slower growth, unemployment levels, credit availability, fuel prices, interest rates, tax rates, trade relations and regulations, or other factors, whether resulting from geopolitical issues and uncertainty, the impact of pandemics, epidemics or other outbreaks of infectious disease, or any number of other conditions or events outside of our control, are likely to have a negative impact on consumer and corporate discretionary spending and otherwise lead companies in affected industries to cut costs in response to these changed circumstances. As a result, any economic downturn or other weakening in economic conditions could cause a reduction in our Commercial revenue, as well as our Broadcasting and Matchday revenues, each of which could have a material adverse effect on our business, results of operations, financial condition and cash flow. An increase in the relative size of salaries or transfer costs could adversely affect our business. Our success depends on our ability to attract and retain the highest quality players and coaching staff. As a result, we are obliged to pay salaries generally comparable to our main competitors in England and Europe. Any increase in salaries may adversely affect our business, results of operations, financial condition and cash flow. Other factors that affect player salaries, such as significant investment in players by non-European leagues, changes in personal tax rates, changes to the treatment of income or other changes to taxation in the United Kingdom and the relative strength of pounds sterling, may make it more difficult to attract top players and coaching staff from Europe or elsewhere or require us to pay higher salaries to compensate for higher taxes or less favorable exchange rates. In addition, if our revenue falls and salaries remain stable (for example, as a result of fixed player or coaching staff salaries over a long period) or increase, our results of operations would be materially adversely affected. An increase in transfer fees would require us to pay more than expected for the acquisition of players’ registrations in the future. In addition, certain players’ transfer values may diminish after we acquire them, and we may sell those players for transfer fees below their net book value, resulting in a loss on disposal of players’ registrations. Net transfer costs could also increase if levies imposed by FIFA, the Premier League or any other organization in respect of the transfer of players’ registrations were to increase. We remain committed to attracting and retaining the highest quality players and key football management staff for our men’s first team. Our average annual net registrations cash outflow over the last five years has been £146.1 million and we continue to expect it to vary significantly from period to period. We may explore new player acquisitions in connection with future transfer periods that may materially increase the amount of our net capital expenditure on intangible assets. As part of any material increase in net capital expenditure on intangible assets, we may also experience a material increase in our expenditure for player salaries. The actual amount of cash we use on player acquisitions will also depend, in part, on the amount of any cash we receive as a result of the sale of any players. Any increase in net capital expenditure on intangible assets compared to historic levels will also result in an increase in amortization expenses in future periods.

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Table of Contents 17 UEFA, Premier League and FIFA regulations could negatively affect our business. As the primary governing body of European football, UEFA continually evaluates the dynamics in the football industry and considers changes to the regulatory framework governing European football clubs. Clubs participating in UEFA club competitions are subject to the UEFA Club Licensing and Financial Sustainability Regulations (“FSR”). Breaches in the rules may result in, among other things, fines, withholding of prize money, bans on registering new players for UEFA club competitions and ultimately disqualification from UEFA club competitions. Amongst other things, these rules are intended to discourage clubs from continually operating at a loss and to ensure that clubs settle their football, staff and tax creditors on time. The FSR came into effect on 1 July 2022, replacing Financial Fair Play. The FSR includes a “Football Earnings” test which assesses the rolling three-year result before tax, and has an allowable loss limit of €60 million over three years (based on certain criteria being achieved, including positive equity and/or owner contribution), or up to €90 million if certain good financial health criteria are met. If none of either set of criteria are achieved, the allowable loss is €5 million. The second test is a Squad Cost Rule (“SCR”), which limits spending on player and coach wages, transfers, and agent fees to 70% of club revenues in a calendar year. Revenue under the SCR test includes operating revenue and an average of the previous 36 months of player trading result. The third test includes overdue payables reporting under which clubs must have no overdue payables in respect of other football clubs, social & tax authorities and employees. Overdue payables reporting is tested three times a year and can be on up to four occasions if a club has overdue payables at one of the reporting periods. The final test is a positive net equity test as of the 31 December each year preceding each deadline. For those clubs with negative equity, an improvement of 10% must be shown year-on-year. The Premier League has also historically operated under regulations to promote sustainability through profitability, however these are being replaced from Season 2026/27. The Premier League Profitability and Sustainability Rules centered upon a break-even test, similar to that in UEFA’s regulations but with an allowable loss limit of £15 million, or up to £105 million dependent on the ability of the club to meet its liabilities. Our most recent submission was based on the fiscal years ended 30 June 2025, 2024 and 2023 and was compliant. Wide-ranging sanctions, including significant fines, player transfer restrictions and Premier League points deduction, may be imposed by the Premier League for a breach of these regulations. The season ending 2025/26 is the final testing period under these regulations. From Season 2026/27, the Premier League is replacing this test with a Squad Cost Rule (“SCR”) and Sustainability and Systemic Resilience rules (“SSR”). The SCR is similar in principle to UEFA but with some key differences. The Premier League will test on a seasonal basis and will operate a green threshold of 85%, below which clubs are compliant, and a red test threshold of 115% which clubs can spend up to. Between 85% and 115% would result in a levy and a reduction of the following season’s red test threshold limit. For example, if a club is at 115%, they would incur a levy and the following season their maximum threshold would be reduced by 15% to 100%, whereas if a club is above 115%, sporting sanctions are applied. Clubs will submit information in October for monitoring of the test and will be tested in March so that any sporting sanctions can be applied in-season. The SSR submission occurs annually in July and includes future financial information, which is composed of three tests. The first is a working capital test which tests clubs’ ability to meet its’ operational obligations. The second is a liquidity test which assesses whether clubs have adequate cash and funding to manage financial shocks and ongoing commitments. The third is a positive equity test, which allows club to adjust for a percentage of the market value of players. Collectively, these tests aim to ensure clubs remain financially sustainable, resilient and solvent over the short, medium and long term. If we fail to satisfy any or all of the three tests, we may be subject to sporting and/or financial sanctions. There is a risk that application of the UEFA and Premier League Regulations could have a material adverse effect on the performance of our men’s first team and our business, results of operations, financial condition and cash flow.

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Table of Contents 18 The club is also bound by FIFA and Premier League regulations in respect of the status and transfer of players’ registrations across all age groups internationally and domestically. Sanctions for significant non-compliance or breaches could include restrictions on incoming player transfers and monetary fines, which could have a material adverse effect on the performance of our men’s first team and our business, results of operations, financial condition and cash flow. We could be negatively affected by future changes to Premier League, FA, UEFA, FIFA or other regulations, such as those imposed by the Football Governance Act. Future changes to the Premier League, FA, UEFA, FIFA regulations may adversely affect our results of operations. These regulations could cover various aspects of our business, such as the format of competitions, the eligibility of players, the operation of the transfer market and the distribution of Broadcasting revenue. FIFA is currently going through a process of reforming the regulations which govern the transfer of player registrations, including the activities and remuneration of football agents with respect to player transfers, although the proposed new regulations in respect of agents have been challenged in multiple jurisdictions and are largely not yet effective. It is possible that this regulatory reform will impact our ability to acquire players and/or increase our costs with respect to the recruitment and retention of players. In addition, changes are being considered to address the financial sustainability of clubs such as more robust ownership rules and tests in relation to board directors and significant shareholders. In particular, changes to football regulations designed to promote competition could have a significant impact on our business. Such changes could include changes to the distribution of broadcasting income and changes to the relegation structure of English football. In addition, rules designed to promote the development of local players, such as the Home-Grown Player Rule, which requires each Premier League club to include at least eight “home grown” (i.e., players that have been registered for at least three seasons at an English or Welsh club between the ages of 16 and 21) players in their squads, could limit our ability to select players. Any of these changes could make it more difficult for us to acquire top quality players and, therefore, adversely affect the performance of our men’s first team. Changes in the format of the league and cup competitions in which our men’s first team plays, or might in the future play, could have a negative impact on our results of operations. In addition, in the event that new competitions are introduced to replace existing competitions (for example, a European league), our results of operations may be negatively affected. Changes in the wider regulatory framework for English football could impact our business. In July 2024, the UK Government reintroduced the Football Governance Act which had previously failed to pass through parliament in March 2024. The bill received Royal Assent in July 2025 and grants powers to a body that is independent from government and football authorities to oversee clubs in England’s top five tiers, with the aim of strengthening the governance and financial resilience of football clubs and the relationship between clubs and their fans. Following this, the Independent Football Regulator (“IFR”) was created in September 2025 and requires us to obtain an operating license from the 2027/28 season onwards, in order to participate in the Premier League and England’s other professional divisions. The Club may not always be successful in its engagement with the Independent Regulator and its creation could result in new restrictions and requirements for our business. These could include cost controls, minimum governance standards and revised tests for owners and directors. There could be a decline in our popularity or the popularity of football. There can be no assurance that football will retain its popularity as a sport around the world and its status in the United Kingdom as the so-called “national game,” together with the associated levels of media coverage. In addition, we could suffer a decline in popularity. Any decline in popularity could result in lower ticket sales, Broadcasting revenue, sponsorship revenue, a reduction in the value of our players or our brand, or a decline in the value of our securities, including our Class A ordinary shares. Any one of these events or a combination of such events could have a material adverse effect on our business, results of operations, financial condition and cash flow. Risks Related to Our Indebtedness Our indebtedness could adversely affect our financial health and competitive position. As of 30 June 2026, we had total indebtedness of £689.0 million. Our indebtedness increases the risk that we may be unable to generate cash sufficient to pay amounts due in respect of such indebtedness. It could also have negative effects on our business. For example, it could: ● limit our ability to pay dividends;

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Table of Contents 19 ● increase our vulnerability to general adverse economic and industry conditions; ● require us to dedicate a material portion of our cash flow from operations to make payments on our indebtedness, thereby reducing the availability of our cash flow to fund the hiring and retention of players and coaching staff, working capital, capital expenditures and other general corporate purposes; ● limit our flexibility in planning for, or reacting to, changes in our business and the football industry; and ● limit our ability to borrow additional funds. In addition, our revolving facility, our secured term loan facility and the note purchase agreement governing the senior secured notes contain, and any agreements evidencing or governing other future indebtedness may contain, certain restrictive covenants that will limit our ability to engage in certain activities that are in our long-term best interests. See “— Our indebtedness may restrict our ability to pursue our business strategies.” Our failure to comply with those covenants could result in an event of default which, if not cured or waived, could result in the acceleration of all of our indebtedness. To service our indebtedness, we require cash, and our ability to generate cash is subject to many factors beyond our control. Our ability to make payments on and to refinance our indebtedness and to fund planned capital expenditures depends on our ability to generate cash in the future. This, to a certain extent, is subject to the performance and popularity of our men’s first team as well as general economic, financial, competitive, regulatory and other factors that are beyond our control. We cannot assure you that our business will generate sufficient cash flow from operations or that future borrowings will be available to us in amounts sufficient to enable us to pay our indebtedness or to fund our other liquidity needs. We may need to refinance all or a portion of our indebtedness on or before maturity. We cannot assure you that we will be able to refinance any of our indebtedness on commercially reasonable terms or at all. Failure to refinance our indebtedness on terms we believe to be acceptable could have a material adverse effect on our business, financial condition, results of operations and cash flow. Our indebtedness may restrict our ability to pursue our business strategies. Our revolving facility, our secured term loan facility and the note purchase agreement governing the senior secured notes limit our ability, among other things, to: ● incur additional indebtedness; ● pay dividends or make other distributions or repurchase or redeem our shares; ● make investments; ● sell assets, including capital stock of restricted subsidiaries; ● enter into agreements restricting our subsidiaries’ ability to pay dividends; ● consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; ● enter into sale and leaseback transactions; ● enter into transactions with our affiliates; and ● incur liens. Our ability to comply with these covenants and restrictions may be affected by events beyond our control. If we breach any of these covenants or restrictions, we could be in default under our revolving facility, our secured term loan facility and the note purchase agreement governing the senior secured notes. This would permit the lending banks under our revolving facility and our secured term loan facility to take certain actions, including declaring all amounts that we have borrowed under our revolving facility, secured term loan facility and other indebtedness to be due and payable, together with accrued and unpaid interest. This would also result in an event of default under the note purchase agreement governing the senior secured notes. Furthermore, lending banks could refuse to extend further credit under the revolving facility. If the debt under our revolving facility, our secured term loan facility, the note purchase agreement governing the senior secured notes or any other material financing arrangement that we enter into were to be accelerated, our assets, in particular liquid assets, may be insufficient to repay our indebtedness. The occurrence of any of these events could have a material adverse effect on our business, financial condition and results of operations.

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Table of Contents Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly. We are subject to interest rate risk in connection with borrowings under our revolving facility and our secured term loan facility, which bear interest at variable rates. Interest rate changes could impact the amount of our interest payments, and accordingly, our future earnings and cash flow, assuming other factors are held constant. Historically, we have entered into hedging arrangements to mitigate this risk but currently there are no such arrangements in place. We cannot assure you that any hedging activities entered into by us in future will be effective in fully mitigating our interest rate risk from our variable rate indebtedness. Risks Related to Ownership of Our Class A Ordinary Shares Because of their increased voting rights, and the terms of their Governance Agreement, the holders of our Class B ordinary shares will be able to exert control over us and our significant corporate decisions. Trusts and other entities controlled by six lineal descendants of Mr. Malcolm Glazer collectively own 3.03% of our issued and outstanding Class A ordinary shares and 71.06% of our issued and outstanding Class B ordinary shares, representing 67.91% of the voting power of our outstanding shares. INEOS Services Limited owns 28.83% of our issued and outstanding Class A ordinary shares and 28.96% of our issued and outstanding Class B ordinary shares, representing 28.95% of the voting power of our outstanding shares. See “Item 7. Major Shareholders and Related Party Transactions – A. Major Shareholders.”. Each Class A ordinary share is entitled to one vote per share and is not convertible into any other class of shares. Each Class B ordinary share is entitled to 10 votes per share and is convertible into one Class A ordinary share at any time. In addition, our Class B ordinary shares will automatically convert into Class A ordinary shares upon certain transfers and other events, including upon the date when holders of all Class B ordinary shares cease to hold Class B ordinary shares representing at least 10% of the total number of Class A and Class B ordinary shares outstanding. For special resolutions, which require the affirmative vote of no less than two-thirds of the votes cast, at any time that Class B ordinary shares remain outstanding, the voting power permitted to be exercised by the holders of the Class B ordinary shares will be weighted such that the Class B ordinary shares shall represent, in the aggregate, 67% of the voting power of all shareholders. As a result, the holders of our Class B ordinary shares will be able to exert a significant degree of influence or actual control over our management and affairs and control all matters submitted to our shareholders for approval, including the election and removal of directors and any merger, consolidation, or sale of all or substantially all of our assets. The interests of the holders of our Class B ordinary shares might not coincide with the interests of the other shareholders. This concentration of voting power in our Class B ordinary shares may harm the value of our Class A ordinary shares, among other things: ● delaying, deferring or preventing a change in control of our Company; ● impeding a merger, consolidation, takeover or other business combination involving our Company; or ● causing us to enter into transactions or agreements that are not in the best interests of all shareholders. In addition, pursuant to the terms of the Governance Agreement (as defined under “Item 7.B. Related Party Transactions”), for so long as at least 15% of the total number of Class A ordinary shares and Class B ordinary shares issued and outstanding are held by either the Glazer Parties or the Trawlers (later INEOS) Parties (each as defined therein), in their capacity as the Minority Holder under the Governance Agreement, we agreed that we will refrain from taking and cause each of our subsidiaries to refrain from taking, and each of the Glazer Parties and the Trawlers (later INEOS) Parties agreed that they will refrain from, and will procure that the respective directors appointed by them (subject to any fiduciary duty obligations under applicable law) cause us and each of our subsidiaries to refrain from, taking certain actions or entering into any agreement, arrangement or understanding to take certain actions, without the approval of such Minority Holder, including: ● any amendment to our memorandum and articles of association or that of any of our subsidiaries, save for amendments (1) reflecting changes in applicable law, (2) in connection with a full sale of the Company, (3) following 20 February 2027, facilitating the issuance by us of any equity security with preference over any of our ordinary shares in respect of liquidation, sale or merger preferences, redemption or dividend rights only, and which may be subject to customary negative control rights or class voting rights, provided, in each case, that such rights do not (A) prevent or interfere in any way with (x) the Majority Holder’s compliance with its obligations or (y) the Minority Holder’s rights, in each case, as set out in the Governance Agreement, or (B) include voting powers that permit such securities to vote with the holders of our ordinary shares in a manner superior to that of our Class A ordinary shares and (4) amendments which do not disproportionately prejudice a Minority Holder in their capacity as a holder of our ordinary shares relative to the Majority Holder or, where there is no Majority Holder, the Minority Holder(s) (including in respect of the rights of our Class A ordinary shares relative to our Class B ordinary shares); ● any resolution for the winding up of our company;

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Table of Contents ● any filing of a petition for winding up by us, and any application for an administration order or for the appointment of a receiver or administrator; ● any change to our jurisdiction of incorporation that would have an adverse impact on a Minority Holder that is not immaterial; ● any change to our tax residence that would have an adverse impact on a Minority Holder that is not immaterial; ● any decision to discontinue our business as a professional football club; ● certain issuances of shares or securities by us or our subsidiaries; ● prior to 20 February 2027, the payment, making or declaration of any dividend or other distribution or return of capital or value in respect of our Class B ordinary shares; ● the payment, making or declaration of any dividend or other distribution or return of capital or value in respect of our profits, assets or reserves, on any basis other than pro rata to the number of our ordinary shares (except for, prior to 20 February 2027, any dividend or other distribution in respect of our Class A ordinary shares only); ● other than (1) the exercise of certain pre-emptive rights as contemplated in the Governance Agreement, (2) in connection with a change of control transaction, (3) in connection with the enforcement of the Governance Agreement or any other agreement contemplated in the Trawlers Transaction Agreement or (4) seeking indemnification or insurance as one of our directors, officers or employees, entry into any material related party transaction between us or any of our subsidiaries, on the one hand, and the Majority Holder (if any), on the other hand, other than on arm’s length terms (by reference to terms that could reasonably be expected for an equivalent transaction with a third party) and provided such details of such arm’s length terms (to the extent requested by a Minority Holder) are first disclosed in writing to such Minority Holder; ● prior to 20 February 2027, excluding (1) any trading of playing staff or players, (2) transactions between us and/or our wholly owned subsidiaries or (3) in connection with a change of control transaction, any (a) sale, transfer or disposal (howsoever structured) of an operating business or (b) purchase or acquisition (howsoever structured) of an operating business, in each case (i) whether by a single transaction or series of connected transactions and (ii) where such sale, transfer, disposal, purchase or acquisition (as relevant) is for a gross price (in the case of any asset) or enterprise value (in the case of any business or undertaking) in excess of $250 million; ● prior to 20 February 2027, except among us and/or our wholly owned subsidiaries, any transaction that has the effect of both (x) fundamentally changing the manner in which our revenue streams operate and (y) transferring the economic benefit of, or control over, any of our material intellectual property or material revenue streams; ● prior to 20 February 2027, any purchase or acquisition (howsoever structured) of any other professional football team, whether by a single transaction or series of connected transactions; and ● any delisting of our Class A ordinary shares, save (1) as required by applicable law, (2) where such delisting forms part of a transaction otherwise permitted or contemplated by the Governance Agreement or (3) any full sale of the Company. As a foreign private issuer within the meaning of the New York Stock Exchange’s corporate governance rules, we are permitted to, and we do, rely on exemptions from certain of the New York Stock Exchange corporate governance standards and shareholder approval requirements. Our reliance on such exemptions may afford less protection to holders of our Class A ordinary shares. The New York Stock Exchange’s corporate governance rules require listed companies to have, among other things, a majority of independent board members and independent director oversight of executive compensation, nomination of directors and corporate governance matters. Additionally, the New York Stock Exchange’s rules require that a listed company obtain, in specified circumstances, (1) shareholder approval to adopt and materially revise equity compensation plans, as well as (2) shareholder approval prior to an issuance (a) of more than 1% of its common stock (including derivative securities thereof) in either number or voting power to related parties, (b) of more than 20% of its outstanding common stock (including derivative securities thereof) in either number or voting power or (c) that would result in a change of control. As a foreign private issuer, we are permitted to, and we do, follow home country practice in lieu of the foregoing requirements. As long as we rely on the foreign private issuer exemptions under the rules of the New York Stock Exchange, among other exemptions: a majority of the directors on our board of directors are not required to qualify as “independent directors” as defined under the rules of the New York Stock Exchange; our remuneration committee is not required to be comprised entirely of “independent directors”; our audit committee is not required to have at least three members, each of whom qualifies as an “independent director”; we are not required to have a nominating and corporate governance committee and, if we have such committee, it is not required to be comprised entirely of “independent directors”; and shareholder approval is neither required for equity compensation plans and material revisions to those plans nor the issuance of more than 1% of our outstanding ordinary shares (including derivative securities thereof) in either number or voting power, the issuance of 20% or more of our outstanding ordinary shares (including derivative securities thereof) in either number or voting power or an issuance that would result in a change of control. Therefore, our board of directors’ approach to governance and securities issuances may be different from that of a board of directors consisting of a majority of independent directors, and, as a result, the management oversight of our Company may be more limited than if we were subject to all of the New York Stock Exchange corporate governance standards and shareholder approval requirements.

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Table of Contents 22 Accordingly, our shareholders do not have the same protection afforded to shareholders of companies that are subject to all of the New York Stock Exchange corporate governance standards and shareholder approval requirements, and the ability of our independent directors to influence our business policies and affairs may be reduced. The obligations associated with being a public company require significant resources and management attention. As a public company in the United States, we incur legal, accounting and other expenses that we did not previously incur as a private company. We are subject to the reporting requirements of the Exchange Act and the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), the listing requirements of the New York Stock Exchange and other applicable securities rules and regulations. Compliance with these rules and regulations increases our legal and financial compliance costs, makes some activities more difficult, time-consuming or costly and increases demand on our systems and resources. The Exchange Act requires that we file annual and current reports with respect to our business, financial condition and results of operations. The Sarbanes-Oxley Act requires, among other things, that we establish and maintain effective internal control over financial reporting and requires our independent registered public accounting firm to attest to the effectiveness of such internal control. Even if our management concludes that our internal controls over financial reporting are effective, our independent registered public accounting firm may decline to attest to our management’s assessment or may issue a report that is qualified if it is not satisfied with our internal controls or the level at which such controls are documented, designed, operated or reviewed, or if it interprets the relevant requirements differently from us. Failure to comply with Section 404 could subject us to regulatory scrutiny and sanctions, impair our ability to generate revenue, cause investors to lose confidence in the accuracy and completeness of our financial reports and negatively affect our share price. Furthermore, the demands of being a public company may divert management’s attention from implementing our growth strategy, which could prevent us from improving our business, financial condition and results of operations. We have made, and will continue to make, changes to our internal controls and procedures for financial reporting and accounting systems to continue to meet our reporting obligations as a public company. However, the measures we have taken, and will continue to take, may not be sufficient to satisfy our obligations as a public company. In addition, these rules and regulations increase our legal and financial compliance costs and make some activities more time-consuming and costly. For example, these rules and regulations make it more difficult and more expensive for us to obtain director and officer liability insurance, and we may be required to incur substantial costs to maintain the same or similar coverage. These additional obligations could have a material adverse effect on our business, financial condition, results of operations and cash flow. In addition, changing laws, regulations and standards relating to corporate governance and public disclosure are creating uncertainty for public companies, increasing legal and financial compliance costs and making some activities more time consuming. These laws, regulations and standards are subject to varying interpretations, in many cases due to their lack of specificity, and, as a result, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies. This could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing revisions to disclosure and governance practices. We intend to continue to invest resources to comply with evolving laws, regulations and standards, and this investment may result in increased general and administrative expenses and a diversion of management’s time and attention from revenue-generating activities to compliance activities. If our efforts to comply with new laws, regulations and standards differ from the activities intended by regulatory or governing bodies due to ambiguities related to their application and practice, regulatory authorities may initiate legal proceedings against us and our business, financial condition, results of operations and cash flow could be adversely affected. We may lose our foreign private issuer status in the future, which could result in significant additional costs and expenses. We are a “foreign private issuer,” as such term is defined in Rule 405 under the Securities Act, and therefore, we are not required to comply with all the periodic disclosure and current reporting requirements of the Exchange Act and related rules and regulations. Under Rule 405, the determination of foreign private issuer status is made annually on the last business day of an issuer’s most recently completed second fiscal quarter and, accordingly, the next determination will be made with respect to us on 31 December 2026.

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Table of Contents 23 In the future, we would lose our foreign private issuer status if a majority of our shareholders, directors or management are US citizens or residents or if we otherwise failed to meet applicable requirements necessary to maintain our foreign private issuer status. Although we have elected to comply with certain US regulatory provisions, our loss of foreign private issuer status would make such provisions mandatory. The regulatory and compliance costs to us under US securities laws as a US domestic issuer may be significantly higher. If we are not a foreign private issuer, we will be required to file with the US Securities and Exchange Commission (the “SEC”) periodic reports and registration statements on US domestic issuer forms, with financial statements prepared under US GAAP, which forms are more detailed and extensive than the forms available to a foreign private issuer. For example, the annual report on Form 10-K requires domestic issuers to disclose executive compensation information on an individual basis with specific disclosure regarding the domestic compensation philosophy, objectives, annual total compensation (base salary, bonus, equity compensation) and potential payments in connection with change in control, retirement, death or disability, while the annual report on Form 20-F permits foreign private issuers to disclose compensation information on an aggregate basis. We will also have to mandatorily comply with US federal proxy requirements, and our officers, directors and principal shareholders will become subject to the short - swing profit disclosure and recovery provisions of Section 16 of the Exchange Act. We may also be required to modify certain of our policies to comply with good governance practices associated with US domestic issuers. Such conversion and modifications will involve additional costs. In addition, we may lose our ability to rely upon exemptions from certain corporate governance requirements on US stock exchanges that are available to foreign private issuers. Anti-takeover provisions in our organizational documents and Cayman Islands law may discourage or prevent a change of control, even if an acquisition would be beneficial to our shareholders, which could depress the price of our Class A ordinary shares and prevent attempts by our shareholders to replace or remove our current management. Our amended and restated memorandum and articles of association contain provisions that may discourage unsolicited takeover proposals that shareholders may consider to be in their best interests. In particular, our amended and restated memorandum and articles of association permit our board of directors to issue preference shares from time to time, with such rights and preferences as they consider appropriate. Our board of directors could also authorize the issuance of preference shares with terms and conditions and under circumstances that could have an effect of discouraging a takeover or other transaction. We are also subject to certain provisions under Cayman Islands law which could delay or prevent a change of control. In particular, any merger, consolidation or amalgamation of the Company would require the active consent of our board of directors. Our board of directors may be appointed or removed by the holders of the majority of the voting power of our ordinary shares (which is controlled by the holders of our Class B ordinary shares). Together these provisions may make more difficult the removal of management and may discourage transactions that otherwise could involve payment of a premium over prevailing market prices for our Class A ordinary shares. In addition, pursuant to the terms of the Governance Agreement, for so long as a Minority Holder continues to hold at least 15% of the total number of ordinary shares issued and outstanding, the consent of such Minority Holder will be required in order for us to enter into any definitive agreement for or consummate any full sale of the Company. See “--Because of their increased voting rights and the terms of the Governance Agreement, the holders of our Class B ordinary shares will be able to exert control over us and our significant corporate decisions.” The price of our Class A ordinary shares might fluctuate significantly, and you could lose all or part of your investment. Volatility in the market price of our Class A ordinary shares may prevent investors from being able to sell their Class A ordinary shares at or above the price they paid for such shares. The trading price of our Class A ordinary shares may be volatile and subject to wide price fluctuations in response to various factors, including, without limitation: ● performance of our men’s first team; ● the overall performance of the equity markets; ● industry related regulatory developments; ● issuance of new or changed securities analysts’ reports or recommendations; ● additions or departures of key personnel; ● investor perceptions of us and the football industry, changes in accounting standards, policies, guidance, interpretations or principles; ● sale of our Class A ordinary shares by us, our principal shareholders or members of our management; ● general economic conditions; ● market impacts from geopolitical instability; ● changes in interest rates; and ● availability of capital.

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Table of Contents 24 These and other factors might cause the market price of our Class A ordinary shares to fluctuate substantially, which might limit or prevent investors from readily selling their Class A ordinary shares and may otherwise negatively affect the liquidity of our Class A ordinary shares. In addition, in recent years, the stock market has experienced significant price and volume fluctuations. This volatility has had a significant impact on the market price of securities issued by many companies across many industries. The changes frequently appear to occur without regard to the operating performance of the affected companies. Accordingly, the price of our Class A ordinary shares could fluctuate based upon factors that have little or nothing to do with our Company, and these fluctuations could materially reduce our share price. Securities class action litigation has often been instituted against companies following periods of volatility in the overall market and in the market price of a company’s securities. This litigation, if instituted against us, could result in substantial costs, divert our management’s attention and resources, and harm our business, operating results and financial condition. Future sales of our Class A ordinary shares, or the perception in the public markets that these sales may occur, may depress our stock price. Sales of substantial amounts of our Class A ordinary shares, or the perception that these sales could occur, could adversely affect the price of our Class A ordinary shares and could impair our ability to raise capital through the sale of additional shares. As of 1 September 2026, we had 56,143,220 Class A ordinary shares outstanding. The Class A ordinary shares are freely tradable without restriction under the Securities Act, except for any of our Class A ordinary shares that may be held or acquired by our directors, executive officers and other affiliates, as that term is defined in the Securities Act, which will be restricted securities under the Securities Act. Restricted securities may not be sold in the public market unless the sale is registered under the Securities Act or an exemption from registration is available. All of our Class A ordinary shares outstanding as of the date of this Annual Report may be sold in the public market by existing shareholders, subject to applicable Rule 144 volume limitations and other limitations imposed under federal securities laws and, in the case of the Class A ordinary shares held by INEOS, its permitted holders and transferees and certain related parties thereof, additional limitations contained in the Governance Agreement (as defined under “Item 7.B. Related Party Transactions”). In the future, we may also issue our securities if we need to raise capital in connection with a capital raise or acquisition. The amount of our Class A ordinary shares issued in connection with a capital raise or acquisition could constitute a material portion of our then-outstanding Class A ordinary shares.

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Table of Contents 25 Our ability to pay regular dividends is subject to restrictions in our revolving facility, our secured term loan facility, the note purchase agreement governing the senior secured notes, the Governance Agreement, results of operations, distributable reserves and solvency requirements; our Class A ordinary shares have no guaranteed dividends and holders of our Class A ordinary shares have no recourse if dividends are not declared. No dividend was paid for fiscal year 2026. The declaration and payment of any future dividends will be at the sole discretion of our board of directors or a committee thereof and will depend upon our results of operations, financial condition, distributable reserves, contractual restrictions, restrictions imposed by applicable law, capital requirements and other factors our board of directors (or such committee thereof) deems relevant. Furthermore, neither our Class A ordinary shares nor our Class B ordinary shares have any guaranteed dividends and holders of our Class A ordinary shares and holders of our Class B ordinary shares have no recourse if dividends are not declared. Our ability to pay dividends on the Class A ordinary shares and Class B ordinary shares is limited by our revolving facility, our secured term loan facility and the note purchase agreement governing the senior secured notes, which contain restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. Our ability to pay dividends may be further restricted by the terms of any of our future debt or preferred securities. In addition, pursuant to the terms of the Governance Agreement, for so long as a Minority Holder holds at least 15% of the total number of Class A ordinary shares and Class B ordinary shares issued and outstanding, the approval of such Minority Holder will be required in order for us to pay, make or declare any dividend or other distribution (x) in respect of our Class B ordinary shares prior to 20 February 2027, or (y) on any basis other than pro rata to the number of ordinary shares issued and outstanding (except for, prior to 20 February 2027, any dividend or other distribution in respect of the Class A ordinary shares only). Additionally, because we are a holding company, our ability to pay dividends on our Class A ordinary shares and Class B ordinary shares is limited by restrictions on the ability of our subsidiaries to pay dividends or make distributions to us, including restrictions under the terms of the agreements governing our indebtedness. As a consequence of these limitations and restrictions, we may not be able to make, or may have to reduce or eliminate, the payment of dividends on our Class A ordinary shares. Accordingly, you may have to sell some or all of your Class A ordinary shares after price appreciation in order to generate cash flow from your investment. You may not receive a gain on your investment when you sell your Class A ordinary shares and you may lose the entire amount of the investment. Additionally, any change in the level of our dividends or the suspension of the payment thereof could adversely affect the market price of our Class A ordinary shares. See “Item 8. Financial Information – A. Consolidated Financial Statements and Other Financial Information – Dividend Policy.” The rules of the Premier League, UEFA and our amended and restated memorandum and articles of association impose certain limitations on shareholders’ ability to invest in more than one football club. The rules of the Premier League prohibit any person who holds an interest of 10% or more of the total voting rights exercisable in a Premier League or English Football League (“EFL”) football club from holding an interest in voting rights exercisable in any other Premier League football club or EFL football club. As a result, our amended and restated memorandum and articles of association prohibit the acquisition of (i) 10% or more of our Class A ordinary shares if they hold any interest in voting rights exercisable in another Premier League football club and (ii) any Class A ordinary shares if they hold an interest of 10% or more of the total voting rights exercisable in another Premier League football club. In limited circumstances, as set forth in our amended and restated memorandum and articles of association, we have the right to repurchase shares from such person or direct that shareholder to transfer those shares to another person. Further, UEFA regulations prevent clubs under common ownership from taking part in the same competition unless appropriate measures are put in place, which may limit our shareholders’ ability to invest in other football clubs. Exchange rate fluctuations may adversely affect the foreign exchange value of the Class A ordinary shares and any dividends. Our Class A ordinary shares are quoted in US dollars on the New York Stock Exchange. Our financial statements are prepared in pounds sterling. Fluctuations in the exchange rate between the pounds sterling and the US dollar will affect, among other matters, the US dollar value of the Class A ordinary shares and of any dividends.

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Table of Contents 26 The rights afforded to shareholders are governed by the laws of the Cayman Islands. Our corporate affairs and the rights afforded to shareholders are governed by our amended and restated memorandum and articles of association and by the Companies Act (as amended) of the Cayman Islands (the “Companies Act”) and common law of the Cayman Islands, and these rights differ in certain respects from the rights of shareholders in typical US corporations. In particular, the laws of the Cayman Islands relating to the protection of the interests of minority shareholders differ in some respects from those established under statutes or judicial precedent in existence in the United States. The laws of the Cayman Islands provide only limited circumstances under which shareholders of companies may bring derivative actions and (except in limited circumstances) do not afford appraisal rights to dissenting shareholders in the form typically available to shareholders of a US corporation other than in limited circumstances in relation to certain mergers. A summary of Cayman Islands law on the protection of minority shareholders is set out in “Item 10. Additional Information — B. Memorandum and Articles of Association.” We report as a US domestic corporation for US federal corporate income tax purposes. As discussed more fully under “Item 10. Additional Information – E. Taxation,” due to the circumstances of our formation and the application of Section 7874 of the Internal Revenue Code (the “Code”), we report as a US domestic corporation for all purposes of the Code. As a result, we are subject to US federal income tax on our worldwide income. In addition, if we pay dividends to a Non-US Holder, as defined in the discussion “Item 10. Additional Information — E. Taxation,” we will be required to withhold US federal income tax at the rate of 30%, or such lower rate as may be provided in an applicable income tax treaty. Each investor should consult its own tax adviser regarding the US federal income tax position of the Company and the tax consequences of holding the Class A ordinary shares. Withholding under the Foreign Account Tax Compliance Act may apply to our dividends. Under the Foreign Account Tax Compliance Act (“FATCA”), a 30% withholding tax may apply to certain payments, including US source dividends paid to “foreign financial institutions” (as defined under FATCA) and certain other non-US entities, unless these institutions or entities comply with the FATCA requirements. As we report as a US domestic corporation for all purposes of the Code, dividends from our Class A ordinary shares paid to foreign financial institutions or other non-US entities may be subject to withholding under FATCA. Proposed regulations have eliminated FATCA withholding on gross proceeds from the sale or other disposition of stock. Taxpayers may rely on these proposed Treasury Regulations until final Treasury Regulations are issued. If securities or industry analysts do not publish research or reports or publish unfavorable or inaccurate research about our business, our stock price and trading volume could decline. The trading market for our Class A ordinary shares depends in part on the research and reports that securities or industry analysts publish about us, our business or our industry. If one or more of the analysts who covers us downgrades our stock, our share price will likely decline. If one or more of these analysts ceases to cover us, fails to publish regular reports on us, or fails to report accurately on us, interest in the purchase of our Class A ordinary shares could decrease, which could cause our stock price or trading volume to decline. It may be difficult to enforce a US judgment against us, our directors and officers and certain experts named in this Annual Report outside the United States, or to assert US securities law claims outside of the United States. The majority of our directors and executive officers are not residents of the United States, and the majority of our assets and the assets of these persons are located outside the United States. As a result, it may be difficult or impossible for investors to effect service of process upon us within the United States or other jurisdictions, including judgments predicated upon the civil liability provisions of the federal securities laws of the United States. Additionally, it may be difficult to assert US securities law claims in actions originally instituted outside of the United States. Foreign courts may refuse to hear a US securities law claim because foreign courts may not be the most appropriate forums in which to bring such a claim. Even if a foreign court agrees to hear a claim, it may determine that the law of the jurisdiction in which the foreign court resides, and not US law, is applicable to the claim. Further, if US law is found to be applicable, the content of applicable US law must be proved as a fact, which can be a time-consuming and costly process, and certain matters of procedure would still be governed by the law of the jurisdiction in which the foreign court resides.

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Table of Contents 27 The courts of the Cayman Islands are unlikely (i) to recognize or enforce against us judgments of courts of the United States predicated upon the civil liability provisions of the federal securities laws of the United States or any state; and (ii) in original actions brought in the Cayman Islands, to impose liabilities against us predicated upon the civil liability provisions of the federal securities laws of the United States or any state, so far as the liabilities imposed by those provisions are penal in nature. In those circumstances, although there is no statutory enforcement in the Cayman Islands of judgments obtained in the United States, the courts of the Cayman Islands will recognize and enforce a foreign money judgment of a foreign court of competent jurisdiction without retrial on the merits based on the principle that a judgment of a competent foreign court imposes upon the judgment debtor an obligation to pay the sum for which judgment has been given provided certain conditions are met. For a foreign judgment to be enforced in the Cayman Islands, such judgment must be final and conclusive and for a liquidated sum, and must not be in respect of taxes or a fine or penalty, inconsistent with a Cayman Islands judgment in respect of the same matter, impeachable on the grounds of fraud or obtained in a manner, and or be of a kind the enforcement of which is, contrary to natural justice or the public policy of the Cayman Islands (awards of punitive or multiple damages may well be held to be contrary to public policy). A Cayman Islands Court may stay enforcement proceedings if concurrent proceedings are being brought elsewhere. ITEM 4. INFORMATION ON THE COMPANY Our Company — Manchester United Manchester United Ltd., an exempted company with limited liability incorporated under the Companies Act (as amended) of the Cayman Islands, was incorporated on 30 April 2012. On 8 August 2012, Manchester United Ltd. changed its legal name to Manchester United plc. The principal executive office address is Sir Matt Busby Way, Old Trafford, Manchester M16 0RA, United Kingdom, and our telephone number is 011 44 (0) 161 676 7770. The SEC maintains an Internet website that contains reports, proxy statements and other information about issuers, like us, that file electronically with the SEC. The address of that site is www.sec.gov. We also make available on our website, free of charge, our annual reports on Form 20-F and the text of our reports on Form 6-K, including any amendments to these reports, as well as certain other SEC filings, as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. Our website address is https://ir.manutd.com/. The information contained on, or accessible through, our website, or any other website referred to herein, is not incorporated by reference in this Annual Report. We are one of the most popular and successful sports teams in the world, playing one of the most popular spectator sports on Earth. Through our 148-year heritage we have won 69 trophies, including a record 20 English league titles, enabling us to develop what we believe is one of the world’s leading sports brands. Our large, passionate community provides us with a worldwide platform to generate significant revenue from multiple sources, including sponsorship, merchandising, product licensing, broadcasting and matchdays. We attract leading global companies such as adidas and Qualcomm that want access and exposure to our community of followers and association with our brand. Our Business Model and Revenue Drivers We operate and manage our business as a single reporting segment – the operation of professional sports teams. However, we review our revenue through three principal sectors – Commercial, Broadcasting and Matchday. ● Commercial: Within the Commercial revenue sector, we commercialize our global brand via two revenue streams: Sponsorship and Retail, Merchandising, Apparel & Product Licensing. ● Sponsorship: We commercialize the value of our global brand and community of followers through marketing and sponsorship relationships with leading international and regional companies around the globe. Our sponsorship revenue was £160.5 million, £188.4 million and £177.8 million, for each of the years ended 30 June 2026, 2025 and 2024, respectively. ● Retail, Merchandising, Apparel & Product Licensing: We market and sell sports apparel, training and leisure wear and other clothing featuring the Manchester United brand on a global basis. In addition, we also sell other licensed products, from coffee mugs to home accessories, featuring the Manchester United brand and trademarks. These products are distributed through Manchester United branded retail centers and e- commerce platforms, as well as our partners’ wholesale distribution channels. Our retail, merchandising, apparel & product licensing revenue was £156.8 million, £144.9 million and £125.1 million for each of the years ended 30 June 2026, 2025 and 2024, respectively. Our Commercial revenue was £317.3 million, £333.3 million and £302.9 million for each of the years ended 30 June 2026, 2025 and 2024, respectively.

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Table of Contents 28 ● Broadcasting: We benefit from the distribution of live football content directly from the revenue we receive and indirectly through increased global exposure for our commercial partners. Broadcasting revenue is derived from the global television rights relating to the Premier League, UEFA club competitions and other competitions. In addition, our global television channel, MUTV, delivers Manchester United programming to territories around the world. Broadcasting revenue including, in some cases, prize money received by us in respect of various competitions, will vary from year to year as a result of variability in the amount of available prize money and the performance of our men’s first team in such competitions. Our Broadcasting revenue was £206.8 million, £172.9 million and £221.8 million for each of the years ended 30 June 2026, 2025 and 2024, respectively. ● Matchday: We believe Old Trafford is one of the world’s iconic sports venues. It seats 74,500 inclusive of accessible platforms accommodating 556 disabled supporters, and is the largest football club stadium in the United Kingdom. We have averaged over 99% of attendance capacity for our Premier League matches played in front of a crowd in each of the last 28 years. Matchday revenue will vary from year to year as a result of the number of home games played and the performance of our men’s first team in various competitions. Our Matchday revenue was £153.5 million, £160.3 million and £137.1 million for each of the years ended 30 June 2026, 2025 and 2024, respectively. Total revenue for the years ended 30 June 2026, 2025 and 2024 was £677.6 million, £666.5 million and £661.8 million, respectively. Customers See “Item 3.D. Risk Factors — Risks Related to Our Business — We are exposed to credit-related losses in the event of non-performance by counterparties to Premier League and UEFA media contracts as well as our key commercial and transfer contracts.” Our top customer was the Premier League, which represented 30.1%, 21.2% and 24.3% of our total revenue in each of the years ended 30 June 2026, 2025 and 2024, respectively. Our second largest customer was adidas, which represented 12.7%, 13.2% and 13.6% of our total revenue in each of the years ended 30 June 2026, 2025 and 2024, respectively. Our Revenue Sectors in Detail Commercial Within the Commercial revenue sector, we commercialize our brand via two revenue streams: sponsorship; and retail, merchandising, apparel & product licensing. The primary source of revenue in this sector comes from sponsorship, which allows highly diverse and global companies to partner with Manchester United, regionally or internationally, in order to realize sponsorship benefits and associate themselves with our brand. Sponsorship Our sponsorship agreements are negotiated directly by our commercial team. Our sponsors are granted various rights, which can include: ● rights in respect of our brand, logo and other intellectual property; ● rights in respect of our player and manager imagery; ● exposure on our television platform, MUTV; ● exposure on our website and mobile application; ● exposure in our Megastore and e-commerce operations; ● exposure on our club branded social media channels; ● exposure on digital perimeter advertising boards at Old Trafford; ● exposure on interview backdrops; and ● the right to administer promotions targeted at customers whose details are stored on our CRM database. Any use of our intellectual property rights by sponsors is under license. However, we retain the ownership rights to our intellectual property.

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Table of Contents 30 The table below highlights some of our global and regional sponsors as of 8 September 2026: Sponsor Type of sponsorship Product category Adidas Global Sponsor (Apparel) Sportswear Qualcomm (Snapdragon) Global Sponsor (Shirt) Technology Betway Global Sponsor (Training Kit) Betting SumUp Global Sponsor (Sleeve) Payment technology Mlily Global Sponsor Mattresses and Pillows Elevate Global Sponsor Sports Hospitality Travel Connection Global Sponsor Travel Management Champions Travel Global Sponsor Travel Management Konami Digital Entertainment Global Sponsor Football Computer Games Statsports Global Sponsor Sports Technology Sokin Global Sponsor Payment Solutions Doo Group Global Sponsor Online Financial Trading Apollo Tyres Global Sponsor Tyres Heineken Global Sponsor Beer Canon Medical Systems Global Sponsor Medical Scanners Coca Cola Global Sponsor Soft Drinks Malaysia Airlines Global Sponsor Airline DHL Global Sponsor Logistics Malta Tourism Authority Global Sponsor Destination Partner Extreme Networks Global Sponsor Wi-Fi Concha Y Toro Global Sponsor Wine Paul Smith Global Sponsor Fashion and Formal Wear Hong Kong Jockey Club Regional Sponsor Racecourses and Private Members Clubs Maybank (Malaysia) Regional Sponsor Financial Services Invex (Mexico) Regional Sponsor Financial Services Exhibition games and promotional tours We conduct exhibition games and promotional tours on a global basis. Our promotional tours enable us to engage with our followers, support the marketing objectives of our sponsors and extend the reach of our brand in strategic markets. The tour matches are broadcast and/or streamed live to subscribers of MUTV. These promotional tours are in addition to our competitive matches and take place during the summer months or during gaps in the football season. Over recent years we have taken part in numerous matches across Asia, the United States of America and Scandinavia. Commercial income from the Premier League In addition to revenue from contracts that we negotiate ourselves, we receive revenue from commercial arrangements negotiated collectively by the Premier League on behalf of its member teams. Income from these commercial contracts negotiated by the Premier League is shared equally between the clubs that are to be in the Premier League for the season to which the income relates. Our pro rata income received from the other commercial contracts negotiated by the Premier League is not material to the Company’s results of operations. Retail, Merchandising, Apparel & Product Licensing Unlike American teams in the NFL, MLB and NHL, Manchester United retains full control of the use and monetization of its intellectual property rights worldwide in the areas of retail, merchandising, apparel & product licensing. Our retail, merchandising, apparel & product licensing business includes the sale of sports apparel, training and leisure wear and other clothing featuring Manchester United brands as well as other licensed products. These products are distributed on a global basis through Manchester United branded retail stores and e-commerce platform, as well as through our partners’ wholesale distribution channels.

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Table of Contents 31 At the start of the 2023/24 season, we signed a 10-year extension to our agreement with adidas which began on 1 August 2015 and now terminates on 30 June 2035. The minimum guarantee payable over the term of this extended agreement is £750 million per the original term and an additional £900 million due under the extension, resulting in a total of £1,650 million, subject to certain adjustments. Payments due in a particular year may increase dependent on performance in league, domestic and continental competitions, with the maximum possible increase being £4.4 million per annum. The extended contract includes a clause stating that a £10 million deduction will be applied for each year of non-participation in the UEFA Champions League, commencing from the 2025/26 season. The minimum guarantee from adidas does not include mono-branded licensing rights or the right to create and operate Manchester United branded soccer schools, physical retail channels and e-commerce retail channels, which rights may generate additional revenue for the club. We may also benefit from additional royalty payments upon exceeding a threshold of sales. The agreement with adidas is subject to reciprocal termination provisions in respect of material breach and insolvency. Adidas may reduce the applicable payments for a year by 50% if the men’s first team is not participating in the English Premier League during that year. In addition, adidas may terminate the agreement by giving one full-season’s notice if the men’s first team is relegated from the English Premier League or if it is otherwise determined that the men’s first team shall not be participating in the Premier League or the top English league. The Manchester United match jersey and training wear collections are completely redesigned for each season by adidas. The annual launch of the new jerseys is always a much-anticipated day for our global community of followers. The result is a robust adidas collection apparel business. In addition to our adidas collection, we have a number of premium brands utilizing Manchester United intellectual property for the creation of dual-branded merchandise, where we receive a royalty payment and a sponsorship fee from the partner. Retail We operate our flagship retail store at the Old Trafford stadium, which ordinarily trades year-round, and not just on Matchdays. In addition to the Old Trafford store, we have a Manchester United branded retail location in Macau (which is operated under franchise by a third-party licensee). Merchandising & product licensing We grant product licenses across a wide range of Manchester United products which are highly sought after by our followers around the world. Under our product licensing agreements, we receive royalties from the sales of specific Manchester United branded products. Under some product licensing agreements, we receive a minimum guaranteed payment from the licensee. The majority of licenses are granted on a non-exclusive rights basis for specific product categories, within a specific country or geographic region. E-commerce In October 2024, we launched our new in-house e-commerce platform, in partnership with SCAYLE, aimed at revamping the consumer experience and delivering a best-in-class user experience to our fans. The in-house direct-to-consumer platform provides us with greater control over our branding and merchandise and enhances our ability to further leverage the strength of our global brand. The 2025/26 season was our first full year of trading under this model. Broadcasting Central Media The Premier League and UEFA negotiate their own media rights contracts independently of the participating clubs. In respect of the Premier League, media agreements are typically three or four years in duration and revenue for each season is typically shared between the clubs that are to be in the Premier League for that season and a part-share for the clubs that were relegated from the Premier League in the previous three seasons. After certain deductions approved by the Premier League (for example, donations to “grass roots” football development), the income from the sale of the domestic broadcasting rights is allocated to the current and relegated clubs according to a formula based on, among other things, finishing position in the league and the number of live television appearances. Premier League domestic broadcasting rights entered into a new cycle from the 2025/26 season for a four-year period, increasing the amounts allocated to each club, representing the largest sports media rights deal ever completed in the UK.

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Table of Contents 32 In the Champions League, Europa League and Conference League, media agreements are typically three years in duration and are collectively negotiated and entered into by UEFA on behalf of the participating clubs. Each club receives a fixed amount for qualifying for the league stage plus bonuses based on performance. Further fixed amounts are received for participation in the knock-out rounds; knockout play off, round of 16, quarter-final, and semi-final. The runner-up and winner of the competition also earn additional amounts. For the current 3-year agreement (which commenced in the 2024/25 season) amounts are distributed to each club as follows: Champions League Europa League Conference League (“UCL”) (“UEL”) (“CL”) €’million €’million €’million Bonus for league stage participation € 18.61 € 4.31 € 3.17 Bonus for each league stage win (maximum 8 in UCL and UEL, maximum 6 in UECL) € 2.10 € 0.45 € 0.40 Bonus for each league stage draw(1) € 0.70 € 0.15 € 0.13 Bonus share for each position in league stage (maximum 36 i.e. 1st place receives 36 shares) € 0.28 € 0.08 € 0.03 Bonus for finishing in places 1 to 8 € 2.00 € 0.60 € 0.40 Bonus for finishing in places 9 to 16 € 1.00 € 0.30 € 0.20 Bonus for knockout round play offs participation € 1.00 € 0.30 € 0.20 Bonus for round of 16 participation € 11.00 € 1.75 € 0.80 Bonus for quarter-final participation € 12.50 € 2.50 € 1.30 Bonus for semi-final participation € 15.00 € 4.20 € 2.50 Runner-up bonus € 18.50 € 7.00 € 4.00 Winner bonus € 25.00 € 13.00 € 7.00 Maximum total of the above € 110.99 € 32.84 € 18.65 (1) In the event of a draw, the non-distributed balance will be aggregated and split among the clubs that won matches at the group stage in proportion to the number of matches won. In August of each season, the previous season’s Champions League winner and Europa League winner will play in the UEFA Super Cup where each team can expect to receive a further €4.0 million participation fee, with the winner receiving an additional €1.0 million. Total fixed distribution amounts are €2.437 billion for the Champions League, €565 million for the Europa League and €285 million for the Conference League. Total starting fees, split equally between each of the 36 clubs in the league stage are €670 million for the Champions League, €155 million for the Europa League and €114 million for the Conference League. Total performance fees, as outlined in the table above, are €914 million for the Champions League, €212 million for the Europa League and €114 million for the Conference League. In addition to the starting fee and performance fee, the 2024/25 competitions saw the introduction of a new Value pillar for the first time. The amounts to be distributed through the value pillar are €853 million for the Champions League, €198 million for the Europa League and €57 million for the Conference League. The value pillar comprises two parts and is calculated as follows:

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Table of Contents 33 European part The participating clubs’ countries are ranked based on their domestic broadcasters’ contribution to the overall media revenue for the whole cycle in that competition. In the individual ranking, the clubs occupy the positions guaranteed by their country ranking. For example, if the country ranked number 1 in the media market value ranking has four clubs in the competition, the clubs of that country will be ranked from 1 to 4 in the club market value ranking. The positions of these four clubs from 1 to 4 will be based on their participation in UEFA club competitions over the previous five seasons. If the country ranked number 2 in the UCL media market ranking has three clubs in the competition, that country’s clubs will be ranked from 5 to 7 in the club market value ranking, and so on. The same procedure will apply to all countries and their clubs down to position 36. A separate participating clubs ranking from 1 to 36 is drawn up on the basis of the five- year UEFA coefficient ranking applicable at the start of the season. The overall ranking of the European part is determined by the average number of ranking points totaled by each club in the two rankings (the lower the points, the higher the rank). For example, the club 4th in the club market value ranking and 6th in the club coefficient ranking would have an average of five points in the cumulative ranking and will be ranked accordingly. The total amount available for the European part of the value pillar is divided into 666 shares (1+2+3+…+35+36). The lowest-ranked team receives one share (e.g. €960k if the European part is 75%). One share is added to every rank, with the highest-ranked team receiving 36 shares. Non-European part The non-European part is distributed in each competition based on the ten-year UEFA coefficient ranking of the 36 participating clubs. This ranking does not include bonus points for the titles in past UEFA club competitions (as applied in the 2021–24 cycle). The total amount available for the non-European part of the value pillar is divided into 666 shares (1+2+3+…+35+36). The lowest-ranked team receives one share (e.g. €320k if the non-European part is 25%). One share is added to every rank with the highest-ranked team receiving 36 shares. Broadcasting revenue including, in some cases, prize money received by us in respect of various competitions, will vary from year to year as a result of variability in the amount of available prize money and the performance of our men’s first team in such competitions. MUTV MUTV is our wholly owned global television channel and is broadcast in numerous countries. MUTV broadcasts a wide variety of content which is compelling to our global community of followers, including live first team football from our Men’s and Women’s pre-season fixtures, club news, game highlights, and exclusive “behind the scenes” coverage of our club. Depending on the market, we may offer MUTV as a single product to television distributors for distribution to our fans on a linear television basis or directly to our fans on a D2C basis which allows them to subscribe directly to the club. MUTV is currently available in over 200 markets globally. Matchday Our stadium, which we fully own, is called Old Trafford. We believe Old Trafford is one of the most famous and historic stadiums in the world. Football followers travel from all over the world to attend a match at Old Trafford, which is the largest football club stadium in the United Kingdom, with a capacity of 74,500. The stadium has approximately 10,000 executive club seats, including over 120 luxury boxes and 14 suites, providing both pre and post-match hospitality. We have one of the highest capacity utilizations among English clubs, with an average attendance for our home Premier League matches played in front of a crowd of over 99% for each season since the 1997/98 season. The substantial majority of our tickets are sold to both general admission and executive season ticket holders, the majority of whom pay for all their tickets in advance of the first game of the season. Other Matchday revenue includes match day catering, event parking, program sales as well as membership, Manchester United Museum revenue and a share of the ticket revenue from away matches in domestic cup competitions. Matchday revenue also includes revenue from other events hosted at Old Trafford, including other sporting events (such as the charity event Soccer Aid and the annual Rugby Super League Grand Final) and entertainment events. We operate a membership program for our supporters. Individuals who become official members have the opportunity to apply for tickets to all home matches. Adult Official Members pay £37.50 per season to join our Standard Membership or £70 to join the Premium membership scheme.

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Table of Contents 34 The Manchester United Museum is located within Old Trafford. It chronicles Manchester United’s 148-year history and houses the club’s most precious artifacts and trophies. We aim to maximize ticket revenue by enhancing the mix of experiences available at each game and by providing a range of options from general admission tickets to multi-seat facilities and hospitality suites. In particular, we have recently increased overall Matchday revenue by restructuring the composition of our stadium, with an emphasis on developing hospitality facilities which sell at a higher price and improve our margins. As part of this effort, we have invested in new and refurbished multi-seat hospitality suites as well as improvements to our single-seat facilities. We expect our enhancements to our hospitality facilities to continue to be a key driver of our profit from Matchday revenues in future periods. Our Footballing History Our men’s team was founded in 1878 as Newton Heath L&YR Football Club and has operated for over 148 years. The team first entered the English First Division, then the highest league in English football, for the start of the 1892/93 season. Our club name changed to Manchester United Football Club in 1902, and we won the first of our 20 English League titles in 1908. In 1910, we moved to Old Trafford, our current stadium. In the late 1940s, we returned to on-field success, winning the FA Cup in 1948 and finishing within the top four league positions during each of the first five seasons immediately following the Second World War. During the 1950s, we continued our on-field success under the leadership of manager Sir Matt Busby, who built a popular and famous team based on youth players known as the “Busby Babes.” In February 1958, an airplane crash resulted in the death of eight of our men’s first team players. Global support and tributes followed this disaster as Busby galvanized the team around such popular players as George Best, Bobby Charlton and Denis Law. Rebuilding of the club culminated with a victory in the 1968 European Cup final, becoming the first English club to win this title. This storied history preceded the highly successful modern era of Manchester United which began in earnest in 1986 when the club appointed Sir Alex Ferguson as manager, and in 1990 we won the FA Cup and began a long period of sustained success winning the Premier League title a record 13 times. In total, we have won a joint-record 20 English League titles, 13 FA Cups, 6 EFL Cups, 3 European/Champions League Cups, 1 Europa League Cup, and 1 FIFA Club World Cup, making us one of the most successful clubs in England. Since the inception of the Premier League in 1992, our club has enjoyed consistent success and growth with popular players such as Bryan Robson, Ryan Giggs, Eric Cantona, David Beckham, Paul Scholes, Wayne Rooney, Cristiano Ronaldo and Bruno Fernandes. The popularity of these players, our distinguished tradition and history, and the on-field success of our men’s first team have allowed us to expand the club into a global brand with an international follower base. In 2018, the current iteration of our Women’s team formed, as the Club’s first ever professional Women’s side, and joined the FA Women’s Championship for the 2018-19 season, clinching the title in their first season and securing promotion to the Women’s Super League for the 2019/20 season. The team has contributed key players in the success of the England Lionesses, with three players in the England Women’s squads for both their Euro 2022 and Euro 2025 successes. In 2024, our Women’s team won their first major trophy, the Women’s FA Cup, defeating Tottenham 4-0 in front of over 75,000 fans at England’s national stadium, Wembley. During the 2025/26 season, we participated in the UEFA Women’s Champions League for the first time, reaching the quarter-final stage. Our Old Trafford stadium was originally opened on 19 February 1910 with a capacity of approximately 80,000. During the Second World War, Old Trafford was used by the military as a depot, and on 11 March 1941 was heavily damaged by a German bombing raid. The stadium was rebuilt following the war and re-opened on 24 August 1949. The addition of floodlighting, permitting evening matches, was completed in 1957 and a project to cover the stands with roofs was completed in 1959. After a series of additions during the 1960s, 1970s and early 1980s, capacity at Old Trafford reached 56,385 in 1985. The conversion of the stadium to an all-seater reduced capacity to approximately 44,000 by 1992, the lowest in its history. Thereafter, we began to expand capacity throughout the stadium, bringing capacity to approximately 58,000 by 1996, approximately 68,000 by 2000, and over 74,000 in 2006. Currently, Old Trafford seats 74,500 supporters.

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Table of Contents 35 The following chart shows the historical success of our men’s and women’s first team by trophies won: TROPHIES WON Premier League/Football League Division One FA Charity/Community Shield 1908 1965 1997 2007 1908 1967 1996 2011 1911 1967 1999 2008 1911 1977 1997 2013 1952 1993 2000 2009 1952 1983 2003 2016 1956 1994 2001 2011 1956 1990 2007 1957 1996 2003 2013 1957 1993 2008 1965 1994 2010 FA Cup EFL/Football League Cup 1909 1977 1990 1999 1992 2010 1948 1983 1994 2004 2006 2017 1963 1985 1996 2016 2009 2023 2024 European Cup/Champions League Europa League 1968 1999 2008 2017 FIFA Club World Cup UEFA Super Cup 2008 1991 European Cup Winners’ Cup Intercontinental Cup 1991 1999 Women’s FA Cup 2024 Our Football Operations Our football operations are primarily comprised of the following activities: our men’s first team, our women’s team, our youth academy, our global scouting networks and other operations such as our sport science, medical and fitness operations at Carrington. Men’s first team Our men’s first team plays professional football in the Premier League, domestic cup competitions in England including the FA Cup and EFL Cup and, subject to qualifying, international cup competitions, including the Champions League. Our men’s first team is led by our Director of Football Jason Wilcox and Head Coach Michael Carrick. They are all supported by a team of over 150 individuals, including coaches and scouts for our men’s first team and youth academy, medical and physiotherapy staff, sports science and performance and match analysis staff. We currently have 29 professional players in our men’s first team squad and 3 players on loan at other professional football clubs. A further 65 professionally contracted players make up part of our youth academy teams. Domestic transfers of players between football clubs are governed by the Premier League Rules and the FA Rules, which allow a professional player to enter into a contract with and be registered to play for any club, and to receive a signing-on fee in connection with such contract. Players are permitted to move to another club during the term of their contract if both clubs agree on such transfer. In such circumstances a compensation fee may be payable by the transferee club. FIFA Regulations on the Status and Transfer of Players (the “FIFA Regulations”) govern international transfers of players between clubs and may require the transferee club to distribute 5% of any compensation fee to the clubs that trained the relevant player. In addition, a 4% levy on any such compensation fee would also be payable to the Premier League. The transferor club in an international transfer may also be entitled to receive payment of “training compensation” under the FIFA Regulations when certain conditions are met. If an out-of-contract player (i.e. a player whose contract with a club has expired or has been terminated) wishes to play for another club, the player’s former club will be entitled to a compensation fee if certain conditions are satisfied. For a domestic transfer, these include conditions regarding the player’s age and requiring the former club to offer the player a new contract on terms which are no less favorable than his current contract. For an international transfer, these include conditions regarding the player’s age only. Subject to limited exceptions, transfers of professional players may only take place during one of the “transfer windows,” which for the Premier League is ordinarily a mid-season winter transfer window during the month of January, and a post-season summer transfer window spanning a maximum of twelve weeks throughout June and August. The summer 2026 transfer window began on 15 June 2026 and ran through until 1 September 2026.

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Table of Contents 36 Our players enter into contracts with us that follow a prescribed model based on FA and Premier League rules. Players on our men’s first team typically also enter into an image rights agreement with us, which grants us enhanced rights and protections with respect to use of their image. Our men’s first team players generally enter into contracts of between two and five years’ duration, often including a conditional option of a sixth year. As of 14 September 2026, our men’s first team(1) was comprised of the following players: Player Position Nationality Age Apps(2) Caps(3) Altay Bayindir(4) Goalkeeper Turkish 28 17 12 Karl Darlow Goalkeeper Welsh 35 — 15 Thomas Heaton Goalkeeper English 40 3 3 Senne Lammens Goalkeeper Belgian 24 38 3 Dermot Mee Goalkeeper English 23 — — Andre Onana(4) Goalkeeper Cameroonian 30 102 53 Harry Amass Defender English 19 8 — Diogo Dalot Defender Portuguese 27 250 37 Matthijs de Ligt Defender Dutch 27 56 52 Patrick Dorgu Defender Danish 21 53 14 Ayden Heaven Defender English 19 25 — Harry Maguire Defender English 33 275 66 Lisandro Martinez Defender Argentinian 28 114 35 Noussair Mazraoui Defender Moroccan 28 81 51 Luke Shaw Defender English 31 328 34 Leny Yoro Defender French 20 69 1 Carlos Baleba Midfielder Cameroonian 22 — 16 Bruno Fernandes Midfielder Portuguese 31 332 94 Jack Fletcher Midfielder English 19 3 — Tyler Fletcher Midfielder Scottish 19 2 2 Kobbie Mainoo Midfielder English 21 107 14 Mason Mount Midfielder English 27 73 36 Andrey Santos Midfielder Brazilian 22 4 6 Youri Tielemans Midfielder Belgian 29 5 90 Manuel Ugarte Midfielder Uruguayan 25 69 38 Matheus Cunha Forward Brazilian 27 40 28 Amad Diallo Forward Ivorian 24 97 23 Shea Lacey Forward English 19 6 — Bryan Mbeumo Forward Cameroonian 26 39 32 Marcus Rashford Forward English 28 430 78 Benjamin Sesko Forward Slovenian 23 37 45 Joshua Zirkzee Forward Dutch 25 77 6 (1) The table includes all men’s first team players as of 14 September 2026. (2) Apps means appearances for our men’s first team through 14 September 2026. (3) Caps means appearances for senior national football team through 14 September 2026. (4) Player currently contracted and out on loan for the remainder of the 2026/27 season.

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Table of Contents 37 As of 14 September 2026, our women’s first team(1) was comprised of the following players: Player Position Nationality Age Apps(2) Caps(3) Janina Leitzig Goalkeeper German 27 — — Safia Middleton-Patel(4) Goalkeeper Welsh 21 4 12 Kayla Rendell(4) Goalkeeper English 25 — — Phallon Tullis-Joyce Goalkeeper American 29 74 7 Rebeca Bernal Defender Mexican 29 1 80 Scarlett Hill Defender Welsh 18 — 2 Dominique Janssen Defender Dutch 31 65 136 Maya Le Tissier Defender English 24 138 14 Hanna Lundkvist Defender Swedish 24 20 32 Andrea Medina Defender Spanish 22 2 — Lucy Newell Defender English 19 — — Jayde Riviere Defender Canadian 25 78 56 Fridolina Rolfo Defender Swedish 32 30 108 Anna Sandberg Defender Swedish 23 55 10 Jessica Simpson Defender English 21 1 — Jessica Anderson Midfielder English 18 2 — Simi Awujo Midfielder Canadian 22 44 35 Hinata Miyazawa Midfielder Japanese 26 85 62 Ella Toone Midfielder English 27 206 69 Emma Watson Midfielder Scottish 20 3 12 Julia Zigiotti Olme Midfielder Swedish 28 41 58 Celin Bizet Donnum Forward Norwegian 24 37 31 Layla Drury Forward English 17 7 — Mared Griffiths Forward Welsh 19 1 10 Monica Jusu Bah Forward Swedish 23 2 11 Jess Park Forward English 24 40 26 Lea Schuller Forward German 28 20 87 Elisabeth Terland Forward Norwegian 25 61 50 Ellen Wangerheim Forward Swedish 22 14 5 (1) This table includes all women’s first team players as of 14 September 2026. (2) Apps means appearances for our women’s first team through 14 September 2026. (3) Caps means appearances for senior national football team through 14 September 2026. (4) Player currently contracted and out on loan. Youth academy The aim of our youth academy is to create a flow of talent from the youth teams up to our men’s first team and we are proud to have included a home grown player in every matchday squad for the last eighty-six years. Developing academy players is embedded as part of the history and culture of our club, and also means that we can avoid the expense of purchasing players in those positions from the transfer market. As part of their development plan for reaching our first team, our academy players may be loaned to other clubs such that they gain first team experience elsewhere. This also enables these players to enhance their standing and value within the game, and those who do not make it into our men’s first team frequently achieve places at other professional football clubs, often generating income for the club through transfer fees as a result. Our youth academy program consists of 10 junior teams ranging from under 9s to under 23s. Each team consists of 15 to 30 players, each of whom takes part in an age specific elite player development and games program during the season. Scouting network Together with our youth academy, our scouting system is another source of our football talent. Through our scouting system, we recruit players for both our men’s and women’s first teams, as well as for our youth academy. Our scouting system consists of a professional network of staff who scout in general and for specific positions and age groups.

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Table of Contents As well as being an established domestic network that allows us to identify and attract the best talent within Manchester and England, we have an enhanced scouting infrastructure, with a presence in all major footballing nations. We believe this will enhance our ability to identify and recruit the best players for our academy and first teams for many years to come. Training facilities We have invested significant resources into developing a performance center which contains advanced sports and science equipment. We have highly experienced training staff working at the performance center, where we provide physiotherapy, bio-mechanical analysis and nutritional guidance to our players as part of our drive to create an environment in which each player is able to achieve peak physical condition. We believe the quality of our performance center differentiates our club from many of our competitors. Ahead of the 2025/26 season, we opened a new, state-of-the- art training facility for our men’s first team at our Carrington training centre. Industry Overview Football is one of the most popular spectator sports on Earth and global follower interest has enabled the sport to commercialize its activities through sponsorship, retail, merchandising, apparel & product licensing, broadcasting, and Matchday. Football’s growth and increasing popularity is primarily a product of consumer demand for and interest in live sports, whether viewed in person at the venue or through television and digital media. The sport’s revenue growth has been driven by the appetite among consumers, advertisers and media distributors for access to and association with these live sports events, in particular those featuring globally recognized teams. The major football leagues and clubs in England, Germany, Spain, Italy and France have established themselves as the leading global entities due to their history as well as their highly developed television and advertising markets. The combination of historical success and media development in the core European markets has helped to drive revenue, which in turn enables those leagues to attract the best players in the world, further strengthening their appeal to followers. League Structure Manchester United is a member of the English Premier League, the top league in the United Kingdom, which has been, for a long time, and continues to be, one of the elite leagues in the world. The Premier League is a private company wholly-owned by its 20 member clubs, with responsibility for the competition, its Rule Book, the centralized broadcasting rights and other commercial rights. The Premier League works proactively with the member clubs and other football authorities domestically and internationally including the Football Association, UEFA and FIFA. Each member club is an independent shareholder of the Premier League and works within the rules of football defined by the various governing bodies. Governing Bodies Manchester United operates under three different levels of governing bodies, ranging from worldwide to continental to national jurisdiction. FIFA is the international governing body of football around the world. Headquartered in Zurich, Switzerland, FIFA is responsible for the regulation, promotion and development of football worldwide and its flagship club competition, the FIFA Club World Cup. All football played at any level must abide by the Laws of the Game, as set forth by FIFA. FIFA’s rules and regulations are decided by the International Football Association Board (“IFAB”) and reviewed on an annual basis. FIFA also sets the international fixture calendar which, along with European and domestic cup dates, takes precedence over the domestic football league. UEFA is a competition organizer and is responsible for the organization and regulation of cross-border football in Europe. UEFA is primarily known for its European club competitions, the Champions League, the Europa League, and the Conference League. Currently, each year, as reward for league finishing position, the Premier League gets four teams into the Champions League, two into the Europa League and one into the Conference League. An additional two places are awarded to the associations with the best collective performance by their clubs in the previous season, which is based on the total number of club coefficient points obtained by each club from an association divided by the number of participating clubs from that association. For the 2025/26 and 2026/27 seasons, one of these places was awarded to the English Football Association. The representative structures for UEFA are primarily national association-based with the FA representing English football on numerous committees.

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Table of Contents 39 The FA is the national governing body for football in England and is responsible for sanctioning competition Rule Books, including the Premier League’s, and regulating on-field matters. The FA also organizes the FA Cup competition, in which the 20 Premier League member clubs participate. The FA is a special shareholder of the Premier League that has the ability to exercise a vote on certain specific issues, but has no role in the day-to-day running of the league. Each year the Premier League submits its rules to the FA for approval and sanction. For the Premier League, the FA ensures that throughout the season the Laws of the Game are applied on the field by officials, clubs and players including on- and off- field discipline. The FA is also involved in refereeing, youth development and the United Kingdom’s largest sports charity, the Football Foundation. UEFA Club Licensing and Financial Sustainability Regulations UEFA oversees the Club Licensing and Financial Sustainability Regulations, which are intended to ensure the financial self-sufficiency and sustainability of football clubs by discouraging them from continually operating at a loss, introduce more discipline and rationality on club finances, ensure that clubs settle their liabilities on a timely basis and encouraging long term investment in youth development and sporting infrastructure. UEFA implemented an updated set of regulations from 1 July 2022 ahead of the commencement of a new cycle and competition format in 2024/25. The “break-even” rule from the previous regulations remains, aimed at encouraging football clubs to operate on the basis of their own revenue with some amendments. Owner investments of equity are allowed only within the acceptable deviation thresholds, as described below. In addition, the regulations provide that football clubs who are granted a UEFA license by their national association, based largely on physical infrastructure and personnel criteria set out by UEFA, and who then qualify for a UEFA club competition based on sporting grounds, will then be required to comply with a “monitoring” process. The monitoring process involves the submission of certain financial information (a break-even test and payables analysis) to the Club Financial Control Body (“CFCB”). The CFCB is part of UEFA’s Organs for the Administration of Justice and comprises a team of independent financial and legal experts. The CFCB will review financial submissions and decide what sanctions, if any, to apply to non-compliant clubs. Any appeal must be made directly to the Court of Arbitration for Sport. Potential sanctions for non-compliance with the FSR regulations include a reprimand/warning, withholding of prize money, fines, prohibition on registering new players for UEFA club competitions and ultimately exclusion from UEFA club competitions. With respect to the updated break-even assessment, or as it is now known, the “Football Earnings” test, a club must continue to demonstrate that its relevant “football” income is equal to or exceeds its “football” expenses. The permitted level of deficit is limited over the three-year assessment period to €5 million, although a larger deficit of up to €60 million permitted provided the deficit is reduced to the €5 million acceptable deviation by equity contributions from equity participants and/or related parties or the club has existing positive equity in excess of the loss. Any club which exceeds the €60 million limit will automatically be in breach of the break-even rule. Depreciation of tangible fixed assets, youth development, women’s team and community expenditure can be excluded from the break-even test. However, clubs must either have positive equity to the value of the expenditure to be able to exclude them from the calculation or they must be covered by equity contributions from equity participants and/or related parties (in addition to any allowable deficit contributions). The larger deficit of up to €60 million over the three-year period can be increased to €90 million based on specific financial criteria being met, aimed at benefitting clubs that are financially sustainable. UEFA’s Financial Sustainability Regulations also see clubs subject to a squad cost rule that restricts spending on player and coach wages, transfers, and agent fees to 70% of club revenues. The rule is a calendar year test which is tested during the season and allows UEFA to identify breaches as they occur. This requirement provides a direct measure between squad costs and income to encourage more performance-related costs and to limit the market inflation of wages and transfer costs of players. We support the Financial Sustainability Regulations, and do not believe it will adversely impact our ability to continue to attract some of the best players in the coming years as a result of having one of the largest revenues in European football. Premier League Profitability and Sustainability Rules The Premier League Profitability and Sustainability Rules were effective from the start of 2013/14 season and first tested during the 2015/16 season, with a break-even rule similar to the break-even test of the UEFA Regulations and aimed at encouraging Premier League clubs to operate within their means. Potential sanctions for non-compliance with the profitability and sustainability regulations include significant fines, player transfer restrictions and Premier League points deductions.

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Table of Contents 40 Our most recent break-even assessment under the Premier League Profitability and Sustainability Rules was submitted in March 2026, based on our forecast fiscal year 2026, and our 2025 and 2024 audited financial statements. Our previous assessment was based on fiscal year 2025, 2024 and 2023 audited financial statements. Our submissions demonstrated that we are in compliance with Premier League Profitability and Sustainability Rules. The break-even test is based on a club’s audited pre-tax earnings. If the break-even test results are positive, no further action is required until the next break-even test. If the initial test is negative, a club is re-tested, using the UEFA definition of “adjusted earnings before tax,” which allows credit for depreciation of tangible fixed assets and expenditure on youth development and community programs. If these second test results are negative by £15 million or less, the Premier League board will determine whether the club will be able to pay its liabilities due to other football clubs and in respect of employees. If a club’s losses exceed £15 million but are not more than £105 million, the club’s ownership must provide evidence of sufficient funding to meet its liabilities as they fall due. If these results are negative by more than £105 million, regardless of secured funding, Premier League sanctions will apply. The season ending 2025/26 is the final testing period under these regulations. From Season 2026/27, the Premier League is replacing this test with a Squad Cost Rule (“SCR”) and Sustainability and Systemic Resilience rules (“SSR”). The SCR is similar in principle to UEFA but with some key differences. The Premier League will test on a seasonal basis and will operate a green threshold of 85%, below which clubs are compliant, and a red test threshold of 115% which clubs can spend up to. Between 85% and 115% would result in a levy and a reduction of the following season’s red test threshold limit for example if a club is at 100%, they would incur a levy and the following season their maximum threshold would be reduced by 15% to 100%. If a club is above 115%, sporting sanctions are applied. Clubs will submit information in October for monitoring of the test, and will be tested in March so that any sporting sanctions can be applied in-season. The SSR submission occurs annually in July and includes future financial information. It comprises three tests. The first is a working capital test which tests clubs ability to meet its’ operational obligations. The second is a liquidity test which assesses whether clubs have adequate cash and funding to manage financial shocks and ongoing commitments. The third is a positive equity test, which allows club to adjust for a percentage of the market value of players. Collectively, these tests aim to ensure clubs remain financially sustainable, resilient and solvent over the short, medium and long term. Independent Football Regulator The IFR was established in July 2025 by the UK Government and made effective from November 2025. The IFR was given authority to oversee clubs in England’s top five tiers, with the objective of promoting the sustainability of English football, for the benefit of fans and the local communities that football clubs serve. From the 2027/28 season, we will be required to obtain an operating license from the IFR in order to participate in the Premier League and England’s other professional divisions. This operating license contains four standard mandatory license conditions: - Financial Plans: Submission of a board approved financial plan; - Corporate Governance: Publishing of a board approved Corporate Governance Statement; - Fan Consultation: Submission of an annual fan consultation report, outlining how the club has consulted with fans and intends to do so in the coming year; and - Annual Declaration: Submission of an annual declaration confirming any matters notified to the IFR over the previous 12 months, or a statement confirming there were no such matters. Initially, the club is required, and expects, to apply for a provisional license by February 2027 and has up to three years to obtain a full license. The earliest point at which a full license can be obtained is June 2028.

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Table of Contents 41 Our Strategy We aim to build a strong and talented football structure and a world-leading leadership team, to ensure that we are focused on long-term success. Fiscal year 2025 saw significant changes to our management team with the appointment of Omar Berrada as our Chief Executive Officer and Jason Wilcox as Director of Football. These appointments, as well as a number of other changes to our executive leadership and ownership structure, are designed to enable us to enact the following key elements of our football and commercial strategy: ● Transform operational structures and improve efficiency: Across fiscal years 2026, 2025 and 2024, we have implemented plans to transform our corporate structure to create a more lean, agile and financially sustainable football club, while continuing to provide a world class service and product to our valuable commercial partners and global fanbase. The focus of this plan was and continues to be improving the club’s financial sustainability and enhancing the operational efficiency of the business. We believe that this plan provides a platform for Manchester United to remain one of the most popular and successful teams in world sport. ● Continue to invest in our team, facilities and other brand enhancing initiatives: Dating back to our first league championship in 1908 through present day, where we have earned a record number of English League titles, we have enjoyed a rich tradition of football excellence. We believe our many years of on field success coupled with an iconic stadium and high level of fan engagement has driven our leading global brand. Our brand begins with strong on-field performance, and we remain committed to attracting and retaining the highest quality players for our first teams and coaching staff. We remain committed to investing in our facilities and other initiatives to continue our many years of success and enhance our brand globally. We expect these initiatives will continue to be key drivers of our sales, profit and leading brand recognition going forward. ● Expansion and renewal of sponsors: We believe we are well-positioned to continue to secure sponsorships with leading brands and further develop our relationships with existing sponsors. We have historically implemented a proactive approach to identifying, securing and supporting sponsors, focusing on improving our analytical capabilities and effectiveness. We continue to place great emphasis on working with our existing sponsors and maintaining a strong renewals base. ● Further develop our retail, merchandising, apparel & product licensing business: In July 2023, we extended our agreement with adidas with respect to our global technical sponsorship and dual-branded licensing rights, which began on 1 August 2015 and now terminates on 30 June 2035. The agreement with adidas does not include the rights with respect to mono-branded licensing rights or the right to create and operate Manchester United branded soccer schools, physical retail channels and e-commerce retail channels. In the future, we plan to invest to expand our portfolio of product licensees to enhance the range of product offerings available to our followers. Additionally, we may also seek to refine how we segment the different elements of this business. We may also increase our focus on developing these rights more proactively, alone or with other partners. Fiscal year 2025 saw the launch of our new e-commerce platform, in partnership with SCAYLE. This collaboration spearheads the club’s revamped e-commerce experience and aligns with our ambition to deliver a top-tier direct-to-consumer experience for our global fanbase. ● Exploit digital media opportunities: The rapid shift of media consumption towards digital, mobile and social media platforms has presented us, and continues to present us, with multiple growth opportunities and new revenue streams. Our digital media platforms, applications and social media channels are one of the primary methods by which we engage and transact with our fans around the world and have presented us, and continue to present us, with multiple growth opportunities and new revenue streams. We publish content on a daily basis on to the club’s website and mobile application. Our website provides commercial benefits for our business with greater e-commerce opportunities and more digital inventory for our commercial partners to benefit from.

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Table of Contents ● Enhance the reach and distribution of our broadcasting rights: We are well-positioned to benefit from any increased value and related growth in club distributions associated with the Premier League, the Champions League and other competitions. Season 2025/26 was the first in a new four-year cycle of Premier League domestic broadcasting rights, in a deal worth a total value of £6.7 billion, a 4% increase in live rights value compared to the previous cycle. This is the largest sports media deal ever completed in the UK. The value of the Premier League’s international broadcasting rights for the three-year period from 2025/26 to 2027/28 represents a 27% uplift on the previous three seasons and across the big five European football leagues, the Premier League’s share of the global rights market is up to 48%, from 40% in the 2019/20 season, demonstrating the continued growth and appeal of the league. The UEFA club competitions’ latest three-year media rights agreement, which commenced in the 2024/25 season, is worth €4.4 billion per season, compared to €3.5 billion per season under the previous agreement, an increase of 26%. We believe these contracts underline the continuing demand for, and popularity of, live sports content and football in particular. Unlike other television programming, the unpredictable outcomes of live sports mean that individuals consume sports programming in real time and in full, resulting in higher audiences and increased interest from television broadcasters and advertisers. Our Competitive Strengths We believe our key competitive strengths are: ● One of the most successful sports teams in the world: Founded in 1878, Manchester United is one of the most successful sports teams in the world — playing one of the world’s most popular spectator sports. We have won 69 trophies in nine different leagues, competitions and cups since 1908. Our ongoing success is supported by our highly developed football infrastructure and global scouting network. ● A globally recognized brand with a large, worldwide following: Our 148-year history, our success and the global popularity of our sport have enabled us to become, we believe, one of the world’s most recognizable brands and we enjoy the support of our worldwide community of fans and followers. The composition of our follower base is far reaching and diverse, transcending cultures, geographies, languages and socio- demographic groups, and we believe the strength of our brand goes beyond the world of sports. ● Ability to successfully commercialize our brand: The popularity and quality of our globally recognized brand make us an attractive marketing partner for companies around the world. Our community of followers is strong in more emerging markets which enables us to deliver media exposure and growth to our partners in these markets. ● Well established marketing infrastructure driving Commercial revenue growth: We have a large global team dedicated to the development and monetization of our brand and to the sourcing of new revenue opportunities. The team has considerable experience and expertise in sponsorship sales, customer relationship management, marketing execution, advertising support and brand development. In addition, we have developed an increasing range of case studies, covering multiple sponsorship categories and geographies, which in combination with our many years’ experience enables us to demonstrate and deliver an effective set of marketing capabilities to our partners on a global and regional basis. Our team is dedicated to the development and monetization of our brand and to the sourcing of new revenue opportunities. ● Sought-after content capitalizing on the proliferation of digital and social media: We produce content that is followed year-round by our global community of fans and followers. Our content distribution channels are international and diverse, and we actively adopt new media channels to enhance the accessibility and reach of our content. We believe our ability to generate proprietary and exclusive content, which we distribute on our own global platforms as well as via popular third-party social media platforms such as Facebook, Instagram, X, YouTube, TikTok, Sina Weibo and others, constitute an ongoing growth opportunity. We continue to grow our dominant presence on social media and we continue to be the most-followed Premier League club on Instagram, Facebook and X. Competition From a business perspective, we compete across a wide variety of industries and within many different markets. We believe our primary sources of competition include, but are not limited to: ● Football clubs: We compete against other football clubs in the Premier League for match attendance and Matchday revenue. We compete against football clubs around Europe and the rest of the world to attract the best players and coaches in the global transfer and football staff markets.

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Table of Contents 43 ● Television media: We receive media income primarily from the Premier League and UEFA media contracts, each of which is collectively negotiated. Further details of such arrangements are set out in the section headed “— Revenue Sectors — Broadcasting.” On a collective level, and in respect of those media rights we retain, we compete against other types of television programming for broadcaster attention and advertiser income both domestically and in other markets around the world. ● Digital media: We compete against other digital content providers for consumer attention and leisure time, advertiser income and consumer e-commerce activity. ● Merchandise and apparel: We compete against other providers of sports apparel and equipment. ● Sponsorship: As a result of the international recognition and quality of our brand, we compete against many different outlets for corporate sponsorship and advertising income, including other sports and other sports teams, other entertainment and events, television and other traditional and digital media outlets. ● Live entertainment: We compete against alternative forms of live entertainment for the sale of Matchday tickets, including other live sports, concerts, festivals, theatre and similar events. As a result, we do not believe there is any single market for which we have a well-defined group of competitors. Seasonality We experience seasonality in our revenue and cash flow, limiting the overall comparability and predictability of interim financial periods. In any given interim period, our total revenue can vary based on the number of games played in that period, which affects the amount of Matchday and Broadcasting revenue recognized. Similarly, certain of our costs derive from hosting games at Old Trafford, and these costs will also vary based on the number of games played in the period. We historically recognize the most revenue in our second and third fiscal quarters due to the scheduling of matches. However, a strong performance by our men’s first team in UEFA club competitions and domestic cups could result in significant additional Broadcasting and Matchday revenue, and consequently we may also recognize the most revenue in our fourth fiscal quarter in those years. Our cash flow may also vary among interim periods due to the timing of significant payments from major commercial agreements. As such, though we report interim results of operations for our first, second and third fiscal quarters, in managing our business, setting goals and assessing performance we focus primarily on our full-year results of operations rather than our interim results of operations. Our Fan Engagement Strategy Our fans are at the centre of the success of our club and brand, and we make this commitment to our fans, aligning with the Premier League’s Fan Engagement Standard: United with you on and off the pitch; we want you to feel connected to your team, club and community, no matter where you are in the world. We’ll listen to you, improve your experience and reward your loyalty. We engage with our global community of followers in a variety of ways: ● Premier League games at our home stadium, Old Trafford, played in front of a crowd, have been virtually sold out since the 1997/98 season. ● We undertake exhibition games and promotional tours on a global basis, enabling our worldwide followers to see our team play. These games are in addition to our competitive matches and take place during the summer months or during gaps in the football season. Over recent years we have taken part in numerous matches across Asia, the United States of America and Scandinavia. ● We continue to grow our global network of Official Supporters’ Clubs and now have over 360 clubs across 92 countries. ● We work closely with our Fan Advisory Board and Fan Forum with quarterly meetings taking place and continue to liaise regularly with the independent Manchester United Supporters Trust (“MUST”).

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Table of Contents 44 ● As of 30 June 2026, we also had more than 297.7 million total social connections. Last year we reported a year- end figure as of 30 June 2025 of 270.6 million total social connections (a 10.0% increase). The following are some examples of our total social connections: o We have a very popular brand page on Facebook with approximately 86.9 million connections as of 30 June 2026. In comparison, the New York Yankees had just over 9.2 million connections and the Dallas Cowboys had approximately 8.3 million connections as of 30 June 2026.o As of 30 June 2026, our X accounts had more than 43.5 million followers, continuing as the most- followed Premier League club on X. o We have over 65.7 million followers on Instagram as of 30 June 2026, a 2.2% increase compared to 30 June 2025. o As of 30 June 2026, our YouTube channel had over 11.2 million subscribers, an increase of 10.9% from 30 June 2025. o We also have a significant presence on TikTok, with our channel reaching 33.2 million followers as of 30 June 2026, an increase of 12.5% from 30 June 2025. o We also have a significant presence on Chinese social media. We continue to be the most-followed football club on Sina Weibo, with 11.3 million followers as of 30 June 2026. ● Our Women’s team’s social media pages are also popular, with 1.7 million Facebook connections, 2.2 million Instagram followers and 1.6 million TikTok followers as of 30 June 2026. ● Our wholly owned, in-house, global television network, MUTV, enables our fans to watch our men’s first-team tour matches live and our Academy teams matches live, as well as exclusively produced original productions and interviews with players and our team manager and the manager’s weekly press conference. Social Responsibility Manchester United Foundation We are committed to a wide-ranging corporate social responsibility program through Manchester United Foundation (the “Foundation”). The associated charity of Manchester United, the Foundation’s vision focuses on a future where all young people are empowered to achieve their goals. The ongoing commitment to young people is so that, despite uncertainty in the world around them, those with whom the Foundation works on a daily basis continue to feel supported, inspired, and positive about their future. The Foundation’s objectives are to provide young people with access to community and educational outreach programs to help them make positive choices in their lives and develop in the following areas: - Physical and mental wellbeing (living a happier, healthier life) - Social wellbeing (bringing a sense of belonging to people and their communities) - Employability (improving educational and employment outcomes) The Foundation worked with over 34,000 young people in the 2025/26 season and operates in the areas of highest social deprivation across Greater Manchester, with the aim of ensuring the benefits of these programs are felt by those who need it most. With more than 29,000 sessions delivered last season – culminating in almost 430,000 attendances – the charity’s presence remains strong and visible across local communities. The Foundation engaged with 72 primary, secondary, and special educational needs schools during the 2025/26 season. It also delivers a further education program in sport alongside the Salford City College Group, and a collaborative degree in Sport and Youth Leadership alongside Manchester Metropolitan University. Working predominantly across all ten boroughs of Greater Manchester, its work also spans to Carlisle, Derbyshire, London, Northern Ireland and most recently the Republic of Ireland. Full-time coaches are based in high schools to work with pupils, feeder primary schools and within the local community to build lasting relationships. Other initiatives, such as Street Reds evening football sessions, girls’ development provision, and a disability and inclusion program, provide free football, alternative activities, qualifications and work experience opportunities for young people across all areas of delivery. The Foundation fulfils all charitable activity for Manchester United, including managing partnerships with the Sir Bobby Charlton Foundation and the Michael Carrick Foundation and supporting external charities by providing signed items for their own fundraising purposes.

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Table of Contents 45 Equality, Diversity and Inclusion The Club is dedicated to promoting equality, diversity, and inclusion, as reflected in its All Red All Equal initiative, which has led to numerous impactful initiatives and achievements. All Red All Equal represents Manchester United’s dedication to creating a more equitable, sustainable, healthier world. We are deeply committed to embracing diversity, accepting people for who they are, valuing their differences, and promoting a safe and welcoming environment. We take decisive action to protect all participants and maintain zero tolerance for abuse and discrimination. Our Equality, Diversity and Inclusion (“ED&I”) strategy aims to integrate ED&I across four main areas: Leaders, People, Fans, and Partners. Our ED&I strategy is used to guide our decision-making. We are dedicated to meeting specific diversity goals for gender, race, disability, and LGBTQ+ representation in accordance with the UEFA sustainability goals and applicable law. We are committed to increasing diversity in our workforce and improving our recruitment practices and executive appointments. We work with a third party firm for our overall recruitment delivery and with organizations such as UA92, the Adidas MerkyFC Project, The FA Leadership Code, the Premier League Coach Diversity Index, Women in Football, Stonewall, the Armed Forces Covenant, Disability Confident scheme, and several Inclusive Executive Search Agencies. These collaborations help us attract talented individuals from underrepresented groups and backgrounds, creating a more inclusive environment. We provide diverse opportunities for aspiring leaders through entry-level apprenticeships, internships, work placements, and work experience programs. We have developed specific development programs club- wide, including for our senior and executive leaders. We are dedicated to creating a truly diverse and inclusive workplace and intend to continue to work tirelessly to make this a reality. The club has achieved the PLEDIS Advance Level award through the Premier League, highlighting a collective effort to embed ED&I across the organization. The club was commended for its accessibility provisions and overall approach to ED&I. Additionally, the club has signed the Football Leadership Diversity Code to diversify our leadership and coaching teams. Sustainability We continue to recognize the importance of reducing our environmental impact and embedding sustainability considerations into decision-making across the Club. Through our Reds Go Green program, the Club has established a long-term framework to coordinate sustainability activities, engage colleagues and stakeholders, and support continuous environmental improvement across operations, products, matchdays, travel and fan engagement. The annual measurement and assessment of our carbon footprint enables us to develop action plans to reduce emissions, supported by cross-functional governance and collaboration across the Club. This includes taking steps to reduce the amount of waste we generate and divert operational waste from landfill. We also support the Premier League Environmental Sustainability Commitment and continue to work collaboratively with the League, other clubs, partners, suppliers and industry stakeholders to share best practices and drive positive environmental outcomes across football. Intellectual Property We consider intellectual property to be important to the operation of our business and critical to driving growth in our Commercial revenue, particularly with respect to sponsorship revenue. Certain of our commercial partners have rights to use our intellectual property. In order to protect our brand, we generally have contractual rights to approve uses of our intellectual property by our commercial partners. We consider our brand to be a key business asset and therefore have a portfolio of Manchester United related registered trademarks and trademark applications. The historic emphasis has been on seeking and maintaining trademark registrations for the words “Manchester United” and the club crest, but that emphasis was then extended to cover the devil device and the words “MUTV” and “Man Utd”. We also actively procure copyright protection and copyright ownership of materials such as literary works, logos, photographic images and audio-visual footage.

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Table of Contents Enforcement of our trademark rights is important in maintaining the value of the Manchester United brand. There are numerous instances of third parties infringing our trademarks, for example, through the manufacture and sale of counterfeit products. While it would be cost-prohibitive to take action in all instances, our aim is to consistently reduce the number of Manchester United related trademark infringements by carrying out coordinated, cost-effective enforcement action on a global basis following investigation of suspected trademark infringements. Enforcement action takes a variety of forms. In the United Kingdom, we work with enforcement authorities such as trading standards and customs authorities to seize counterfeit goods and to stop the activities of unauthorized sellers. Overseas enforcement action is taken by approved lawyers and investigators. Those lawyers and investigators are instructed to work with, where feasible, representatives of other football clubs and brands that are experiencing similar issues within the relevant country in order that our enforcement action costs can be minimized as far as possible. We also work with the Premier League in respect of infringements that affect multiple Premier League clubs, in particular in Asia. We also take direct legal action against infringers, for example, by issuing cease and desist letters or seeking compensation when we consider that it is appropriate to do so. In relation to materials for which copyright protection is available (such as literary works, logos, photographic images and audio-visual footage), our current practice is generally to secure copyright ownership where possible and appropriate. For example, where we are working with third parties and copyright protected materials are being created, we generally try to secure an assignment of the relevant copyright as part of the commercial contract. However, it is not always possible to secure copyright ownership. For example, in the case of audio-visual footage relating to football competitions, copyright will generally vest in the competition organizer and any exploitation by Manchester United Football Club of such footage will be the subject of a license from the competition organizer. As part of our ongoing investment in intellectual property, we have implemented a program to detect intellectual property infringement in a digital environment and which facilitates taking action against infringers. Real Property We own or lease property dedicated to our football and other operations. The most significant of our real properties is Old Trafford. The following table sets out our key owned and leased properties. In connection with our revolving facilities, our secured term loan facility and the senior secured notes, several of our owned properties, including Old Trafford are encumbered with land charges as security for all obligations under those agreements, although the Manchester International Freight Terminal and the Carrington training ground are not encumbered. Key properties and locations Primary function Owned/leased Area (approx. m2) Old Trafford Football Stadium, Manchester Football stadium Owned (freehold) 205,000 Carrington training ground, Carrington, Trafford Football training facility Owned (freehold) 440,000 Littleton Road Training Ground, Salford Football training facility Owned (freehold) 84,000 The Cliff, Lower Broughton Road, Salford Football training facility Owned (freehold) 28,000 Manchester International Freight Terminal, Westinghouse Road Trafford Park, Manchester Investment properties Leased (through March 2071) 107,000 Land and buildings at Wharfside, Trafford Park, Manchester Investment properties Owned (freehold) 27,100 Land and buildings on the southwest side of Trafford Wharf Road, Manchester Offices and Car Parking Owned (freehold) 23,000 Land and buildings at Canalside, Trafford Park, Manchester Investment properties Owned (freehold) 10,800 Land and buildings at Castlemore Retail Park, Trafford Park, Manchester Investment properties Owned (freehold) 3,969 Land and buildings off John Gilbert Way, Trafford Park, Manchester Owned land and buildings Owned (freehold) 106,000 Office space, London Offices Leased (through September 2029) 2,828 Office space, Maryland, United States Offices Leased (through November 2026) 653 The above properties are owned or leased by Manchester United Football Club Limited, apart from Castlemore Retail Park and Manchester International Freight Terminal which are owned or leased by Alderley Urban Investments Limited and the land and buildings off John Gilbert Way that are owned by Alderley Urban Investments II Limited. In the year ended 30 June 2026, the Group acquired land and buildings off John Gilbert Way, Manchester, for £64.0 million. These acquisitions are held as Freehold Property and were made in conjunction with the Group’s intention to build a proposed new stadium and, until these plans are progressed further, continue to generate rental income.

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Table of Contents 47 Legal Proceedings We are involved in various routine legal proceedings incident to the ordinary course of our business. The outcome of any such claims or proceedings, regardless of the merits, is inherently uncertain. We believe that the outcome of all pending legal proceedings, in the aggregate, will not have a material adverse effect on our business, financial condition or operating results. Further, we believe that the probability of any material losses arising from these legal proceedings is remote. Subsidiaries Our directly or indirectly wholly - owned principal subsidiaries are: Red Football Finance Limited, Red Football Holdings Limited, Red Football Shareholder Limited, Red Football Joint Venture Limited, Red Football Limited, Red Football Junior Limited, Manchester United Limited, Alderley Urban Investments Limited, Alderley Urban Investments II Limited, Manchester United Football Club Limited, Manchester United Women’s Football Club Limited, Manchester United Interactive Limited, MU Commercial Holdings Limited, MU Commercial Holdings Junior Limited, MU Finance Limited, MU 099 Limited, MU RAML Limited, MUTV Limited and RAML USA LLC. All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated in the Cayman Islands and RAML USA LLC which is incorporated in the state of Delaware in the United States. ITEM 4A. UNRESOLVED STAFF COMMENTS None. ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion should be read in conjunction with our consolidated financial statements and notes included elsewhere in this Annual Report. Overview We are one of the most popular and successful sports teams in the world, playing one of the most popular spectator sports on Earth. Through our 148-year heritage we have won 69 trophies, including a joint-record 20 English league titles, enabling us to develop what we believe is one of the world’s leading sports brands and a global community of fans and followers. Our large, passionate community provides Manchester United with a worldwide platform to generate significant revenue from multiple sources, including sponsorship, merchandising, product licensing, broadcasting and matchday. We attract leading global companies such as adidas, Qualcomm and Betway that want access and exposure to our community of followers and association with our brand. How We Generate Revenue We operate and manage our business as a single reporting segment — the operation of professional sports teams. We review our revenue through three principal sectors — Commercial, Broadcasting and Matchday — and within the Commercial revenue sector, we have two revenue streams which commercialize our global brand: sponsorship revenue; and retail, merchandising, apparel & product licensing revenue. Revenue Drivers Commercial Commercial revenue is derived from sponsors, commercial partners and retail, merchandising, apparel and licensing. We generate our Commercial revenue with low fixed costs and small incremental costs for each additional sponsor, making our commercial operations a relatively high margin and scalable part of our business and a driver of growth for our overall profitability. Total Commercial revenue for the year ended 30 June 2026 was £317.3 million. Sponsorship We commercialize the value of our global brand and community of followers through sponsorship relationships with leading international and regional companies around the globe. To better capitalize on the strength of our brand, we have developed a segmentation sponsorship strategy. See “Item 4. Information on the Company — Revenue Sectors — Commercial – Sponsorship – Our Sponsors” for some of our global and regional sponsors as at 8 September 2026.

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Table of Contents 48 A partnership with Manchester United provides corporations with the ability to associate themselves with the highly popular Manchester United brand and a global marketing platform to quickly and effectively amplify their brand and message to their potential customers. For the 2025/26 season, our shirt sponsor was Qualcomm via their Snapdragon brand and this will continue for the 2026/27 season. Total sponsorship revenue for the year ended 30 June 2026 was £160.5 million. Retail, Merchandising, Apparel & Product Licensing Our retail, merchandising, apparel & product licensing business includes the sale of sports apparel, training and leisure wear and other clothing featuring the Manchester United brand as well as other licensed products. These products are distributed on a global basis through Manchester United branded retail stores and e-commerce platform, as well as through our partners’ wholesale distribution channels. On 21 July 2023, we signed a 10-year extension to our agreement with adidas in respect of global technical sponsorship and dual-branded licensing rights, which began on 1 August 2015 and now terminates on 30 June 2035. See “Item 4. Information on the Company — Revenue Sectors — Commercial – Retail, Merchandising, Apparel & Product Licensing” for additional information regarding our agreement with adidas. Total retail, merchandising, apparel & product licensing revenue for the year ended 30 June 2026 was £156.8 million. Broadcasting We benefit from the distribution of live football content directly from the revenue we receive and indirectly through increased global exposure for our commercial partners. Broadcasting revenue is derived from our share of the global broadcasting rights relating to the Premier League, Champions League and other competitions. The growing popularity of the Premier League and Champions League in international markets and the associated increases in media rights values have been major drivers of the increase in our overall Broadcasting revenue in recent years. Season 2025/26 was the first in a new four-year cycle of Premier League domestic broadcasting rights, in a deal worth a total value of £6.7 billion, a 4% increase in live rights value compared to the previous cycle. This is the largest sports media deal ever completed in the UK. The value of the Premier League’s international broadcasting rights for the three- year period from 2025/26 to 2027/28 represents a 27% uplift on the previous three seasons and across the big five European football leagues, the Premier League’s share of the global rights market is up to 48%, from 40% in the 2019/20 season, demonstrating the continued growth and appeal of the league. The UEFA club competitions’ latest three-year media rights agreement which commenced in the 2024/25 season, is worth €4.4 billion per season, compared to €3.5 billion per season under the previous agreement, an increase of 26%. Our participation in the Premier League and Champions League, Europa League or Conference League (and consequently, our receipt of the revenue generated by these broadcasting contracts) is predicated on the success of our men’s first team, and if our men’s first team fails to qualify for these UEFA club competitions or is relegated from the Premier League in any given season, our Broadcasting revenue for that and subsequent fiscal years will be adversely impacted, partially offset by lower operating expenses. Our men’s first team did not participate in UEFA competitions in the 2025/26 season, but as a result of performance in the Premier League across the 2025/26 season, will compete in the 2026/27 UEFA Champions League. In addition, MUTV delivers Manchester United programming and other content to territories around the world. MUTV generated total revenue of £5.7 million, £5.8 million and £6.2 million for each of the years ended 30 June 2026, 2025 and 2024, respectively. Total Broadcasting revenue for the year ended 30 June 2026 was £206.8 million.

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Table of Contents 49 Matchday Matchday revenue is a function of the number of games played in front of a crowd at Old Trafford, the size and seating composition of Old Trafford, attendance at our matches and the prices of tickets and hospitality sales. A significant driver of Matchday revenue is the number of home games we play at Old Trafford in front of a crowd, which is ordinarily based on 19 Premier League matches and any additional matches resulting from the success of our men’s first team in the FA Cup, EFL Cup and UEFA club competitions. Our participation in the Premier League and UEFA club competitions (and consequently, our receipt of the revenue generated by these matches) is predicated on the success of our men’s first team, and if our men’s first team fails to qualify for UEFA club competitions or is relegated from the Premier League in any given season, our Matchday revenue for that and subsequent fiscal years will be adversely impacted, partially offset by lower resulting expenses. Average attendance for our home Premier League matches played in front of a crowd has been over 99% for each season since the 1997/98 season, with strong attendance for UEFA club competitions, FA Cup and EFL Cup matches. Total Matchday revenue for the year ended 30 June 2026 was £153.5 million. Other Factors That Affect Our Financial Performance Employee benefit expenses Player and staff compensation comprise the majority of our operating costs. Of our total operating costs, player costs, which include salaries, bonuses, benefits and national insurance contributions are the primary component. Compensation to non-player staff, which includes our manager, coaching staff and key football management, also accounts for a significant portion. Competition from top clubs in the Premier League and Europe has resulted in increases in player and manager salaries, forcing clubs to spend an increasing amount on player and staff compensation, and we expect this trend to continue. Other operating expenses Our other operating expenses generally include certain variable costs such as Matchday catering, policing, security stewarding and cleaning at Old Trafford, visitor gateshare for domestic cups, and costs related to the delivery on media and commercial sponsorship contracts. Other operating expenses also include certain fixed costs, such as property costs, maintenance, human resources, training and developments costs, and professional fees. Our other operating expenses are subject to inflationary pressures and as such, can increase over time. Amortization, depreciation and impairment We amortize the capitalized costs associated with the acquisition of players’ and key football management staff registrations. These costs are amortized over the period of the employment contract agreed with a player/key football management staff. If a player or key football management staff extends their contract prior to the end of the pre-existing period of employment, the remaining unamortized portion of the acquisition cost is amortized over the period of the new contract. Changes in amortization of the costs of players’ and key football management staff registrations from year to year and period to period reflect additional fees paid for the acquisition of players and key football management staff, the impact of contract extensions and the disposal of registrations. As such, increased players’ and key football management staff registration costs in any period could cause higher amortization in that period and in future periods and have a negative impact on our results of operations. Moreover, to the extent that the player and key football management staff registration costs vary from period to period, this may drive variability in our results of operations. We also amortize the capitalized costs associated with the acquisition of other intangible assets over their estimated useful lives, which is typically between 3 and 10 years. Depreciation primarily reflects a straight-line depreciation on investments made in property, plant and equipment. Depreciation over the periods under review results primarily from the depreciation of Old Trafford, including incremental improvements made to Old Trafford each season. Impairment charges arise when an asset’s carrying amount exceeds its recoverable amount. Assets are tested for impairment whenever events or changes in circumstance indicate that the carrying amount may not be recoverable, other than goodwill which is tested for impairment annually.

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Table of Contents 50 Exceptional items Exceptional items are those items that in management’s judgment need to be separately disclosed by virtue of their size, nature or incidence in order to provide a proper understanding of our results of operations and financial condition. Exceptional items are disclosed in Note 6 to the financial statements. Profit on disposal of intangible assets We recognize profits or losses on the disposal of intangible assets (primarily players’ registrations) in our statement of profit or loss. Acquisitions and disposals of players are discretionary and we make transfer decisions based upon the requirements of our first teams and the overall availability of players. These requirements and the availability of players, and resulting profits or losses on disposals, may vary from period to period, contributing to variability in our results of operations between periods. Finance (costs)/income A key component of our expenses during each of the past three fiscal years has been interest costs and retranslations of our USD borrowings. We expect finance costs to continue to be a significant component of our expenses. See “Item 5.B. Liquidity and Capital Resources — Indebtedness.” Finance costs also include the unwind of the discount recognized on amounts payable or receivable under transfer agreements as appropriate which can vary, depending on transfer activity and interest rates, amongst other factors. Taxes During each of the three years ended 30 June 2026, 2025 and 2024, our principal operating subsidiaries were tax residents in the United Kingdom. We were subject to a UK statutory tax rate of 25.0% in the years ended 30 June 2026, 30 June 2025 and 30 June 2024. Although we are organized as a Cayman Islands exempted company, we report as a US domestic corporation for US federal income tax purposes. As a result, our worldwide income is also subject to US taxes at the US statutory rate (currently 21%). The current statutory tax rate in the UK is 25% and as a result we expect to utilize UK taxes paid in the calculation of our US tax liability and therefore we do not expect to be double taxed on our income. We expect our future cash tax rate to continue to align more closely to the UK statutory tax rate of 25% now that this rate has taken effect. We may also be subject to US state and local income (franchise) taxes based generally upon where we are doing business. These tax rates vary by jurisdiction and the tax base. Generally, state and local taxes are deductible for US federal income tax purposes. Furthermore, because most of our subsidiaries are disregarded from their owner for US federal income tax purposes, we are not able to control the timing of much of our US federal income tax exposure. In calculating our liability for US federal income tax, however, certain of our deductible expenses are higher than the amount of those same expenses under UK corporation tax rules, owing to differences in the relevant rules of the two jurisdictions and the related difference in the opening book versus tax basis of our assets and liabilities. Finally, our UK tax liability can be credited against our US federal income tax liabilities, subject to US rules and limitations.

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Table of Contents 51 A. OPERATING RESULTS The following table shows selected audited consolidated statement of profit or loss data for the years ended 30 June 2026 and 2025. For a discussion of our results of operations for the year ended 30 June 2024, including a year-to-year comparison between the years ended 30 June 2025 and 2024, refer to Part I, Item 5, “Operating and Financial Review and Prospects” in our Annual Report Form 20-F for the year ended 30 June 2025. Year ended 30 June 2026 2025 % change Statement of profit or loss data (£’000) (£’000) Revenue 677,649 666,514 1.7% Analyzed as: Commercial revenue 317,329 333,274 (4.8)% Broadcasting revenue 206,765 172,977 19.5% Matchday revenue 153,555 160,263 (4.2)% Operating expenses (701,895) (733,686) 4.3% Analyzed as: Employee benefit expenses (302,025) (313,256) 3.6% Other operating expenses (159,217) (170,429) 6.6% Depreciation and impairment (20,631) (17,002) (21.3)% Amortization (211,813) (196,373) (7.9)% Exceptional items (8,209) (36,626) 77.6% Operating loss before profit on disposal of intangible assets (24,246) (67,172) 63.9% Profit on disposal of intangible assets 46,881 48,742 (3.8)% Operating profit/(loss) 22,635 (18,430) — Finance costs (77,657) (58,988) (31.6)% Finance income 8,037 37,754 (78.7)% Net finance costs (69,620) (21,234) (227.9)% Loss before income tax (46,985) (39,664) (18.5)% Income tax credit 4,031 6,641 (39.3)% Loss for the year (42,954) (33,023) (30.1)% Revenue Total revenue for the year ended 30 June 2026 was £677.6 million, an increase of £11.1 million, or 1.7%, compared to the year ended 30 June 2025, as a result of an increase in revenue in our Broadcasting revenue sector, partially offset by a decrease in our Commercial and Matchday revenue sectors, as described below. Commercial revenue Commercial revenue for the year ended 30 June 2026 was £317.3 million, a decrease of £16.0 million, or 4.8%, over the year ended 30 June 2025. ● Sponsorship revenue for the year ended 30 June 2026 was £160.5 million, a decrease of £27.9 million, or 14.8%, over the year ended 30 June 2025, primarily due to the Club’s training kit sponsorship agreement with Tezos in the prior year, which ended before the start of the 2025/26 season; and ● Retail, merchandising, apparel & product licensing revenue for the year ended 30 June 2026 was £156.8 million, an increase of £11.9 million, or 8.2%, over the year ended 30 June 2025, due to the current year including a full year of our in-house e-commerce model in partnership with SCAYLE, compared to only ten months in the prior year, combined with a one-off credit during the year ended 30 June 2026 relating to amended terms of this model.

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Table of Contents 52 Broadcasting revenue Broadcasting revenue for the year ended 30 June 2026 was £206.8 million, an increase of £33.9 million, or 19.6%, over the year ended 30 June 2025, primarily due to the men’s first team finishing 3rd in the Premier League, compared to 15th in the prior year, partially offset by the men’s first team not participating in UEFA competition in the current year, compared to reaching the UEFA Europa League final in the prior year. Matchday revenue Matchday revenue for the year ended 30 June 2026 was £153.5 million, a decrease of £6.8 million, or 4.2%, over the year ended 30 June 2025, due to the men’s first team playing ten fewer home matches in the current year compared to the prior year, partially offset by strong demand for our general admission and hospitality offerings. Total operating expenses Total operating expenses (defined as employee benefit expenses, other operating expenses, depreciation and impairment, amortization and exceptional items) for the year ended 30 June 2026 were £701.9 million, a decrease of £31.8 million, or 4.3%, over the year ended 30 June 2025. This decrease is explained by category below. Employee benefit expenses Employee benefit expenses for the year ended 30 June 2026 were £302.0 million, a decrease of £11.2 million, or 3.6%, over the year ended 30 June 2025. This is primarily due to changes in the make-up of the men’s first team squad, combined with savings associated with headcount reduction programs implemented in the prior two fiscal years. Other operating expenses Other operating expenses for the year ended 30 June 2026 were £159.2 million, a decrease of £11.2 million, or 6.6%, over the year ended 30 June 2025. This is primarily due to savings associated with the club’s drive to improve operating efficiency, combined with reduced matchday costs as a result of hosting ten fewer home matches in the current season compared to the prior year. Depreciation and impairment Depreciation and impairment for the year ended 30 June 2026 amounted to £20.6 million, an increase of £3.6 million, or 21.3%, over the year ended 30 June 2025. Amortization Amortization, primarily of registrations, for the year ended 30 June 2026 was £211.8 million, an increase of £15.4 million, or 7.9%, over the year ended 30 June 2025, primarily due to continued investment in the first team playing squad. The unamortized balance of registrations as of 30 June 2026 was £452.3 million, of which £156.1 million is expected to be amortized in the year ending 30 June 2027. The remaining balance is expected to be amortized over the four years ending 30 June 2031. This does not take into account player acquisitions after 30 June 2026, which would have the effect of increasing the amortization expense in future periods, nor does it consider player departures subsequent to 30 June 2026, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges. Exceptional items Exceptional items for the year were a cost of £8.2 million, comprising costs associated with the departure of former men’s first team head coach Ruben Amorim, along with final costs in relation to the Club’s restructuring programs. The charge also includes additional contributions we expect to pay towards the Football League pension scheme deficit. Exceptional items for the year ended 30 June 2025 were a cost of £36.6 million, as a result of compensation for loss of office costs incurred in relation to the restructuring of the club’s operations, as well as costs associated with the departure of former men’s first team head coach Erik ten Hag and various members of football staff.

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Table of Contents Profit on disposal of intangible assets Profit on disposal of intangible assets for the year ended 30 June 2026 was £46.9 million, compared to a profit of £48.7 million for the year ended 30 June 2025. The profit on disposal of intangible assets for the year ended 30 June 2026 primarily related to the disposals of Garnacho (Chelsea) and Hojlund (Napoli), combined with additional fees associated with disposals made in previous years. The profit on disposal of intangible assets for the year ended 30 June 2025 primarily related to the disposal of McTominay (Napoli), Wan-Bissaka (West Ham), Greenwood (Olympique Marseille) and Hannibal (Burnley). Net finance costs Net finance costs for the year ended 30 June 2026 were £69.6 million, compared to net finance costs of £21.2 million for the year ended 30 June 2025. This is primarily due to a large unrealized foreign exchange loss on unhedged USD borrowings of £10.0 million in the current year, compared to a large unrealized foreign exchange gain of £22.9 million in the prior year. Income tax The income tax credit for the year ended 30 June 2026 was £4.0 million, compared to £6.6 million for the year ended 30 June 2025. In both years the credit arose primarily as a result of deferred tax assets recognized in respect of losses arising in the respective year. Safe Harbor See the Section entitled “Forward-Looking Statements” at the beginning of this Annual Report. B. LIQUIDITY AND CAPITAL RESOURCES Our primary cash requirements stem from the payment of transfer fees for the acquisition of players’ registrations, capital expenditure for the improvement of facilities at Old Trafford and Carrington, payment of interest on our borrowings, employee benefit expenses, other operating expenses and, for certain periods, dividends on our Class A ordinary shares and Class B ordinary shares. Historically, we have met these cash requirements through a combination of operating cash flow, proceeds from transfer fees from the sale of players’ registrations, drawdowns on our revolving facility and through the sale of our Class A and Class B ordinary shares. Our existing borrowings primarily consist of our secured term loan facility, our senior secured notes and outstanding drawdowns under our revolving facility. We have US dollar revenues that we use to hedge our US dollar borrowing exposure. We continue to evaluate our financing options and may, from time to time, take advantage of opportunities to repurchase or refinance all or a portion of our existing indebtedness to the extent such opportunities arise. Our business ordinarily generates a significant amount of cash from our Matchday revenues and commercial contractual arrangements at or near the beginning of our fiscal year, with a steady flow of other cash received throughout the fiscal year. In addition, we ordinarily generate a significant amount of our cash through advance receipts, including season tickets (which include general admission season tickets and seasonal hospitality tickets), most of which are received prior to the end of June for the following season. Our Broadcasting revenues from the Premier League and UEFA are paid periodically throughout the season, with primary payments made in late summer, December, January and the end of the football season. Our sponsorship and other commercial revenue tends to be paid either quarterly or annually in advance. However, while we typically have a high cash balance at the beginning of each fiscal year, this is largely attributable to deferred revenue, the majority of which falls under current liabilities in the consolidated balance sheet, and this deferred revenue is unwound through the statement of profit or loss over the course of the fiscal year. Over the course of a year, we use our cash on hand to pay employee benefit expenses, other operating expenses, interest payments and other liabilities as they become due. This typically results in negative working capital movement at certain times during the year. In the event it ever became necessary to access additional operating cash, we also have access to cash through our revolving facility. As of 30 June 2026, we had £110 million of outstanding loans under our revolving facility. Pursuant to our contract with adidas, which began in August 2015 and was extended in July 2023, the minimum guarantee payable by adidas over the life of the extended agreement to June 2035 is £1,650 million, being £750 million per the original term, plus £900 million per the extension, subject to certain adjustments. See “Item 4. Information on the Company — Revenue Sectors — Commercial – Retail, Merchandising, Apparel & Product Licensing” for additional information regarding our agreement with adidas. We also maintain a mixture of long-term debt and capacity under our revolving facility so that we have sufficient funds available for short-term working capital requirements and for investment in the playing squad and other capital projects, including those related to our ambition to build a proposed new stadium.

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Table of Contents 54 Our cost base is more evenly spread throughout the fiscal year than our cash inflows. Employee benefit expenses and fixed costs constitute the majority of our cash outflows and are generally paid evenly throughout the 12 months of the fiscal year. In addition, transfer windows for acquiring and disposing of registrations occur in January and the summer. During these periods, we may require additional cash to meet our acquisition needs for new players and we may generate additional cash through the sale of existing registrations. Depending on the terms of the agreement, transfer fees may be paid or received by us in multiple installments, resulting in deferred cash paid or received. If we seek to acquire players with values substantially in excess of the values of players we seek to sell, we may be required to utilize cash available from our revolving facility to meet our cash needs. Acquisition and disposal of registrations also affects our trade receivables and payables, which affects our overall working capital. Our trade receivables include accrued revenue from sponsors as well as transfer fees receivable from other football clubs, whereas our trade payables include transfer fees and other associated costs in relation to the acquisition of registrations. Capital expenditures at Old Trafford Our stadium, Old Trafford, remains one of our key assets and a significant part of the overall experience we provide to our followers. Old Trafford has been our home stadium since 1910 and has undergone significant changes over the years. To maintain the quality of service, enhance the fan experience and increase Matchday revenue, we continually invest in the refurbishment and regeneration of Old Trafford. Following a substantial development prior to the 2006/07 season, we expanded seating capacity at Old Trafford from approximately 68,000 to 74,240. The current capacity of Old Trafford is 74,500. In addition, we have continued to invest in improving hospitality suites and office and catering facilities through refurbishment programs. We record these investments as capital expenditures. Capital expenditure at Old Trafford was £7.7 million, £13.1 million and £8.2 million for the years ended 30 June 2026, 2025 and 2024, respectively. In addition, we spent approximately £14.7 million, £42.7 million and £4.8 million for the years ended 30 June 2026, 2025 and 2024 respectively, at Carrington, our training facility. The significant increase in the year ended 30 June 2025 is due to the investment in our new, world-class men’s first team facility, which opened in August 2025. The year ended 30 June 2026 also includes capital expenditure of £63.5 million for freehold property related to our ambition to build a proposed new stadium, with no comparative expenditure in the years ended 30 June 2025 and 30 June 2024. Digital media capital expenditure We intend to continue investing in our digital media assets, including our website, mobile application and digital media capabilities.

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Table of Contents 56 Cash Flow The following table summarizes our cash flows for the years ended 30 June 2026 and 2025: 2026 2025 (in £ millions) Cash flow from operating activities Cash generated from operations 216.2 107.5 Interest paid (38.9) (37.2) Interest received 2.1 3.4 Tax paid (0.7) (1.0) Net cash inflow from operating activities 178.7 72.7 Cash flow from investing activities Payments for property, plant & equipment (85.9) (44.7) Payments for intangible assets (292.3) (278.8) Proceeds from sale of intangible assets 148.6 48.8 Net cash outflow from investing activities (229.6) (274.7) Cash flow from financing activities Proceeds from revolving facility 225.0 230.0 Repayment of revolving facility (275.0) (100.0) Proceeds from refinanced senior secured notes 414.4 — Repayment of refinanced senior secured notes (320.2) — Proceeds from issue of shares — 80.0 Principal elements of lease payments (1.7) (0.4) Debt issue costs paid (7.2) — Net cash inflow from financing activities 35.3 209.6 Net (decrease)/increase in cash and cash equivalents(1) (15.6) 7.6 (1) Excluding the effects of exchange rate ranges on cash and cash equivalents Net cash inflow from operating activities Cash generated from operations represents our operating results and net movements in our working capital. Our working capital is generally impacted by the timing of cash received from the sale of tickets and hospitality and other matchday revenues, broadcasting revenue from the Premier League and UEFA and commercial revenue. Cash generated from operations for the year ended 30 June 2026 was £216.2 million, an increase of £108.7 million from £107.5 million for the year ended 30 June 2025. Additional changes in net cash inflow from operating activities generally reflect our finance costs. We currently pay fixed rates of interest on our senior secured notes and variable rates of interest on our secured term loan facility and revolving facility. Interest paid was £38.9 million for the year ended 30 June 2026, broadly in line with the year ended 30 June 2025. Interest on our senior secured notes is normally paid semi-annually, in June and December. Net cash inflow from operating activities was £178.7 million for the year ended 30 June 2026, an increase of £106.0 million compared to a net cash inflow of £72.7 million for the year ended 30 June 2025. Net cash outflow from investing activities Capital expenditure for the acquisition of intangible assets as well as for improvements to property, principally at Old Trafford and Carrington, are funded through cash flow generated from operations, proceeds from the sale of intangible assets and, if necessary, from our revolving facility. Capital expenditure on the acquisition, disposal and trading of intangible assets tends to vary significantly from year to year depending on the requirements of our men’s first team, overall availability of players, our assessment of their relative value and competitive demand for players from other clubs. By contrast, capital expenditure on the purchase of property, plant and equipment tends to remain relatively stable as we continue to make improvements at Old Trafford and Carrington. The year ended 30 June 2025 saw unusually high capital expenditure, as part of our investment in a new, world class, men’s first team facility at our Carrington training centre.

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Table of Contents 57 Net cash outflow from investing activities for the year ended 30 June 2026 was £229.6 million, a decrease of £45.1 million from £274.7 million for the year ended 30 June 2025. This decrease was primarily due to cash received from transfer receivable financing transactions implemented in the year ended 30 June 2026, combined with stronger contractual transfer receivable cash flows received, partly offset by expenditure in relation to the acquisition of land in conjunction with our ambition to build a proposed new 100,000 seater stadium. Net cash inflow from financing activities Net cash inflow from financing activities for the year ended 30 June 2026 was £35.3 million compared to net cash inflow of £209.6 million for the year ended 30 June 2025. This is due to net proceeds, including issue costs, of £89.5 million arising from the refinancing of our Senior Secured Notes, partially offset by net repayments on our revolving facility of £50.0 million. During the year ended 30 June 2025, we received £80.0 million of proceeds from the issuance of Class A and Class B ordinary shares in connection with the Trawlers Transaction, in addition to a net drawdown on our revolving facility of £130.0 million. Indebtedness Our primary sources of indebtedness consist of our senior secured notes, our secured term loan facility and our revolving facility. As part of the security for our senior secured notes, our secured term loan facility and our revolving facility, substantially all of our assets are subject to liens and mortgages. Description of principal indebtedness Senior secured notes On 10 June 2026, our wholly-owned subsidiary, Manchester United Football Club Limited, issued $550.0 million in aggregate principal amount of 5.36% senior secured notes (which we refer to throughout this Annual Report as the “senior secured notes”). As of 30 June 2026, the sterling equivalent of £409.0 million (net of unamortized issue costs of £5.5 million) was outstanding. The outstanding principal amount was $550.0 million. The senior secured notes mature on 10 June 2031. The senior secured notes are guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited and MU Finance Limited and secured against substantially all of the assets of those entities and Manchester United Football Club Limited. These entities are wholly-owned subsidiaries of Manchester United plc. The note purchase agreement governing the senior secured notes contains a financial maintenance covenant requiring us to maintain consolidated profit for the period before depreciation, amortization of, and profit/(loss) on disposal of, intangible assets, exceptional items, net finance costs, and tax (“EBITDA”) of not less than £125 million for each 12 month testing period. We are able to claim certain dispensations from complying with the consolidated EBITDA floor including up to twice (in non-consecutive financial years) during the life of the senior secured notes if we fail to qualify for the first round group stages (or its equivalent from time to time) of the Champions League. The impact of IFRS 16 is excluded for the purpose of covenant compliance testing. The covenant is tested on a quarterly basis and we were in compliance with the covenant for each quarter throughout the financial year. The note purchase agreement governing the senior secured notes contains events of default typical for securities of this type, as well as customary covenants and restrictions on the activities of Red Football Limited and each of Red Football Limited’s subsidiaries, including, but not limited to, the incurrence of additional indebtedness; dividends or distributions in respect of capital stock or certain other restricted payments or investments; entering into agreements that restrict distributions from restricted subsidiaries; the sale or disposal of assets, including capital stock of restricted subsidiaries; transactions with affiliates; the incurrence of liens; and mergers, consolidations or the sale of substantially all of Red Football Limited’s assets. The covenants in the note purchase agreement governing the senior secured notes are subject to certain thresholds and exceptions described in the note purchase agreement governing the senior secured notes. The senior secured notes may be redeemed in part, in an amount not less than 5% of the aggregate principal amount of the senior secured notes then outstanding, or in full, at any time at 100% of the principal amount plus a “make-whole” premium of an amount equal to the discounted value (based on the US Treasury rate) of the remaining interest payments due on the senior secured notes up to 10 June 2031. There is no “make-whole” premium payable if the senior secured notes are redeemed after 10 June 2029, subject to certain conditions being met.

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Table of Contents 58 The senior secured notes were refinanced in June 2026, increasing the principal amount from $425.0 million to $550.0 million and extending the maturity date from 25 June 2027 to 10 June 2031. As part of this transaction, proceeds were received in relation to the new senior secured notes on 10 June 2026 and the previous senior secured notes were repaid in full on 12 June 2026. We did not incur any early repayment charges or make-whole payments. Further detail is provided in the Consolidated Statement of Cash Flows, included in this annual report. Secured term loan facility Our wholly-owned subsidiary, Manchester United Football Club Limited, has a secured term loan facility with Bank of America Europe Designated Activity Company as lender. As of 30 June 2026, the sterling equivalent of £168.6 million (net of unamortized issue costs of £0.9 million) was outstanding. The outstanding principal amount was $225.0 million. The remaining balance of the secured term loan facility is repayable on 10 June 2031, although the Group has the option to repay the secured term loan facility at any time before then. On 10 June 2026, the maturity of the secured term loan facility was extended from 6 August 2029 to 10 June 2031, consistent with the senior secured notes. Loans under the secured term loan facility bear interest at a rate per annum equal to the US dollar Secured Overnight Financing Rate (“SOFR”) plus a credit adjustment spread (provided that if the rate is less than zero, SOFR shall be deemed to be zero) plus the applicable margin. The applicable margin, if no event of default has occurred and is continuing, means the following: Margin % Total net leverage ratio (as defined in the secured term loan facility agreement) (per annum) Greater than 3.5 1.75 Greater than 2.0 but less than or equal to 3.5 1.50 Less than or equal to 2.0 1.25 While any event of default is continuing, the applicable margin shall be the highest level set forth above. Our secured term loan facility is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, MU Finance Limited and Manchester United Football Club Limited and secured against substantially all of the assets of those entities. These entities are wholly-owned subsidiaries of Manchester United plc. The secured term loan facility contains a financial maintenance covenant consistent with the senior secured notes as detailed above. Our secured term loan facility contains events of default typical in facilities of this type, as well as typical covenants including restrictions on incurring additional indebtedness, paying dividends or making other distributions or repurchasing or redeeming our stock, selling assets, including capital stock of restricted subsidiaries, entering into agreements restricting our subsidiaries’ ability to pay dividends, consolidating, merging, selling or otherwise disposing of all or substantially all of our assets, entering into sale and leaseback transactions, entering into transactions with our affiliates and incurring liens. Certain events of default and covenants in the secured term loan facility are subject to certain thresholds and exceptions described in the agreement governing the secured term loan facility. Revolving facility In July 2025, we amended our revolving facilities by consolidating all revolving facilities into a single syndicate, provided by our existing lenders, Bank of America, NatWest and Santander, alongside HSBC as a new entrant (the “new revolving facility”). The new revolving facility expires on 31 December 2029, with maximum capacity of £400.0 million, following a further upsize of £50.0 million in February 2026. As of the date of this report, we had £200.0 million in outstanding loans and £200.0 million in borrowing capacity under our new revolving facility.

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Table of Contents 59 Loans under the new revolving facility attract interest at a rate per annum equal to SONIA plus a credit adjustment spread (or in relation to a loan in Euros, EURIBOR, or in relation to a loan in USD, SOFR plus a credit adjustment spread) (provided that if that rate is less than zero, SONIA or, as the case may be, EURIBOR or SOFR (as applicable) shall be deemed to be zero) plus the applicable margin. The applicable margin, if no event of default has occurred and is continuing, means the following: Margin % Total net leverage ratio (as defined in the new revolving facility agreement) (per annum) Greater than 3.5 1.75 Greater than 2.0 but less than or equal to 3.5 1.50 Less than or equal to 2.0 1.25 While any event of default is continuing, the applicable margin shall be the highest level set forth above. A commitment fee is payable on the available but undrawn amount of the new revolving facility, at a rate equal to 35% per annum of the applicable margin. Our new revolving facility is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, MU Finance Limited and Manchester United Football Club Limited and secured against substantially all of the assets of those entities. These entities are wholly-owned subsidiaries of Manchester United plc. In addition to the general covenants described below, the new revolving facility contains a financial maintenance covenant consistent with the senior secured notes as detailed above. Our new revolving facility contains events of default typical in facilities of this type, as well as typical covenants including restrictions on incurring additional indebtedness, paying dividends or making other distributions or repurchasing or redeeming our stock, making investments, selling assets, including capital stock of restricted subsidiaries, entering into agreements restricting our subsidiaries’ ability to pay dividends, consolidating, merging, selling or otherwise disposing of all or substantially all of our assets, entering into sale and leaseback transactions, entering into transactions with our affiliates and incurring liens. Certain events of default and covenants in the new revolving facility are subject to certain thresholds and exceptions described in the agreement governing the new revolving facility. As of 30 June 2026, we were in compliance with all covenants under our debt facilities. Off balance sheet arrangements Transfer fees payable Under the terms of certain contracts with other football clubs in respect of player transfers, additional amounts would be payable by us if certain specific performance conditions are met. As noted above, we estimate the value of any contingent consideration at the date of acquisition based on the probability of conditions being met and monitor this on an ongoing basis. The maximum additional amount that could be payable as of 30 June 2026 is £122.8 million. Transfer fees receivable Similarly, under the terms of contracts with other football clubs for player transfers, additional amounts would be payable to us if certain specific performance conditions are met. In accordance with the recognition criteria for contingent assets, such amounts are only disclosed by the Company when probable and recognized when virtually certain. As of 30 June 2026, we believe receipt of £nil to be probable. Other commitments In the ordinary course of business, we enter into capital commitments. These transactions are recognized in the consolidated financial statements in accordance with IFRS, as issued by the IASB, and are more fully disclosed therein. As of 30 June 2026, we had not entered into any other off-balance sheet transactions.

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Table of Contents 60 C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC. We do not currently have, and have not had during the past three years, any research and development policies in place. See “Item 4. Information on the Company – Intellectual Property” for information about our intellectual property and licenses. D. TREND INFORMATION Other than as disclosed elsewhere in this Annual Report, we are not aware of any trends, uncertainties, demands, commitments or events since 30 June 2026 that are reasonably likely to have a material adverse effect on our revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions. E. CRITICAL ACCOUNTING ESTIMATES The preparation of our financial information requires management to make estimates, judgments and assumptions concerning the future. Estimates, judgments and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The resulting accounting estimates will, by definition, seldom equal the related actual results. For a summary of all of our significant accounting policies, see Note 2 to our audited consolidated financial statements as of 30 June 2026 and 30 June 2025 and for the years ended 30 June 2026, 2025 and 2024 included elsewhere in this Annual Report. We believe that the following accounting policies reflect the most critical estimates and assumptions and are significant to the consolidated financial statements. We do not consider there to be any significant judgments in the preparation of the consolidated financial statements. Recognition of revenue Commercial Commercial revenue (whether settled in cash or value in kind) comprises revenue receivable from the exploitation of the Manchester United brand through sponsorship and other commercial agreements, including minimum guaranteed revenue, revenue receivable from retailing Manchester United branded merchandise in the United Kingdom and licensing the manufacture, distribution and sale of such goods globally, and fees for the Manchester United men’s first team undertaking tours. A number of our commercial contracts contain significant estimates in relation to our allocation and recognition of revenue in line with performance obligations. Minimum guaranteed revenue is recognized over the term of the commercial agreement in line with the performance obligations included within the contract and based on the sponsorship benefits enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized as performance obligations are satisfied evenly over time (i.e. on a straight-line basis). In July 2023, we signed a 10-year extension to our agreement with adidas which began in August 2015 and now terminates in June 2035. The minimum guarantee payable over the term of this extended agreement is £750 million per the original term and an additional £900 million due under the extension, resulting in a total of £1,650 million, subject to certain adjustments. Payments due in a particular year may increase if the club’s men’s or women’s first teams win the Premier League or Women’s Super League, respectively, FA Cup or continental competitions with the maximum possible increase being £4.4 million per annum. Payments may decrease if the men’s first team fails to participate in the UEFA Champions League. Under the extended term, the agreement contains a clause to state that a £10 million deduction will be applied for each year of non-participation in the UEFA Champions League, commencing from the 2025/26 season. Our men’s first team did not qualify to participate in the 2025/26 UEFA Champions League resulting in a £10 million deduction to the contract price. Participation in the UEFA Champions League is typically secured via a top 4 finish in the Premier League or winning the UEFA Europa League, and revenue is recognized based on management’s estimate of how many non-participation events will occur over the life of the contract. In line with IFRS 15, this estimate is considered at each reporting date. The total revenue of this contract, including the impact of any estimated deduction in respect of the Champions League clause, is recognized evenly over the life of the contract and the impact of changing the estimated deduction by one year on revenue recognized in any one financial year is £0.8 million.

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Table of Contents 61 Broadcasting and Matchday For our accounting policies relating to Broadcasting revenue and Matchday revenue, which management does not consider to involve critical estimates and judgments, see Notes 4.3(ii) and (iii) to our audited consolidated financial statements as of 30 June 2026 and 2025 and for the years ended 30 June 2026, 2025 and 2024 included elsewhere in this Annual Report. Value of intangible assets — registrations The costs associated with the acquisition of players’ and key football management staff registrations are capitalized as intangible assets at the value of the consideration payable, including an estimate of the value of any contingent consideration based on probability of payment being made at the balance sheet date. Subsequent reassessments of the amount of contingent consideration payable are also included in the cost of the individual’s registration. The estimate of the value of the contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration such as the number of player appearances. This assessment is carried out on an individual basis. Costs associated with the acquisition of players’ and key football management staff registrations include transfer fees, Premier League levy fees, agents’ fees and other directly attributable costs. These costs are amortized over the period covered by the individual’s contract. To the extent that an individual’s contract is extended, the remaining book value is amortized over the remaining revised contract life. See “B. Liquidity and Capital Resources – Off Balance Sheet Arrangements”. Recognition of deferred tax assets We recognize deferred tax effects of temporary differences between the financial statement carrying amounts and the tax basis of our assets and liabilities. Deferred tax assets are recognized only to the extent that it is probable that the associated deductions will be available for use against future profits and that there will be sufficient future taxable profit available against which the temporary differences can be utilized, provided the asset can be reliably quantified. In estimating future taxable profit, management use “base case” approved forecasts which incorporate a number of assumptions, including a prudent level of future uncontracted revenue in the forecast period. In arriving at a judgment in relation to the recognition of deferred tax assets, management considers the regulations applicable to tax and advice on their interpretation. Future taxable income may be higher or lower than estimates made when determining whether it is appropriate to record a tax asset and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of deferred tax assets in future periods. Recognition of tax related provisions The Group is subject to a number of ongoing player related tax enquiries with HMRC, and management regularly estimates the expected amounts payable as a result of these enquiries. Provisions are recognized based on management’s best estimate at the end of the reporting period of the probable future cash flows required to settle future liabilities which by their nature are uncertain. Management considers both the facts and evidence of each case on an individual basis, combined with our knowledge and experience in similar matters in estimating the value of these provisions. These provisions may change over time as a result of developments in the enquiries, additional evidence, or changes in precedent from other similar cases in the industry. The timing of these expected outflows is also by its nature uncertain and are therefore recognized based on management’s best estimate.

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Table of Contents 62 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES A. DIRECTORS AND SENIOR MANAGEMENT The following table lists each of our current executive officers and directors and their respective ages and positions as of the date of this Annual Report. Name Age Position Position Held Since Avram Glazer 65 Executive Co-Chairman and Director May 2012 Joel Glazer 59 Executive Co-Chairman and Director May 2012 Omar Berrada 48 Chief Executive Officer and Director July 2024 Roger Bell 63 Chief Financial Officer and Director May 2024 Kevin Glazer 64 Director August 2012 Bryan Glazer 61 Director August 2012 Darcie Glazer Kassewitz 58 Director September 2012 Edward Glazer 56 Director November 2012 John Reece 69 Director February 2024 Rob Nevin 68 Director February 2024 Robert Leitão 63 Independent Director August 2012 John Hooks 70 Independent Director November 2012 The following is a brief biography of each of our executive officers and directors: Avram Glazer, aged 65, is Executive Co-Chairman and a Director of the Company. He is currently a director of Red Football Limited and Co-Chairman of Manchester United Limited. Mr. Glazer currently serves as Chairman of the Board of Directors of Innovate Corp. Mr. Glazer previously served as President and Chief Executive Officer of Zapata Corporation, a US public company from March 1995 to July 2009 and Chairman of the board of Zapata Corporation from March 2002 to July 2009. Mr. Glazer received a business degree from Washington University in St. Louis in 1982. He received a law degree from American University, Washington College of Law in 1985. Joel Glazer, aged 59, is Executive Co-Chairman and a Director of the Company. He is currently a director of Red Football Limited and Co-Chairman of Manchester United Limited. Mr. Glazer is Co-Chairman of the Tampa Bay Buccaneers, Chairman of the NFL International Committee, as well as a member of the Finance, Media, Legalized Sports Betting Committees, and the NFL Management Council Executive Committee. Mr. Glazer graduated from American University in Washington, D.C., in 1989 with a bachelor’s degree. Omar Berrada, aged 48, is Chief Executive Officer and a Director of the Company. He joined Manchester United in July 2024 and oversees all aspects of the club’s business and football operations. Prior to joining Manchester United, he was Chief Football Operations Officer at City Football Group, managing several departments. He has also held a range of other roles within City Football Group, including the role of Manchester City’s Chief Operating Officer, and at FC Barcelona, where he was Head of Sponsorship. Alongside club roles, Omar has been a representative on multiple football governing bodies, including the European Clubs’ Association and as a member of the FA Women’s Super League Board. Roger Bell, aged 63, is Chief Financial Officer and a Director of the Company. He was appointed Chief Financial Officer of Manchester United plc in May 2024, having previously held the position of CFO at various INEOS businesses from January 2001. First headquartered in the United Kingdom and the United States, he moved permanently to INEOS’ Swiss headquarters in December 2010 and returned to the UK in 2020 before retiring from INEOS in January 2024. Kevin Glazer, aged 64, is a Director of the Company. He is currently a director of Red Football Limited and a director of Manchester United Limited. He is currently the Chairman of Glazer Properties. Mr. Glazer graduated from Ithaca College in 1984 with a Bachelor of Arts degree. Bryan Glazer, aged 61, is a Director of the Company. He is currently a director of Red Football Limited and Manchester United Limited. He is the Co-Chairman of the Tampa Bay Buccaneers and serves on the NFL’s O&O Committee. Mr. Glazer serves on the board of directors of the Glazer Children’s Museum and the Pro Football Hall of Fame. He received a bachelor’s degree from the American University in Washington, D.C., in 1986 and received his law degree from Whittier College School of Law in 1989.

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Table of Contents 63 Darcie Glazer Kassewitz, aged 58, is a Director of the Company. She is currently a director of Red Football Limited. Ms. Glazer Kassewitz is an Owner of the Tampa Bay Buccaneers and Chairman of the Tampa Bay Buccaneers Foundation, Chairman of the Glazer Vision Foundation and Chairman of the Glazer Family Foundation. Ms. Glazer Kassewitz is a member of the NFL Diversity, Equity and Inclusion Committee and also the NFL Future of Football Committee. She graduated cum laude from the American University in 1990 and received a law degree in 1993 from Suffolk Law School. Edward Glazer, aged 56, is a Director of the Company. He is currently a director of Red Football Limited. He is Co- Chairman of the Tampa Bay Buccaneers and Chairman of US Property Trust and US Auto Trust. Mr. Glazer received a bachelor’s degree from Ithaca College in 1992. John Reece, aged 69, is a Director of the Company. He is a co-owner of INEOS. He joined INEOS as CFO in 2000. Prior to joining INEOS, he was a partner with PricewaterhouseCoopers, where he advised companies in the chemicals industry. Rob Nevin, aged 68, is a Director of the Company. Rob joined INEOS from BP in 2005 where he held a number senior engineering, commercial and general management roles. He has subsequently held various Chairman and CEO roles across the INEOS Group. Rob is Chairman of INEOS Sport with oversight of the INEOS sports portfolio. Robert Leitão, aged 63, is an Independent Director of the Company. Mr. Leitão is Managing Partner of Rothschild & Co Gestion, the top holding company of the Rothschild & Co Group, and Co-Chairman of the Rothschild & Co Group Executive Committee. He is also Head of Rothschild & Co’s Global Advisory business, worldwide, and Chief Executive of NM Rothschild & Sons. During his 30-year career as a senior Mergers & Acquisitions banker and capital markets expert, Mr. Leitão has advised clients on more than 200 transactions around the world. Prior to joining Rothschild & Co in 1998, Mr. Leitão was a Director and Head of UK M&A at Morgan Grenfell & Co. Limited. He graduated with a degree in Engineering from Imperial College, London, and qualified as a Chartered Accountant with Peat Marwick Mitchell & Co (KPMG). Mr. Leitão also serves as a Member of the Advisory Board of Lowy Family Partners, the private investment business and family office of the Lowy family; Chairman of the not-for-profit digital charity box, Pennies Foundation; and a Member of the Advisory Board of the charity, Centre of Entrepreneurs. John Hooks, aged 70, is an Independent Director of the Company. He has been in the luxury fashion industry for over 40 years. A graduate of Oxford University, he joined Gruppo Finanziario Tessile (GFT) in 1979 and was commercial director for the prêt-à-porter collection of Valentino Garavani. From 1988 to 1994, based in Asia, he was responsible for the establishment of GFT’s regional subsidiaries in Japan, South Korea, Taiwan, Hong Kong, Australia as well as in mainland China (in 1988, the first major foreign fashion company to establish a direct presence in that country). From 1995 to 2000 he was Commercial and Retail Director of Jil Sander in Hamburg, Germany. In 2000, Mr. Hooks joined Giorgio Armani as Group Commercial and Marketing Director and later became Deputy Chairman of the Giorgio Armani Group. From 2011 to 2014 he was Group President of Ralph Lauren Europe and the Middle East. He was a senior adviser at McKinsey & Company from 2016 to 2021. Currently, he is an independent consultant specializing in organization, marketing, brand strategies and distribution in the apparel, luxury, fashion and accessories sectors. Family Relationships Our Executive Co-Chairmen and directors Avram Glazer and Joel Glazer, and directors Bryan Glazer, Kevin Glazer, Darcie Glazer Kassewitz and Edward Glazer are siblings. Arrangements or Understandings In connection with the Trawlers Transaction, we entered into the Governance Agreement (as defined under “Item 7.B. Related Party Transactions”) which, among other things, provides the parties thereto with certain rights to nominate individuals for election to our board of directors based on their status as either the Minority Holder or the Majority Holder under the terms of such agreement. Pursuant to the Governance Agreement, (A) for so long as the Minority Holder holds at least 15% of the total number of our ordinary shares issued and outstanding, such Minority Holder has the right to nominate for election up to two members of our board of directors (as well as the right to appoint two members of the board of directors of each of our subsidiaries), and (B) for so long as the Minority Holder holds less than 15% but at least 10% of the total number of our ordinary shares issued and outstanding, such Minority Holder has the right to nominate for election up to one member of our board of directors (as well as the right to appoint one member of the board of directors of each of our subsidiaries). The Majority Holder, in turn, has the right to nominate for election the remaining members of our board of directors (as well as the right to appoint the remaining members of the board of directors of each of our subsidiaries) and to determine the size of our board of directors (as well as the size of the board of directors of each of our subsidiaries).

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Table of Contents 64 In accordance with the terms of the Governance Agreement, as subsequently assigned, INEOS, in its capacity as the Minority Holder thereunder, nominated each of John Reece and Rob Nevin for election to our board of directors at our 2025 shareholder meeting, and the Glazer Parties, in their capacity as the Majority Holder, nominated the remaining individuals elected to our board of directors at our 2025 shareholder meeting. For additional information regarding the Governance Agreement, see “Item 7.B. Related Party Transactions.” Except as described above, none of our executive officers or directors have any arrangement or understanding with our principal shareholders, customers, suppliers or other persons pursuant to which such executive officer or director was selected as an executive officer or director. B. COMPENSATION We set out below the amount of compensation paid and benefits in kind provided by us or our subsidiaries to our directors and members of the executive management for services in all capacities to our Company or our subsidiaries for the 2026 fiscal year, as well as the amount contributed by our Company or our subsidiaries to retirement benefit plans for our directors and members of the executive management board. Directors and Executive Management Compensation The compensation for each member of our executive management is comprised of the following elements: base salary, bonus, contractual benefits and pension contributions. The total amount of compensation (including share-based payments) paid or payable and benefits in kind provided to the members of our board of directors and our executive management employees for the fiscal year 2026 was £5,620,000. We do not currently maintain any bonus or profit - sharing plan for the benefit of the members of our executive management; however, certain members of our executive management are eligible to receive annual bonuses (including share-based awards) pursuant to the terms of their service agreements. The total amount set aside or accrued by us to provide pension, retirement or similar benefits to our directors and our executive management employees with respect to the fiscal year 2026 was £nil. Employment or Service Agreements We have entered into written employment or service agreements with each of the members of our executive management, which agreements provide, among other things, for benefits upon a termination of employment. In order to align the interests of our executive management with our shareholders, members of our executive management are eligible to receive annual share-based awards (or cash and share-based awards) pursuant to our 2012 Equity Incentive Award Plan (the “Equity Plan”). The amount of the awards will generally be subject to the discretion of our board of directors and our remuneration committee. In order to encourage retention, the awards are eligible to become vested over a multi-year period following the date of grant. In connection with their receipt of the awards, each member of our executive management will agree to hold a minimum of that number of Class A ordinary shares with a value equal to such member’s annual salary for so long as such member is employed by us. We have not entered into written employment or service agreements with our outside directors, including any member of the Glazer family. However, we may in the future enter into employment or services agreements with such individuals, the terms of which may provide for, among other things, cash or equity based compensation and benefits. Share-Based Compensation Awards We currently have one share-based compensation award plan, namely the 2012 Equity Incentive Award Plan, established in 2012 (the “Equity Plan”). The Equity Plan The principal purpose of the Equity Plan is to attract, retain and motivate selected employees, consultants and non- employee directors through the granting of share-based and cash-based compensation awards. The principal features of the Equity Plan are summarized below.

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Table of Contents 65 During the year ended 30 June 2026, certain directors, members of executive management and selected employees were awarded Class A ordinary shares, pursuant to the Equity Plan. These shares are subject to varying vesting schedules over a multi-year period. The fair value of these shares was the quoted market price on the date of award. Details of the share awards outstanding and therefore potentially issuable as new shares are as follows: Number of Class A ordinary shares Outstanding at beginning of the year 121,536 Awarded during the year 53,020 Vested during the year (62,534) Outstanding at the end of the year 112,022 The fair value of shares awarded during the year was $22.93 (£17.28) per share. Awards made as of 30 June 2026 were approved by the Remuneration Committee subsequent to the year-end date. Share reserve Under the Equity Plan, 16,000,000 Class A ordinary shares are reserved for issuance pursuant to a variety of share-based compensation awards, including share options, share appreciation rights, or SARs, restricted share awards, restricted share unit awards, deferred share awards, deferred share unit awards, dividend equivalent awards, share payment awards and other share-based awards. Of these reserved shares, assuming the above outstanding share awards fully vest, 14, 641,866 shares remain available for issuance as of 15 August 2026. Administration The remuneration committee of our board of directors (or other committee as our board of directors may appoint) administers the Equity Plan unless our board of directors assumes authority for administration. Subject to the terms and conditions of the Equity Plan, the administrator has the authority to select the persons to whom awards are to be made, determines the types of awards to be granted, the number of shares to be subject to awards and the terms and conditions of awards, and makes all other determinations and can take all other actions necessary or advisable for the administration of the Equity Plan. The administrator is also authorized to adopt, amend or rescind rules relating to the administration of the Equity Plan. Our board of directors has the authority at all times to remove the remuneration committee (or other applicable committee) as the administrator and reinstate itself as the authority to administer the Equity Plan. Eligibility The Equity Plan provides that share options, share appreciation rights (“SARs”), restricted shares and all other awards may be granted to individuals who will then be our non-employee directors, officers, employees or consultants or the non- employee directors, officers, employees or consultants of certain of our subsidiaries. Awards The Equity Plan provides that the administrator may grant or issue share options, SARs, restricted shares, restricted share units, deferred shares, deferred share units, dividend equivalents, share payments and other share-based awards, or any combination thereof. Each award will be set forth in a separate agreement with the person receiving the award and will indicate the type, terms and conditions of the award. ● Share Options provide for the right to purchase Class A ordinary shares at a specified price, and usually will become exercisable (at the discretion of the administrator) in one or more installments after the grant date, subject to the participant’s continued employment or service with us and/or subject to the satisfaction of corporate performance targets and/or individual performance targets established by the administrator.

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Table of Contents 66 ● Restricted Shares may be granted to any eligible individual selected by the administrator and are made subject to such restrictions as may be determined by the administrator. Restricted shares, typically, are forfeited for no consideration or repurchased by us at the original purchase price (if applicable) if the conditions or restrictions on vesting are not met. The Equity Plan provides that restricted shares generally may not be sold or otherwise transferred until the applicable restrictions are removed or expire. Recipients of restricted shares, unlike recipients of share options, have voting rights and have the right to receive dividends, if any, prior to the time when the restrictions lapse; however, extraordinary dividends will generally be placed in escrow, and will not be released until the restrictions are removed or expire. ● Restricted Share Units may be awarded to any eligible individual selected by the administrator, typically without payment of consideration, but subject to vesting conditions based on continued employment or service or on performance criteria established by the administrator. The Equity Plan provides that, like restricted shares, restricted share units may not be sold, or otherwise transferred or hypothecated, until vesting conditions are removed or expire. Unlike restricted shares, Class A ordinary shares underlying restricted share units are not issued until the restricted share units have vested, and recipients of restricted share units generally have no voting or dividend rights prior to the time when vesting conditions are satisfied and the Class A ordinary shares are issued. ● Deferred Share Awards represent the right to receive Class A ordinary shares on a future date. The Equity Plan provides that deferred shares may not be sold or otherwise hypothecated or transferred until issued. Deferred shares are not issued until the deferred share award has vested, and recipients of deferred shares generally have no voting or dividend rights prior to the time when the vesting conditions are satisfied and the Class A ordinary shares are issued. Deferred share awards generally will be forfeited, and the underlying Class A ordinary shares of deferred shares will not be issued, if the applicable vesting conditions and other restrictions are not met. ● Deferred Share Unit Awards may be awarded to any eligible individual selected by the administrator, typically without payment of consideration, but subject to vesting conditions based on continued employment or service or on performance criteria established by the administrator. Each deferred share unit award entitles the holder thereof to receive one share of our Class A ordinary shares on the date the deferred share unit becomes vested or upon a specified settlement date thereafter. The Equity Plan provides that, like deferred shares, deferred share units may not be sold or otherwise hypothecated or transferred until vesting conditions are removed or expire. Unlike deferred shares, deferred share units may provide that Class A ordinary shares in respect of underlying deferred share units will not be issued until a specified date or event following the vesting date. Recipients of deferred share units generally have no voting or dividend rights prior to the time when the vesting conditions are satisfied and the Class A ordinary shares underlying the award have been issued to the holder. ● Share Appreciation Rights, or SARs, may be granted in the administrator’s discretion separately or in connection with share options or other awards. SARs granted in connection with share options or other awards typically provide for payments to the holder based upon increases in the price of our Class A ordinary shares over a set exercise price. There are no restrictions specified in the Equity Plan on the exercise of SARs or the amount of gain realizable therefrom, although the Equity Plan provides that restrictions may be imposed by the administrator in the SAR agreements. SARs under the Equity Plan may be settled in cash or Class A ordinary shares, or in a combination of both, at the election of the administrator. ● Dividend Equivalents represent the value of the dividends, if any, per Class A ordinary share paid by us, calculated with reference to the number of Class A ordinary shares covered by the award. The Equity Plan provides that dividend equivalents may be settled in cash or Class A ordinary shares and at such times as determined by the administrator. ● Share Payments are payments made to employees, consultants or non-employee directors in the form of Class A ordinary shares or an option or other right to purchase Class A ordinary shares. Share payments may be made as part of a bonus, deferred compensation or other arrangement and may be subject to a vesting schedule, including vesting upon the attainment of performance criteria, in which case the share payment will not be made until the vesting criteria have been satisfied. Share payments may be made in lieu of cash compensation that would otherwise be payable to the employee, consultant or non-employee director or share payments may be made as a bonus payment in addition to compensation otherwise payable to such individuals.

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Table of Contents 67 Change in control The Equity Plan provides that the administrator may, in its discretion, provide that awards issued under the Equity Plan are subject to acceleration, cash-out, termination, assumption, substitution or conversion of such awards in the event of a change in control or certain other unusual or nonrecurring events or transactions. In addition, the administrator also has complete discretion to structure one or more awards under the Equity Plan to provide that such awards become vested and exercisable or payable on an accelerated basis in the event such awards are assumed or replaced with equivalent awards but the individual’s service with us or the acquiring entity is subsequently terminated within a designated period following the change in control event. A change in control event under the Equity Plan is generally defined as a merger, consolidation, reorganization or business combination in which we are involved, directly or indirectly (other than a merger, consolidation, reorganization or business combination which results in our outstanding voting securities immediately before the transaction continuing to represent a majority of the voting power of the acquiring company’s outstanding voting securities) after which a person or group (other than our existing equity-holders) beneficially owns more than 50% of the outstanding voting securities of the surviving entity immediately after the transaction, or the sale, exchange or transfer of all or substantially all of our assets. Adjustments of awards In the event of any stock dividend, stock split, combination or exchange of shares, merger, consolidation, spin-off, recapitalization, distribution of our assets to shareholders (other than normal cash dividends) or any other corporate event affecting the number of outstanding Class A ordinary shares in our capital or the share price of our Class A ordinary shares that would require adjustments to the Equity Plan or any awards under the Equity Plan in order to prevent the dilution or enlargement of the potential benefits intended to be made available thereunder, the Equity Plan provides that the administrator may make equitable adjustments, as determined in its discretion, to the aggregate number and type of shares subject to the Equity Plan, the number and kind of shares subject to outstanding awards and the terms and conditions of outstanding awards (including, without limitation, any applicable performance targets or criteria with respect to such awards), and the grant or exercise price per share of any outstanding awards under the Equity Plan. Amendment and termination The Equity Plan provides that our board of directors or the remuneration committee (with the approval of the board of directors) may terminate, amend or modify the Equity Plan at any time and from time to time. However, the Equity Plan generally requires us to obtain shareholder approval to the extent required by applicable law, rule or regulation (including any applicable stock exchange law), including in connection with any amendments to increase the number of shares available under the Equity Plan (other than in connection with certain corporate events, as described above). Securities laws The Equity Plan is designed to comply with all applicable provisions of the Securities Act and the Exchange Act and, to the extent applicable, any and all regulations and rules promulgated by the SEC thereunder. The Equity Plan is administered, and stock options will be granted and may be exercised, only in such a manner as to conform to such laws, rules and regulations. On 13 August 2012, we filed with the SEC a registration statement on Form S-8 covering Class A ordinary shares issuable under the Equity Plan. UK Subplan Our board of directors approved the 2012 UK Company Share Option UK Sub-Plan on 10 September 2013. This is a sub- plan to the Equity Plan which allows for the grant of stock options in a tax efficient manner to employees who are UK residents. It derives its powers and authority from the Equity Plan and does not create any enhanced or additional rights. This sub-plan does not increase the share reserve under the Equity Plan.

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Table of Contents 68 C. BOARD PRACTICES Board of directors We currently have 12 directors on our board of directors, two of whom have been determined by the board of directors to qualify as an “independent director” pursuant to rules of the New York Stock Exchange. Any director on our board may be removed by way of an ordinary resolution of shareholders or by our shareholders holding a majority of the voting power of our outstanding ordinary shares by notice in writing to the Company. Our amended and restated memorandum and articles of association provide that each director elected at a general meeting shall be elected to hold office for a one-year term and until the election of their respective successors in office or their earlier death, resignation or removal. Any vacancies on our board of directors or additions to the existing board of directors can be filled by the board of directors or by our shareholders holding a majority of the voting power of our outstanding ordinary shares by notice in writing to the Company. For more information on the length of time each director has served, see “Item 6.A. Directors and Senior Management.” We have entered into written employment or service agreements with certain of the members of our board of directors, which agreements provide, amongst other things, for benefits upon termination of employment. We have not entered into written employment or service agreements with our outside directors, including any member of the Glazer family. Committees of the Board of directors and Corporate Governance Our board of directors has established an audit committee and a remuneration committee. The composition and responsibilities of each committee are described below. Members serve on these committees until their resignation or until otherwise determined by our board of directors. In the future, our board of directors may establish other committees, as it deems appropriate, to assist with its responsibilities. Audit committee Our audit committee consists of Messrs. John Hooks and Robert Leitão. Our board of directors determined that each of Messrs. John Hooks and Robert Leitão is financially literate and satisfies the “independence” requirements set forth in Rule 10A-3 under the Exchange Act. Mr. Robert Leitão acts as chairman of our audit committee and has been determined by the board of directors to qualify as an audit committee financial expert as set forth under the applicable rules of the Exchange Act. A copy of our audit committee charter is available on our website at https://ir.manutd.com/. The information contained on or through our website, or any other website referred to herein, is not incorporated by reference in this Annual Report. The audit committee oversees our accounting and financial reporting processes and the audits of our financial statements. The audit committee is responsible for, among other things: ● retaining and terminating our independent registered public accounting firm; ● pre-approving all auditing and non-auditing services permitted to be performed by our independent registered public accounting firm; ● reviewing with our independent registered public accounting firm any audit issues or difficulties and management’s response; ● discussing the annual audited financial statements with management and our independent registered public accounting firm; ● reviewing major issues as to the adequacy of our internal controls and any special audit steps adopted in light of significant control deficiencies; ● discussing with management our policies with respect to risk assessment and risk management, including with respect to financial risks; ● reviewing with management, our general counsel, and/or external counsel, as deemed necessary, legal and regulatory matters that could have a material impact on the financial statements; ● annually reviewing and reassessing the adequacy of our audit committee charter; ● meeting separately and periodically with management, our internal auditors and our independent registered public accounting firm; ● establishing procedures for the receipt, retention and treatment of complaints received by us regarding accounting, internal accounting controls or reports which raise material issues regarding our financial statements or accounting policies and anonymous submissions by employees; ● reviewing and approving related party transactions in accordance with our Related Party Transaction Policy and Procedures; and ● such other matters that are specifically delegated to our audit committee by our board of directors from time to time.

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Table of Contents 69 Remuneration committee Our remuneration committee consists of Messrs. Joel Glazer, Avram Glazer and Robert Leitão. Mr. Joel Glazer is the chairman of our remuneration committee. A copy of our remuneration committee charter is available on our website at https://ir.manutd.com/. The information contained on or through our website, or any other website referred to herein, is not incorporated by reference in this Annual Report. The remuneration committee is responsible for, among other things: ● determining the levels of remuneration for each of our executive officers and directors; however, no member of the remuneration committee will participate in decisions relating to his or her remuneration; ● establishing and reviewing the objectives of our management compensation programs and compensation policies; ● reviewing and approving corporate goals and objectives relevant to the remuneration of senior management, including annual and long-term performance goals and objectives; ● assisting management in complying with its annual report disclosure requirements; ● certifying that any and all performance targets used for any performance-based equity remuneration plans have been met before payment, remuneration, or exercise of any bonus to any executive officer; ● evaluating the performance of members of senior management and recommending and monitoring the remuneration of members of senior management; ● reviewing, approving and recommending the adoption of any equity-based or non-equity based compensation plan for our employees or consultants and administering such plan; and ● administering our compensation recovery policy. We have availed ourselves of certain exemptions afforded to foreign private issuers under the New York Stock Exchange rules, which exempt us from the requirement that we have a remuneration committee composed entirely of independent directors. D. EMPLOYEES Employees The average monthly number of employees during the years ended 30 June 2026, 2025 and 2024, respectively, including directors, was as follows: 2026 2025 2024 Number Number Number Average number of employees: Football – men’s and women’s players 150 133 136 Football - technical and coaching 133 164 193 Commercial 95 129 170 Media 61 82 111 Administration and other 369 424 530 Average monthly number of employees 808 932 1,140 The table below sets out the average monthly number of employees during the years ended 30 June 2026, 2025 and 2024, respectively, including directors, by geography: 2026 2025 2024 Number Number Number United Kingdom 798 908 1,112 Hong Kong 3 5 5 United States — 2 2 Rest of World 7 17 21 Average monthly number of employees 808 932 1,140 As of 30 June 2026, we had 805 employees compared with 886 employees as at 30 June 2025 and 1,127 employees as at 30 June 2024, representing a reduction of approximately 9.1% between 30 June 2026 and 30 June 2025 and 21.4% between 30 June 2025 and 30 June 2024. These decreases primarily relate to headcount reduction and operating efficiency measures implemented previously.

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Table of Contents 70 We are not a signatory to any binding labor union collective bargaining agreement. We also engaged approximately 2,614 temporary employees on average in fiscal year 2026, on a regular basis to perform, among other things, catering, security, ticketing, hospitality and marketing services during Matchdays at Old Trafford. E. SHARE OWNERSHIP The following table shows the number of shares beneficially owned by our directors and members of our executive management as of 1 September 2026: Class A Class B % of Total Ordinary Ordinary Voting Shares % Shares % Power(1) Avram Glazer(2) — — 12,014,995 10.33% 9.85% Joel Glazer(3) 1,260,093 2.24% 17,307,383 14.88% 14.29% Omar Berrada — — — — — Roger Bell 19,811 0.04% — — — Kevin Glazer(4) — — 11,307,382 9.72% 9.27% Bryan Glazer(5) — — 15,307,381 13.16% 12.55% Darcie Glazer Kassewitz(6) 445,564 0.79% 16,307,381 14.02% 13.41% Edward Glazer(7) — — 10,411,188 8.95% 8.54% Rob Nevin — — — — — John Reece — — — — — Robert Leitão — — — — — John Hooks — — — — — (1) Percentage of total voting power represents voting power with respect to all of our Class A and Class B ordinary shares, as a single class. The holders of our Class B ordinary shares are entitled to 10 votes per share, and holders of our Class A ordinary shares are entitled to one vote per share. (2) Shares owned by Avram Glazer Irrevocable Exempt Trust, of which Avram Glazer is the sole trustee, and Hamilton TFC LLC, of which Avram Glazer Irrevocable Exempt Trust is the sole member. (3) Shares owned by Joel M. Glazer Irrevocable Exempt Trust, of which Joel Glazer is the sole trustee, and RECO Holdings LLC, of which Joel M. Glazer Irrevocable Exempt Trust is the sole member. (4) Shares owned by Kevin Glazer Irrevocable Exempt Family Trust, of which Kevin Glazer is the sole trustee, and KEGT Holdings LLC, of which Kevin Glazer Irrevocable Exempt Family Trust is the sole member. (5) Shares owned by Bryan G. Glazer Irrevocable Exempt Trust, of which Bryan Glazer is the sole trustee, BGGT Holdings LLC, of which Bryan G. Glazer Irrevocable Exempt Trust is the sole member, and SCG Global Investment Holdings LLC, of which Bryan G. Glazer Irrevocable Exempt Trust is the sole member. (6) Shares owned by Darcie S. Glazer Irrevocable Exempt Trust, of which Darcie Glazer Kassewitz is the sole trustee. (7) Shares owned by Edward S. Glazer Irrevocable Exempt Trust, of which Edward Glazer is the sole trustee, and ESGT Holdings LLC, of which Edward S. Glazer Irrevocable Exempt Trust is the sole member. F. DISCLOSURE OF A REGISTRANT’S ACTION TO RECOVER ERRONEOUSLY AWARDED COMPENSATION None.

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Table of Contents ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A. MAJOR SHAREHOLDERS The following table shows our major shareholders (shareholders that are beneficial owners of 5% or more of each class of the Company’s voting shares) as of 15 August 2026, based on notifications made to the Company or public filings and based on 56,143,220 Class A ordinary shares and 116,348,173 Class B shares outstanding as of such date: Class A Class B % of Total Ordinary Ordinary Voting Shares % Shares % Power(1) Ariel Investments, LLC (2) 9,024,434 16.07% — — 0.74% Lindsell Train Limited(3) 3,596,500 6.41% — — 0.29% Boldhaven Management LLP(4) 3,113,537 5.55% — — 0.26% Leon G. Cooperman(5) 2,932,076 5.22% — — 0.24% INEOS Services Limited(6) 16,188,183 28.83% 33,692,463 28.96% 28.95% Avram Glazer(7) — — 12,014,995 10.33% 9.85% Joel M. Glazer(8) 1,260,093 2.24% 17,307,383 14.88% 14.29% Kevin Glazer(9) — — 11,307,382 9.72% 9.27% Bryan G. Glazer(10) — — 15,307,381 13.16% 12.55% Darcie S. Glazer(11) 445,564 0.79% 16,307,381 14.02% 13.41% Edward S. Glazer(12) — — 10,411,188 8.95% 8.54% Each of our Class B ordinary shares is convertible into one of our Class A ordinary shares at any time at the option of the holder. In this table, beneficial ownership of our Class A ordinary shares reflects only the Class A ordinary shares held of record by the named holder and does not include any Class A ordinary shares into which any Class B ordinary shares held of record by such holder may be converted. (1) Percentage of total voting power represents voting power with respect to all of our Class A and Class B ordinary shares, as a single class. The holders of our Class B ordinary shares are entitled to 10 votes per share, and holders of our Class A ordinary shares are entitled to one vote per share. (2) Based solely on information reported on a Schedule 13G/A filed on 12 August 2024 and otherwise known to the Company, Ariel Investments, LLC (“AIL”) has voting and dispositive power over 9,024,434 of our Class A ordinary shares. The business address of AIL is 200 E. Randolph Street, Suite 2900, Chicago, IL 60601. (3) Based solely on information reported on a Schedule 13G/A filed on 1 January 2026, each of Lindsell Train Limited (“LTL”), Michael James Lindsell and Nicholas John Train had shared voting and dispositive power over 3,596,500 shares of our Class A ordinary shares. Each of Messrs. Lindsell and Train owns a significant membership interest in LTL and as such may be deemed to control shares held by LTL by virtue of their respective interests therein. The business address of LTL, Mr. Lindsell and Mr. Train is 66 Buckingham Gate, London SWIE 6AU, United Kingdom. (4) Based solely on information reported on a Schedule 13G filed on 21 July 2026, Boldhaven Management LLP has sole voting and dispositive power over 3,113,537 of our Class A ordinary shares. The business address of Boldhaven Management LLP is 100 Wigmore Street, London, W1U 3RN, United Kingdom. (5) Based solely on information reported on a Schedule 13G/A filed on May 13, 2026, Leon G. Cooperman has sole voting and dispositive power over 2,932,076 of our Class A ordinary shares. Mr. Cooperman’s business address is St. Andrews Country Club, 7118 Melrose Castle Lane, Boca Raton, FL 33496. (6) Based solely on information reported on a Schedule 13D/A filed on 29 June 2026, INEOS Services Limited has shared voting and dispositive power over an aggregate of 49,880,646 of our ordinary shares, underlying our Class A ordinary shares and Class B ordinary shares. The business address of INEOS Services Limited is Fort Anne, Douglas, IM1 5PD, Isle of Man. (7) Shares owned by Avram Glazer Irrevocable Exempt Trust, of which Avram Glazer is the sole trustee, and Hamilton TFC LLC, of which Avram Glazer Irrevocable Exempt Trust is the sole member. (8) Shares owned by Joel M. Glazer Irrevocable Exempt Trust, of which Joel Glazer is the sole trustee, and RECO Holdings LLC, of which Joel M. Glazer Irrevocable Exempt Trust is the sole member. (9) Shares owned by Kevin Glazer Irrevocable Exempt Family Trust, of which Kevin Glazer is the sole trustee, and KEGT Holdings LLC, of which Kevin Glazer Irrevocable Exempt Family Trust is the sole member.

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Table of Contents 72 (11) Shares owned by Darcie S. Glazer Irrevocable Exempt Trust, of which Darcie Glazer Kassewitz is the sole trustee. (12) Shares owned by Edward S. Glazer Irrevocable Exempt Trust, of which Edward Glazer is the sole trustee. Since 1 September 2023 until 1 September 2026, the only significant changes of which we have been notified in the percentage ownership of our shares by our major shareholders described above were that: ● On 13 November 2023, Ariel Investments LLC made a public filing that it beneficially owned 5,066,124 of our Class A ordinary shares, representing 0.44% of total voting power. ● On 7 February 2024, Lindsell Train Limited made a public filing that it beneficially owned 11,099,176 of our Class A ordinary shares, representing 0.96% of total voting power. ● On 9 February 2024, Massachusetts Financial Services Company made a public filing that it held zero shares of our Class A ordinary shares, representing no voting power. ● On 14 February 2024, Eminence Capital, LP made a public filing that it beneficially owned 4,870,944 of our Class A ordinary shares, representing 0.42% of total voting power. ● On 14 February 2024, Ariel Investments, LLC made a public filing that it beneficially owned 5,629,579 of our Class A ordinary shares, representing 0.49% of total voting power. ● On 14 February 2024, Pentwater Capital Management LP made a public filing that it beneficially owned 4,300,000 of our Class A ordinary shares, representing 0.37% of total voting power. ● On 15 February 2024, Ariel Investments, LLC made a public filing that it beneficially owned 5,666,008 of our Class A ordinary shares, representing 0.49% of total voting power. ● On 12 August 2024, Ariel Investments LLC made a public filing that it beneficially owned 8,300,085 of our Class A ordinary shares, representing 0.69% of total voting power. ● On 17 October 2024, Lindsell Train Limited made a public filing that it beneficially owned 6,371,000 of our Class A ordinary shares, representing 0.53% of total voting power. ● On 14 November 2024, Pentwater Capital Management LP made a public filing that it ceased to own any of our Class A ordinary shares. ● On 14 November 2024, Eminence Capital, LP made a public filing that it ceased to own any of our Class A ordinary shares. ● On 19 December 2024, INEOS Limited made a public filing that it beneficially owned an aggregate of 49,880,646 of our ordinary shares, underlying Class A and Class B ordinary shares, representing 28.96% of total voting power. ● On 13 January 2025, Lindsell Train Limited made a public filing that it beneficially owned 5,776,015 of our Class A ordinary shares, representing 0.47% of total voting power. ● On 4 April 2025, Lindsell Train Limited made a public filing that it beneficially owned 5,053,000 of our Class A ordinary shares, representing 0.41% of total voting power. ● On 6 October 2025, Lindsell Train Limited made a public filing that it beneficially owned 4,376,500 of our Class A ordinary shares, representing 0.36% of total voting power. ● On 15 October 2025, Leon G. Cooperman made a public filing that he beneficially owned 2,857,877 of our Class A ordinary shares, representing 0.23% of total voting power. ● On 6 January 2026, Lindsell Train Limited made a public filing that it beneficially owned 3,596,500 of our Class A ordinary shares, representing 0.29% of total voting power. ● On 17 February 2026, Leon G. Cooperman made a public filing that he beneficially owned 2,922,076 of our Class A ordinary shares, representing 0.24% of total voting power. ● On 13 May 2026, Leon G. Cooperman made a public filing that he beneficially owned 2,932,076 of our Class A ordinary shares, representing 0.24% of total voting power. ● On 29 June 2026, INEOS Limited (“INEOS”) made a public filing that it beneficially owned an aggregate of 49,880,646 of our ordinary shares, underlying Class A and Class B ordinary shares, representing 28.96% of total voting power. This public filing was made to amend a public filing jointly made by James A. Ratcliffe, Trawlers and INEOS Services Limited, formerly known as INEOS Limited, solely to add INEOS as a reporting company. ● On 21 July 2026, Boldhaven Management LLP made a public filing that it beneficially owned 3,113,537 of our Class A ordinary shares, representing 0.26% of total voting power. US Resident Shareholders of Record As a number of our shares are held in book-entry form, we are not aware of the identity of all our shareholders. As of 15 August 2026, we had 39,624,000 Class A ordinary shares held by 3,238 US resident shareholders of record, representing approximately 3.25% of total voting power and 82,655,710 Class B ordinary shares held by 10 US resident shareholders of record, representing approximately 67.77% of total voting power.

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Table of Contents 73 Shareholders’ Arrangements As of 1 September 2026, the Company was not aware of any shareholders’ arrangements which may result in a change of control of the Company. B. RELATED PARTY TRANSACTIONS We have entered into employment or service agreements with members of executive management. Information regarding these agreements may be found in this Annual Report under Item 6. “Directors, Senior Management and Employees—B. Compensation” and is incorporated herein by reference. In addition, members of management have received equity compensation. See also Note 7.2 to our audited consolidated financial statements included elsewhere in this Annual Report for information about compensation paid or payable to key management for services, which is incorporated herein by reference. In connection with the Trawlers Transaction, we entered into a governance agreement, dated as of 24 December 2023 (the “Governance Agreement”), with Trawlers (together with its permitted holders and transferees and certain related parties thereof, the “Trawlers Parties”) and the members of the Glazer family and their affiliates listed in Schedule A thereto (together with their permitted transferees and other permitted holders, the “Glazer Parties”), which became effective upon the closing of such transaction. Pursuant to the Governance Agreement, among other things and subject to certain exceptions and other limitations set forth therein, the parties thereto agreed: (i) for so long as the Glazer Parties are the Majority Holder, to provide us with a right to drag the Trawlers Parties into a full sale of the Company beginning 18 months following the Closing, subject to certain requirements, (ii) to provide the Trawlers Parties and the Glazer Parties with customary preemptive rights, (iii) to provide the Trawlers Parties with customary tag-along rights, and (iv) to provide either the Trawlers Parties or the Glazer Parties, in their capacity as the Minority Holder under the Governance Agreement, with consent rights over certain actions by us for so long as such Minority Holder holds at least 15% of the total number of Class A ordinary shares and Class B ordinary shares issued and outstanding, including but not limited to, the payment or declaration of any dividend in respect of the Class B Ordinary Shares for three years following the Closing. The Governance Agreement further provides that with respect to any full sale of the Company that is consummated (or with respect to which a definitive agreement is entered into) prior to the third anniversary of the Closing, the Trawlers Parties must receive consideration in cash equal to at least $33.00 per share in connection with such transaction. The Governance Agreement also provides the parties thereto with certain rights to nominate individuals for election to our board of directors and to appoint members of our subsidiaries’ boards of directors as described under “Item 6. Directors, Senior Management and Employees—A. Directors and Senior Management—Arrangements or Understandings.” In addition, for so long as a Minority Holder has the right to nominate at least one individual for election to our board of directors, such Minority Holder has the right, subject to applicable law, to have each committee of our board of directors (other than the audit committee), and each committee of any of our subsidiaries’ boards of directors, include at least one designee of such Minority Holder. For additional information regarding the material terms of the Governance Agreement, see Section 13 — “Summary of the Transaction Agreement and Certain Other Agreements — Certain Other Agreements — Governance Agreement” of the Offer to Purchase, dated January 17, 2024, included as Exhibit (a)(1)(A) to the Tender Offer Statement on Schedule TO, filed by Trawlers and James A. Ratcliffe with the SEC on January 17, 2024, which is incorporated by reference into this Annual Report. In connection with the Trawlers Transaction, we also entered into a registration rights agreement, dated as of 20 February 2024 (the “Registration Rights Agreement”), with Trawlers and the Glazer Parties. The Registration Rights Agreement grants the parties thereto (each, a “Holder”) certain demand registration rights, whereby the Holders have the right to require us to file registration statements registering the Class A ordinary shares beneficially owned by or otherwise issuable to such Holders from time to time, including, without limitation, Class A ordinary shares issuable upon the conversion of Class B ordinary shares beneficially owned by such Holders (such Class A ordinary shares, collectively, “registrable securities”). In addition, Holders have the right to request one or more underwritten offerings of registrable securities. The Registration Rights Agreement also provides for customary piggyback registration rights. The registration rights provided for in the Registration Rights Agreement are subject to certain customary conditions and limitations. We are required to pay all registration expenses incurred in connection with any registration or offering of registrable securities conducted pursuant to the Registration Rights Agreement, including the reasonable fees and disbursements of one firm of legal counsel representing the Holders. During the year ended 30 June 2025, the Trawlers Transaction Agreement, Governance Agreement and Registration Rights Agreement were assigned to INEOS pursuant to the Assignment. See “General Information — Trawlers Transaction” above for further details.

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Table of Contents 74 During the year ended 30 June 2026, the Group provided sponsorship services to INEOS Automotive Limited of £600,000, temporarily transferred the registration of two academy players to FC Lausanne-Sport for nil consideration and incurred recharged costs of £223,000 from Inovyn Chlorvinyls Ltd (INEOS), £170,000 from INEOS Acetyls UK Ltd and £379,000 from INEOS Sales UK Ltd (INEOS). Subsequent to 30 June 2026, the Group permanently transferred the registration of a player to FC Lausanne-Sport for nil fixed consideration and temporarily transferred the registration of an academy player to FC Lausanne-Sport for nil fixed consideration. Except as described above, there have been no other related party transactions since the beginning of our last full fiscal year that began on 1 July 2025 through the date of this Annual Report. ITEM 8. FINANCIAL INFORMATION A. CONSOLIDATED FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION Consolidated Financial Statements See “Item 18. Financial Statements.” Legal and Arbitration Proceedings There have been no governmental, judicial or arbitration proceedings, including those relating to bankruptcy, receivership or similar proceedings and those involving any third party, (including any such proceedings which are pending or threatened of which we are aware) during the period between 1 July 2025 and the date of this Annual Report which may have, or have had in the recent past, significant effects on our financial position and profitability. Dividend Policy No dividends were paid for fiscal year 2026. The declaration and payment of any future dividends will be at the sole discretion of our board of directors or a committee thereof based on its consideration of numerous factors, including our operating results, financial condition and anticipated capital requirements, in addition to the various other considerations discussed below. If we do pay a cash dividend on our Class A ordinary shares and Class B ordinary shares in the future, we will pay such dividend out of our profits or share premium (subject to solvency requirements) as permitted under Cayman Islands law. Our board of directors has complete discretion regarding the declaration and payment of dividends, and the holders of our Class B ordinary shares, as a result of their representation on our board of directors, will be able to influence our dividend policy. The decision by our board of directors (or a committee thereof) to declare and pay dividends in the future and the amount of any future dividend payments we may make will depend on, among other factors, our strategy, future earnings, financial condition, cash flow, working capital requirements, capital expenditures and applicable provisions of our amended and restated memorandum and articles of association. Any profits or share premium we declare as dividends will not be available to be reinvested in our operations. Moreover, we are a holding company that does not conduct any business operations of our own. As a result, we are dependent upon cash dividends, distributions and other transfers from our subsidiaries to make dividend payments, and the terms of our subsidiaries’ debt and other agreements restrict the ability of our subsidiaries to make dividends or other distributions to us. Specifically, pursuant to our revolving facility, our secured term loan facility and the note purchase agreement governing our senior secured notes, there are restrictions on our subsidiaries’ ability to distribute dividends to us, and dividend distributions by our subsidiaries are the principal means by which we would have the necessary funds to pay dividends on our Class A ordinary shares and Class B ordinary shares for the foreseeable future. See “Item 5. Operating and Financial Review and Prospects - B. Liquidity and Capital Resources — Indebtedness.” As a consequence of these limitations and restrictions, we may not be able to make, or may have to reduce or eliminate, the payment of dividends on our Class A ordinary shares and Class B ordinary shares. In addition, pursuant to the terms of the Governance Agreement, for so long as a Minority Holder holds at least 15% of the total number of Class A ordinary shares and Class B ordinary shares issued and outstanding, the approval of such Minority Holder will be required in order for us to pay, make or declare any dividend or other distribution (x) in respect of our Class B ordinary shares prior to 20 February 2027, or (y) on any basis other than pro rata to the number of ordinary shares issued and outstanding (except for, prior to 20 February 2027, any dividend or other distribution in respect of the Class A ordinary shares only).

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Table of Contents 75 Any dividends we declare in the future on our ordinary shares will be in respect of both our Class A ordinary shares and Class B ordinary shares, and will be distributed such that a holder of one of our Class B ordinary shares will receive the same amount of the dividends that are received by a holder of one of our Class A ordinary shares. We will not declare any dividend with respect to the Class A ordinary shares without declaring a dividend on the Class B ordinary shares, and vice versa. B. SIGNIFICANT CHANGES Registrations The playing registrations of certain footballers have been disposed of subsequent to 30 June 2026, for total proceeds, net of associated costs, of £9,780,000. The associated net book value was £692,000. Also subsequent to 30 June 2026, solidarity contributions, training compensation, sell-on fees and contingent consideration totalling £11,235,000, became receivable in respect of previous playing registration disposals. Subsequent to 30 June 2026, the registrations of certain players and football management staff were acquired or extended for a total consideration, including associated costs, of £191,731,000. Payments are due within the next 5 years. Also, subsequent to 30 June 2026, sell-on fees and contingent consideration totalling £1,160,000 became payable in respect of previous playing registration acquisitions. Revolving facility drawdowns On 29 July 2026, a drawdown under our revolving facility of £30.0 million was made. This took the total drawdown on our revolving facility to £140.0 million from a total available facility of £400.0 million. On 31 July 2026, a drawdown under our revolving facility of £70.0 million was made. This took the total drawdown on our revolving facility to £210.0 million from a total available facility of £400.0 million. On 28 August 2026, a drawdown under our revolving facility of £20.0 million was made. This took the total drawdown on our revolving facility to £230.0 million from a total available facility of £400.0 million. On 21 September 2026, a repayment under our revolving facility of £30.0 million was made. This took the total drawdown on our revolving facility to £200.0 million from a total available facility of £400.0 million. ITEM 9. THE OFFER AND LISTING A. OFFER AND LISTING DETAILS Our Class A ordinary shares are listed on the New York Stock Exchange under the symbol “MANU.” Our Class B ordinary shares are not listed to trade on any securities market. As of 15 August 2026, we had 56,143,220 Class A ordinary shares listed. C. MARKETS See “Item 9. The Offer and Listing - A. Offer and Listing Details” above. ITEM 10. ADDITIONAL INFORMATION A. SHARE CAPITAL Not applicable. B. MEMORANDUM AND ARTICLES OF ASSOCIATION A copy of our amended and restated memorandum and articles of association is attached as Exhibit 1.1 to this Annual Report. The information called for by this Item is set forth in Exhibit 2.2 to this Annual Report and is incorporated herein by reference.

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Table of Contents 76 C. MATERIAL CONTRACTS The following is a summary of each material contract, other than material contracts entered into in the ordinary course of business, to which we are or have been a party, for the two years immediately preceding the date of this Annual Report: ● Seventh amendment and restatement agreement relating to the term facility agreement, dated 10 June 2026, among Red Football Limited and Bank of America Europe Designated Activity Company, as Agent and Lender. A copy of the agreement is included as Exhibit 4.1 to this Annual Report. ● Amendment letter relating to the revolving facilities agreement, dated 28 June 2024, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto. A copy of the agreement is included as Exhibit 4.2 to this Annual Report. ● Amendment letter relating to the revolving facilities agreement, dated 9 July 2025, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto. A copy of the agreement is included as Exhibit 4.3 to this Annual Report. ● Amendment letter relating to the revolving facilities agreement, dated 10 February 2026, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto. A copy of the agreement is included as Exhibit 4.4 to this Annual Report. ● Fourth amendment and restatement agreement relating to the revolving facilities agreement, dated 10 June 2026, among Red Football Limited and Bank of America Europe Designated Activity Company, as Agent. A copy of the agreement is included as Exhibit 4.5 to this Annual Report. ● Note purchase agreement, dated 10 June 2026, among Manchester United Football Club Limited, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent. A copy of the agreement is included as Exhibit 4.6 to this Annual Report. ● Transaction Agreement, dated 24 December 2023, by and among Manchester United plc, Trawlers Limited, and the sellers listed in Schedule B thereto. A copy of the agreement is included as Exhibit 4.8 to this Annual Report. ● Governance Agreement, dated 24 December 2023, by and among Manchester United plc, Trawlers Limited and the parties listed in Schedule A thereto. A copy of the agreement is included as Exhibit 4.9 to this Annual Report. ● Registration Rights Agreement, dated 20 February 2024, by and among Manchester United plc and the investors party thereto. A copy of the agreement is included as Exhibit 4.10 to this Annual Report. ● 2012 Equity Incentive Award Plan. A copy of the Plan is included as Exhibit 4.12 to this Annual Report. ● Premier League Handbook, Season 2025/26. As a member of the Football Association Premier League, we are subject to the terms of the Premier League Handbook, Season 2025/26. A copy of the Handbook is included as Exhibit 4.13 to this Annual Report. ● Premier League Handbook, Season 2026/27. As a member of the Football Association Premier League, we are subject to the terms of the Premier League Handbook, Season 2026/27. A copy of the Handbook is included as Exhibit 4.14 to this Annual Report. D. EXCHANGE CONTROLS There are no Cayman Islands exchange control regulations that would affect the import or export of capital or the remittance of dividends, interest or other payments to non-resident holders of our shares.

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Table of Contents 77 E. TAXATION The following is a summary of material US federal income tax consequences relevant to US Holders and Non-US Holders (each as defined below) acquiring, holding and disposing of the Company’s Class A ordinary shares. This summary is based on the Code, final, temporary and proposed US Treasury Regulations and administrative and judicial interpretations in effect as of the date hereof, all of which are subject to change, possibly with retroactive effect. Furthermore, we can provide no assurance that the tax consequences contained in this summary will not be challenged by the Internal Revenue Service (the “IRS”) or will be sustained by a court if challenged. This summary does not discuss all aspects of US federal income taxation that may be relevant to investors in light of their particular circumstances, such as investors subject to special tax rules, including without limitation the following, all of whom may be subject to tax rules that differ significantly from those summarized below: ● financial institutions; ● insurance companies; ● dealers in stocks, securities, or currencies or notional principal contracts; ● regulated investment companies; ● real estate investment trusts; ● tax-exempt organizations; ● partnerships and other pass-through entities, or persons that hold Class A ordinary shares through pass-through entities; ● investors that hold Class A ordinary shares as part of a straddle, conversion, constructive sale or other integrated transaction for US federal income tax purposes; ● US holders that have a functional currency other than the US dollar; ● US expatriates and former long-term residents of the United States; ● “qualified foreign pension funds” as defined in Section 897(l)(2) of the Code and entities all of the interests of which are held by qualified foreign pension funds; and ● persons subject to special tax accounting rules as a result of any item of income relating to our Class A ordinary shares being taken into account in an applicable financial statement. This summary does not address alternative minimum tax consequences or non-income tax consequences, such as estate or gift tax consequences, and does not address state, local or non-US tax consequences. This summary only addresses investors that hold our Class A ordinary shares and not Class B ordinary shares, and it assumes that investors hold their Class A ordinary shares as capital assets (generally, property held for investment). For purposes of this summary, a “US Holder” is a beneficial owner of the Company’s Class A ordinary shares that is, for US federal income tax purposes: ● an individual who is a citizen or resident of the United States, ● a corporation created in, or organized under the laws of, the United States, any state thereof or the District of Columbia, ● an estate the income of which is includible in gross income for US federal income tax purposes regardless of its source, or ● a trust that (i) is subject to the primary supervision of a US court and the control of one or more US persons or (ii) has a valid election in effect under applicable Treasury Regulations to be treated as a US person. A “Non-US Holder” is a beneficial owner of the Company’s Class A ordinary shares that is not a US Holder. If an entity or other arrangement treated as a partnership for US federal income tax purposes holds the Company’s Class A ordinary shares, the tax treatment of a partner in the partnership generally will depend upon the status of the partner and the activities of the partnership. Partners of partnerships considering an investment in the Class A ordinary shares are encouraged to consult their tax advisors regarding the tax consequences of the ownership and disposition of Class A ordinary shares.

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Table of Contents 78 Treatment of the Company as a Domestic Corporation for US Federal Income Tax Purposes Even though the Company is organized as a Cayman Islands exempted company, due to the circumstances of its formation and the application of Section 7874 of the Code, the Company reports as a domestic corporation for US federal income tax purposes. This has implications for all shareholders; the Company is subject to US federal income tax as if it were a US corporation, and distributions made by the Company are generally treated as US-source dividends as described below and generally subject to US dividend withholding tax. US Holders Distributions Distributions made by the Company in respect of its Class A ordinary shares will be treated as US-source dividends includible in the gross income of a US Holder as ordinary income to the extent of the Company’s current and accumulated earnings and profits, as determined under US federal income tax principles. To the extent the amount of a distribution exceeds the Company’s current and accumulated earnings and profits, the distribution will be treated first as a non-taxable return of capital to the extent of a US Holder’s adjusted tax basis in the Class A ordinary shares and thereafter as gain from the sale of such shares. Subject to applicable limitations and requirements, dividends received on the Class A ordinary shares generally should be eligible for the “dividends received deduction” available to corporate shareholders. A dividend paid by the Company to a non-corporate US Holder generally will be eligible for preferential rates if certain holding period requirements are met. The US dollar value of any distribution made by the Company in foreign currency will be calculated by reference to the exchange rate in effect on the date of the US Holder’s actual or constructive receipt of such distribution, regardless of whether the foreign currency is in fact converted into US dollars. If the foreign currency is converted into US dollars on such date of receipt, the US Holder generally will not recognize foreign currency gain or loss on such conversion. If the foreign currency is not converted into US dollars on the date of receipt, such US Holder will have a basis in the foreign currency equal to its US dollar value on the date of receipt. Any gain or loss on a subsequent conversion or other taxable disposition of the foreign currency generally will be US-source ordinary income or loss to such US Holder. Sale or other disposition A US Holder will recognize gain or loss for US federal income tax purposes upon a sale or other taxable disposition of its Class A ordinary shares in an amount equal to the difference between the amount realized from such sale or disposition and the US Holder’s adjusted tax basis in the Class A ordinary shares. A US Holder’s adjusted tax basis in the Class A ordinary shares generally will be the US Holder’s cost for the shares. Any such gain or loss generally will be US-source capital gain or loss and will be long-term capital gain or loss if, on the date of sale or disposition, such US Holder held the Class A ordinary shares for more than one year. Long-term capital gains derived by non-corporate US Holders are eligible for taxation at reduced rates. The deductibility of capital losses is subject to significant limitations. Information reporting and backup withholding Payments of distributions on or proceeds arising from the sale or other taxable disposition of Class A ordinary shares generally will be subject to information reporting, and they may be subject to backup withholding if a US Holder (i) fails to furnish such US Holder’s correct US taxpayer identification number (generally on IRS Form W-9), (ii) furnishes an incorrect US taxpayer identification number, (iii) is notified by the IRS that such US Holder has previously failed to properly report items subject to backup withholding, or (iv) fails to certify under penalty of perjury that such US Holder has furnished its correct US taxpayer identification number and that the IRS has not notified such US Holder that it is subject to backup withholding. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a credit against a US Holder’s US federal income tax liability or will be refunded, if the US Holder furnishes the required information to the IRS in a timely manner.

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Table of Contents 79 Non-US Holders Distributions Subject to the discussion under “ — Foreign Account Tax Compliance Act” below, distributions treated as dividends (see “ — US Holders — Distributions”) by the Company to Non-US Holders will be subject to US federal withholding tax at a 30% rate, except as may be provided by an applicable income tax treaty. To obtain a reduced rate of US federal withholding under an applicable income tax treaty, a Non-US Holder will be required to certify its entitlement to benefits under the treaty, including eligibility under the Limitation on Benefits provision in a given treaty (for non-individuals), generally on a properly completed IRS Form W-8BEN or W-8BEN-E, as applicable. However, dividends that are effectively connected with a Non-US Holder’s conduct of a trade or business within the United States and, where required by an income tax treaty, are attributable to a permanent establishment or fixed base of the Non-US Holder, are not subject to the withholding tax described in the previous paragraph, but instead are subject to US federal net income tax at graduated rates, provided the Non-US Holder complies with applicable certification and disclosure requirements, generally by providing a properly completed IRS Form W-8ECI. Non-US Holders that are corporations may also be subject to an additional branch profits tax at a 30% rate, except as may be provided by an applicable income tax treaty. Sale or other disposition Subject to the discussion under “ — Foreign Account Tax Compliance Act” below, a Non-US Holder will not be subject to US federal income tax in respect of any gain on a sale or other disposition of the Class A ordinary shares unless: ● the gain is effectively connected with the Non-US Holder’s conduct of a trade or business within the United States and, where required by an income tax treaty, is attributable to a permanent establishment or fixed base of the Non-US Holder; ● the Non-US Holder is an individual who is present in the United States for 183 days or more in the taxable year of the sale or other disposition and certain other conditions are met; or ● the Company is or has been a “US real property holding corporation” during the shorter of the five-year period preceding the disposition and the Non-US Holder’s holding period for the Class A ordinary shares. Non-US Holders described in the first bullet point above will be subject to tax on the net gain derived from the sale under regular graduated US federal income tax rates and, if they are foreign corporations, may be subject to an additional “branch profits tax” at a 30% rate or such lower rate as may be specified by an applicable income tax treaty. Non-US Holders described in the second bullet point above will be subject to a flat 30% tax on any gain derived on the sale or other taxable disposition, which gain may be offset by certain US-source capital losses. The Company believes it is not, and does not currently anticipate becoming, a “US real property holding corporation” for US federal income tax purposes. Information reporting and backup withholding Generally, the Company must report annually to the IRS and to Non-US Holders the amount of distributions made to Non- US Holders and the amount of any tax withheld with respect to those payments, regardless of whether such distributions constitute dividends or whether any tax was actually withheld. Copies of the information returns reporting such distributions and withholding may also be made available to the tax authorities in the country in which a Non-US Holder resides under the provisions of an applicable income tax treaty or tax information exchange agreement. A Non-US Holder will generally not be subject to backup withholding with respect to payments of dividends, provided the Company receives a properly completed statement to the effect that the Non-US Holder is not a US person and the Company does not have actual knowledge or reason to know that the holder is a US person. The requirements for the statement will be met if the Non-US Holder provides its name and address and certifies, under penalties of perjury, that it is not a US person (which certification may generally be made on IRS Form W-8BEN or W-8BEN-E) or if a financial institution holding the Class A ordinary shares on behalf of the Non-US Holder certifies, under penalties of perjury, that such statement has been received by it and furnishes the Company or its paying agent with a copy of the statement.

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Table of Contents Except as described below under “ — Foreign Account Tax Compliance Act”, the payment of proceeds from a disposition of Class A ordinary shares to or through a non-US office of a non-US broker will not be subject to information reporting or backup withholding unless the non-US broker has certain types of relationships with the United States. In the case of a payment of proceeds from the disposition of Class A ordinary shares to or through a non-US office of a broker that is either a US person or such a US-related person, US Treasury Regulations require information reporting (but not backup withholding) on the payment unless the broker has documentary evidence in its files that the Non-US Holder is not a US person and the broker has no knowledge to the contrary. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules may be allowed as a refund or a credit against a Non-US Holder’s US federal income tax liability, provided the required information is timely furnished to the IRS. Foreign Account Tax Compliance Act Pursuant to the Foreign Account Tax Compliance Act (“FATCA”), withholding taxes may apply to certain types of payments made to “foreign financial institutions” (as defined under those rules) and certain other non-US entities. The failure to comply with the specified requirements could result in a 30% withholding tax being imposed on payments of dividends and (subject to the proposed Treasury Regulations discussed below) sales proceeds to certain Non-US Holders. A 30% withholding tax may be imposed on dividends on, or (subject to the proposed Treasury Regulations discussed below) gross proceeds from the sale or other disposition of, our Class A ordinary shares paid to a foreign financial institution or to a non-financial foreign entity, unless (i) the foreign financial institution undertakes certain diligence and reporting obligations, (ii) the non-financial foreign entity that is a passive non-financial foreign entity either certifies it does not have any substantial US owners or furnishes identifying information regarding each substantial US owner, or (iii) the foreign financial institution or non-financial foreign entity otherwise qualifies for an exemption from these rules. If the payee is a foreign financial institution and is subject to the diligence and reporting requirements in clause (i) above, it generally must enter into an agreement with the US Treasury requiring, among other things, that it undertake to identify accounts held by certain US persons or US-owned foreign entities, annually report certain information about such accounts and withhold 30% on payments to non-compliant foreign financial institutions and certain other account holders. Foreign financial institutions located in jurisdictions that have an intergovernmental agreement with the United States concerning FATCA may be subject to different rules. Under the applicable Treasury Regulations and administrative guidance, withholding under FATCA generally applies to payments of dividends on our Class A ordinary shares (unless one of the conditions described above applies). While withholding under FATCA would have applied also to payments of gross proceeds from the sale or other disposition of stock on or after 1 January 2019, proposed Treasury Regulations eliminate FATCA withholding on payments of gross proceeds entirely. Taxpayers generally may rely on these proposed Treasury Regulations until final Treasury Regulations are issued. Prospective investors are encouraged to consult their tax advisors regarding the potential application of withholding under FATCA to an investment in our Class A ordinary shares. Material Cayman Islands Tax Considerations There is, at present, no direct taxation in the Cayman Islands and interest, dividends and gains payable to the Company will be received free of all Cayman Islands taxes. The Company has received an undertaking from the Government of the Cayman Islands to the effect that, for a period of twenty years from the date of such undertaking, no law that thereafter is enacted in the Cayman Islands imposing any tax or duty to be levied on profits, income or on gains or appreciation, or any tax in the nature of estate duty or inheritance tax, will apply to any property comprised in or any income arising under the Company, or to the shareholders thereof, in respect of any such property or income. The Cayman Islands has enacted the International Tax Cooperation (Economic Substance) Act, as amended (the “Economic Substance Act”) in response to the work of the Organization for Economic Co-operation and Development (“OECD”) and the EU on fair taxation, and generally requires geographically mobile activities to have substance regardless of whether the activities are conducted in a no or nominal tax jurisdiction. The Economic Substance Act requires relevant entities to notify the Cayman Islands tax authorities and meet an economic substance test. Under the Economic Substance Act, as amended by the International Tax Co-Operation (Economic Substance) (Amendment of Schedule) Regulations (as amended), the term “relevant entity” in principle includes a company incorporated in the Cayman Islands but does not include “an entity that is tax resident outside the Islands.” On the basis that the Company is treated as a domestic corporation for US federal income tax purposes and treated as if it were a US tax resident, the Company is not a “relevant entity” for the purposes of the Economic Substance Act and therefore is not required to satisfy an economic substance test in the Cayman Islands. The Company is required to file an annual economic substance notification with the Cayman Islands tax authorities, together with supporting evidence to claim the exemption from being a “relevant entity” by virtue of being tax resident in another jurisdiction.

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Table of Contents F. DIVIDENDS AND PAYING AGENTS Not applicable. G. STATEMENTS BY EXPERTS Not applicable. H. DOCUMENTS ON DISPLAY The SEC maintains an Internet website that contains reports, proxy statements and other information about issuers, like us, that file electronically with the SEC. The address of that site is www.sec.gov. We also make available on our website, free of charge, our annual reports on Form 20-F and the text of our reports on Form 6-K, including any amendments to these reports, as well as certain other SEC filings, as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. Our website address is https://ir.manutd.com/. The information contained on or through our website, or any website referred to herein, is not incorporated by reference in this Annual Report. I. SUBSIDIARY INFORMATION Not applicable. J. ANNUAL REPORT TO SECURITY HOLDERS Not applicable. ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market Risk Our operations are exposed to a variety of financial risks that include foreign exchange risk, and cash flow and fair value interest rate risk. We review and agree policies for managing these risks, which are then implemented by our finance department. Please refer to Note 30 to our audited consolidated financial statements as of 30 June 2026 and 2025 and for the years ended 30 June 2026, 2025 and 2024 included elsewhere in this Annual Report for a fuller quantitative and qualitative discussion on the market risks to which we are subject and our policies with respect to managing those risks. The policies are summarized below: Foreign exchange risk We are exposed to both translational and transactional risk of fluctuations in foreign exchange rates. A significant foreign exchange risk we face relates to player transfer fees payable in Euros and the revenue received in Euros as a result of participation in UEFA club competitions. We ordinarily seek to hedge economically the majority of the foreign exchange risk of this revenue either by using contracted future foreign exchange expenses (including player transfer fee commitments) or by placing forward contracts at the point at which it becomes reasonably certain that we will receive the revenue. We also receive a significant amount of sponsorship revenue denominated in US dollars. We seek to hedge the foreign exchange risk on future US dollar revenues whenever possible using our US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on retranslation of our US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the statement of profit or loss immediately. Amounts previously recognized in other comprehensive income and accumulated in a hedging reserve are subsequently reclassified into the statement of profit or loss in the same accounting period, and within the same statement of profit or loss line (i.e. commercial revenue), as the underlying future US dollar revenues. The foreign exchange gains or losses arising on re-translation of our unhedged US dollar borrowings are recognized in the statement of profit or loss immediately. As of 30 June 2026, the amount accumulated in the hedging reserve relating to the above hedge was £nil, compared to a credit of £1.0 million at 30 June 2025 (these amounts are stated gross before deducting related tax). Based on exchange rates as of 30 June 2026, a 10% appreciation of pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of the above hedge of approximately £11.4 million for the year ended 30 June 2026. Conversely, a 10% depreciation of pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of the above hedge of approximately £13.9 million for the year ended 30 June 2026.

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Table of Contents 82 Payment and receipts of transfer fees may also give rise to foreign exchange exposures. Due to the nature of player transfers we may not always be able to predict such cash flow until the transfer has taken place. Where possible and depending on the payment profile of transfer fees payable and receivable we will seek to economically hedge future payments and receipts at the point it becomes reasonably certain that the payments will be made or the revenue will be received. When hedging revenue to be received, we also take account of the credit risk of the counterparty. Further, we are exposed to cash flow risk on fluctuations in foreign exchange rates. Foreign exchange gains or losses arising on re-translation of our unhedged US dollar borrowings are recognized in the statement of profit or loss immediately and are subject to UK Corporation tax. From time to time, we may use foreign currency options to manage the unfavourable impact foreign exchange volatility may have on our cash flows. Cash flow and fair value interest rate risk Our cash flow and fair value interest rate risk relates to changes in interest rates for borrowings. Borrowings issued at variable interest rates expose us to cash flow interest rate risk. Borrowings issued at fixed rates expose us to fair value interest rate risk. Our borrowings under our revolving facility and our secured term loan facility bear interest at variable rates. As of 30 June 2026, we had the sterling equivalent £168.6 million of variable rate indebtedness outstanding under our secured term loan facility and £110.0 million of variable rate indebtedness outstanding under our revolving facility. Derivative Financial Instruments Foreign exchange forward contracts We typically enter into foreign exchange forward contracts, as considered appropriate, to purchase and sell foreign currency in order to minimize the impact of foreign exchange movements on our financial performance primarily for our exposure to Broadcasting revenue received in Euros for our participation in UEFA club competitions, for transfer fees payable and receivable in foreign currency, and for operating expenses payable in foreign currency. As of 30 June 2026, the fair value of outstanding foreign exchange forward contracts was a net liability of £5.1 million. Embedded foreign exchange derivatives From time to time we have embedded foreign exchange derivatives in our host Commercial revenue contracts. When they arise, these are separately recognized in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 2026, we had no such derivatives and at 30 June 2025 the fair value of such derivatives was an asset of £nil and a liability of £0.1 million. ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES A. DEBT SECURITIES Not applicable. B. WARRANTS AND RIGHTS Not applicable. C. OTHER SECURITIES Not applicable. D. AMERICAN DEPOSITARY SHARES Not applicable.

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Table of Contents PART II ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES None. ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS None. ITEM 15. CONTROLS AND PROCEDURES We have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) under the supervision and the participation of the executive board of management, which is responsible for the management of the internal controls, and which includes the Principal Executive Officer and the Principal Financial Officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation as of 30 June 2026, the Principal Executive Officer and Principal Financial Officer have concluded that the disclosure controls and procedures (i) were effective at a reasonable level of assurance as of the end of the period covered by this Annual Report in ensuring that information required to be recorded, processed, summarized and reported in the reports that are filed or submitted under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) were effective at a reasonable level of assurance as of the end of the period covered by this Annual Report in ensuring that information to be disclosed in the reports that are filed or submitted under the Exchange Act is accumulated and communicated to the management of the Company, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosure. Management’s Annual Report on Internal Control over Financial Reporting Our executive board of management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our internal control over financial reporting is a process designed, under the supervision of the Principal Executive Officer and the Principal Financial Officer, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly, reflect transactions and dispositions of assets, provide reasonable assurance that transactions are recorded in the manner necessary to permit the preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are only carried out in accordance with the authorization of our executive board of management and directors, and provide reasonable assurance regarding the prevention or timely detection of any unauthorized acquisition, use or disposition of our assets and that could have a material effect on our financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Moreover, projections of any evaluation of the effectiveness of internal control to future periods are subject to a risk that controls may become inadequate because of changes in conditions and that the degree of compliance with the policies or procedures may deteriorate. Our executive board of management has assessed the effectiveness of internal control over financial reporting based on the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) 2013. Based on this assessment, our executive board of management has concluded that our internal control over financial reporting as of 30 June 2026 was effective. Our internal control over financial reporting as of 30 June 2026 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report on pages F-2 to F-5 of this Annual Report. Changes in Internal Control over Financial Reporting During the period covered by this Annual Report, we have not made any changes to our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Table of Contents 84 ITEM 16. [RESERVED] ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT Our board of directors has determined that Mr. Robert Leitão satisfies the “independence” requirements set forth in Rule 10A-3 under the Exchange Act. Our board of directors has also determined that Mr. Robert Leitão qualifies as an “audit committee financial expert” as defined in Item 16A of Form 20-F under the Exchange Act. ITEM 16B. CODE OF ETHICS We have adopted a Code of Business Conduct and Ethics that applies to all our employees, officers and directors, including our principal executive, principal financial and principal accounting officers. Our code of Business Conduct and Ethics addresses, among other things, competition and fair dealing, conflicts of interest, financial matters and external reporting, company funds and assets, confidentiality and corporate opportunity requirements and the process for reporting violations of the Code of Business Conduct and Ethics, employee misconduct, conflicts of interest or other violations. Our Code of Business Conduct and Ethics is intended to meet the definition of “code of ethics” under Item 16B of 20-F under the Exchange Act. We intend to disclose on our website any amendment to, or waiver from, a provision of our Code of Conduct that applies to our directors or executive officers to the extent required under the rules of the SEC or the NYSE. Our Code of Business Conduct and Ethics is available on our website at https://ir.manutd.com/. The information contained on or through our website, or any other website referred to herein, is not incorporated by reference in this Annual Report. ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES PricewaterhouseCoopers LLP (“PwC”) acted as our independent auditor for the fiscal years ended 30 June 2026 and 2025. The table below sets out the total amount billed to us by PwC, for services performed in the years ended 30 June 2026 and 2025, and breaks down these amounts by category of service: 2026 2025 £’000 £’000 Audit Fees 734 732 Audit-Related Fees 37 45 Tax Fees — 6 Total 771 783 Audit Fees Audit fees for the years ended 30 June 2026 and 2025 were related to the audit of our consolidated and subsidiary financial statements and other audit or interim review services provided in connection with statutory and regulatory filings or engagements, including comfort letter work. Audit-Related Fees Audit-related fees for the year ended 30 June 2026 comprised costs related to the audit of the Group pension scheme financial statements and costs associated with the Group’s submissions to UEFA. Audit-related fees for the year ended 30 June 2025 comprised costs related to the audit of the Group pension scheme financial statements and costs incurred in relation to the Group’s filing of a Registration Statement on Form F-3 during the year ended 30 June 2025. Tax Fees Tax fees for the year ended 30 June 2025 were related to tax compliance and tax advice services.

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Table of Contents 85 Pre-Approval Policies and Procedures The advance approval of the Audit Committee or members thereof, to whom approval authority has been delegated, is required for all audit and non-audit services provided by our auditors. All services provided by our auditors are approved in advance by either the Audit Committee or members thereof, to whom authority has been delegated, in accordance with the Audit Committee’s pre-approval policy. ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES Not applicable. ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS No repurchases of our Class A ordinary shares were made during the fiscal year ended 30 June 2026. On 12 March 2020, we announced that our board of directors authorized a share repurchase program for up to $35 million (approximately £27.7 million based on the exchange rate reported by NatWest Markets on such date) of our Class A ordinary shares, effective immediately. Pursuant to this share repurchase program, we may purchase our Class A ordinary shares from time to time in the open market, in privately negotiated transactions or otherwise, including under applicable U.S. federal securities laws such as Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The timing and the actual number of shares repurchased will depend on a variety of factors, including, among others, legal requirements, price and economic and market conditions. In May 2020, we suspended our repurchase program due to the impact of the COVID-19 pandemic. We are currently unable to estimate when, or if, the program will be restarted. In addition, in connection with the Trawlers Transaction, we amended our amended and restated memorandum and articles of association such that repurchases of our Class A ordinary shares other than on a pro rata basis will require the approval of a majority of our Non-Affiliated Directors (defined as those members of our board of directors other than any person that (a) owns 5% or more of our voting or economic interests, (b) is an employee, director, officer or equity or interest holder of a person described in clause (a), (c) is an immediate family member of a person described in clauses (a) or (b), or (d) is an officer or employee of the Company or our subsidiaries). Our board of directors may modify, extend or terminate the share repurchase program at any time, and the share repurchase program has no expiration date. We will not purchase any shares from members of the Glazer family as part of this program. As of 30 June 2026, a total of 1,682,896 shares have been repurchased. The average price paid per share was £12.66 and the approximate value of shares that may yet be purchased under the program is £6.0 million. Share repurchases made on the New York Stock Exchange have been translated into pounds sterling from U.S. dollars at the opening exchange rate reported by NatWest Markets for the week in which the respective transaction date occurred. All of the shares reported above were repurchased under this share repurchase program. ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT None.

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Table of Contents 86 ITEM 16G. CORPORATE GOVERNANCE We are a “foreign private issuer” (as such term is defined in Rule 3b–4 under the Exchange Act), and our Class A ordinary shares are listed on the New York Stock Exchange. We believe the following to be the significant differences between our corporate governance practices and those applicable to US companies under the New York Stock Exchange listing standards. In general, under the rules of the New York Stock Exchange, foreign private issuers, as defined under the Exchange Act, are permitted to follow home country corporate governance practices instead of the corporate governance practices of the New York Stock Exchange. Accordingly, we follow certain corporate governance practices of our home country, the Cayman Islands, in lieu of certain of the corporate governance requirements of the New York Stock Exchange. Specifically, we do not have a board of directors composed of a majority of directors who qualify as an “independent director” (as defined under rules of the New York Stock Exchange), a remuneration committee or nominating and corporate governance committee each composed entirely of “independent directors,” or an audit committee composed of at least three directors. The rules of the New York Stock Exchange also require that a listed company obtain, in specified circumstances, (1) shareholder approval to adopt and materially revise equity compensation plans, as well as (2) shareholder approval prior to an issuance (a) of more than 1% of its common stock (including derivative securities thereof) in either number or voting power to related parties, (b) of more than 20% of its outstanding common stock (including derivative securities thereof) in either number or voting power or (c) that would result in a change of control, none of which require shareholder approval under the Cayman Islands law. We also follow our home country laws in determining whether shareholder approval is required. The foreign private issuer exemption does not modify the independence requirements for members of the audit committee as provided under the Exchange Act. We comply with these independence requirements, and each member of our audit committee qualifies as independent under Rule 10A-3 of the Exchange Act. In addition, each member of our audit committee qualifies as an “independent director” under the rules of the New York Stock Exchange. If at any time we cease to be a “foreign private issuer” under the rules of the New York Stock Exchange and the Exchange Act, as applicable, our board of directors will take all action necessary to comply with applicable New York Stock Exchange corporate governance rules and shareholder approval requirements. Due to our status as a foreign private issuer and our intent to follow certain home country corporate governance practices, our shareholders do not have the same protections afforded to shareholders of companies that are subject to all the New York Stock Exchange corporate governance standards and shareholder approval requirements. ITEM 16H. MINE SAFETY DISCLOSURE Not applicable. ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS. Not applicable. ITEM 16J. INSIDER TRADING POLICIES. Our Statement of Insider Trading Policy governs purchases, sales and other dispositions of our securities by our directors, executive officers and employees, including those of our subsidiaries. We believe our Statement of Insider Trading Policy is reasonably designed to promote compliance with applicable insider trading laws, rules and regulations, and the NYSE listing standards applicable to us. Our Statement of Insider Trading Policy prohibits purchases, sales and other dispositions of our securities while in possession of material nonpublic information about us and from disclosing such information to others, and it prohibits trading on material nonpublic information of other companies obtained during the course of providing service to us. It also imposes additional restrictions on and preclearance and trading requirements for trading in our securities by directors, executive officers and other specified employees. The foregoing summary does not purport to be complete and is qualified in its entirety by our Statement of Insider Trading Policy, a copy of which is filed as Exhibit 11.1 to this Annual Report.

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Table of Contents 87 ITEM 16K. CYBERSECURITY. Risk Management and Strategy Cyber security encompasses a key component of Manchester United’s overall enterprise risk management program. Our cyber security program includes, but is not limited to, the following technologies, controls and mitigations: ● Monitoring – We have 24/7 security monitoring of our network, systems and data with procedures to respond to cyber security alerts and incidents. ● Testing – We utilize third-party consultancies and penetration testers who perform independent security testing as well as provide advice and guidance on the implementation of new technologies within the business. We conduct annual cyber security maturity assessments to assess the posture of our cyber security program and identify improvements and risks. ● Security systems – We have implemented several protective and detective cyber security tools in our IT systems, aligned with best practice. ● Authentication and authorization – We have policies which define the scenarios by which users, administrators and 3rd parties are granted access to our network, systems and data and monitor compliance to those standards via defined procedures. ● Training and awareness – We have implemented a robust cyber security training and awareness program for our employees. ● Governance – We have implemented an information security policy framework which define the policies and procedures around the governance, implementation and ongoing management of our security controls. ● Third-party risk management – We have implemented a program to manage risks associated with 3rd parties which includes a due diligence and onboarding process depending on the third party’s operational criticality and risk profile. ● Incident response policy and procedures – We have an incident response policy and procedures to respond to cyber security incidents and alerts in a timely manner. Within the last 12 months, we have not identified risks from known cybersecurity threats, including as a result of any prior cyber security incident which has materially affected us, including our ability to deliver our business strategy, finance and operations. Manchester United recognizes the impact that a cyber security incident could have to our brand reputation, operations, finance and compliance to regulatory bodies. Manchester United recognizes the significance that cyber security threats can affect our business and strategy which is outlined in our annual report under our key risk factor A cyber-attack on, or disruption to, our IT Systems or other systems utilized in our operations could compromise our operations, adversely impact our reputation and subject us to liability. Cybersecurity Governance Our Board of Directors oversees risks from cybersecurity threats as part of its broader oversight of enterprise risk management and has delegated to the Information Security Committee (“the Committee”) oversight of cybersecurity risks, including oversight of management’s implementation of our cybersecurity risk management program. The Committee is comprised of our Executive Leadership Team (“ELT”) and the Head of Information Security provides regular updates to the Committee on cybersecurity risks, the status of key security initiatives, material findings from assessments and testing, and any significant cybersecurity incidents, along with proposed risk mitigation strategies and action plans. Our Interim Chief Information Officer and Head of Information Security are principally responsible for overseeing our cyber security program, and report regularly to our Chief Financial Officer and Chief Executive Officer. The Interim Chief Information Officer’s experience includes leading major technology and security initiatives involving multiple business functions, with responsibility for governance, risk management and delivery outcomes. This is designed to provide the Group with strong oversight of cyber security matters and facilitate alignment across the business, in furtherance of mitigating risk. The Head of Information Security’s experience includes various roles across consultancy, specializing in security strategy, risk management, governance and data privacy, combined with having achieved various qualifications including CISSP (Certified Information Systems Security Professional).

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Table of Contents 88 PART III ITEM 17. FINANCIAL STATEMENTS Not applicable. ITEM 18. FINANCIAL STATEMENTS The audited consolidated financial statements as required under Item 18 are attached hereto starting on page F-1 of this Annual Report. The audit report of PricewaterhouseCoopers LLP, independent registered public accounting firm, is included herein preceding the audited consolidated financial statements. ITEM 19. EXHIBITS The following exhibits are filed as part of this Annual Report, except as otherwise noted: 1.1 Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 5 February 2024 (incorporated by reference to Exhibit 99.1 to our report on Form 6-K (File No.001 -35627), filed with the SEC on 21 February 2024). 2.1 Specimen Ordinary Share Certificate of Manchester United plc (incorporated by reference to Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended). 2.2 Description of Share Capital of Manchester United plc (incorporated by reference to Exhibit 2.2 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 18 September 2025). 4.1 Seventh Amendment and Restatement Agreement relating to the secured term facility agreement, dated 10 June 2026, among Red Football Limited and Bank of America Europe Designated Activity Company, as Agent and Lender. * 4.2 Amendment letter relating to the revolving facilities agreement, dated 28 June 2024, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto, (incorporated by reference to Exhibit 4.8 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 13 September 2024). 4.3 Amendment letter relating to the revolving facilities agreement, dated 9 July 2025, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto, (incorporated by reference to Exhibit 4.17 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 18 September 2025). 4.4 Amendment letter relating to the revolving facilities agreement, dated 10 February 2026, among Bank of America Europe Designated Activity Company as Agent, Bank of America Europe Designated Activity Company as Security Trustee, Red Football Limited as Company, Manchester United Football Club Limited as Borrower and Guarantor, each of MU Finance Limited, Manchester United Limited and Red Football Junior Limited as Guarantors and the lenders party thereto. * 4.5 Fourth amendment and restatement agreement relating to the revolving facilities agreement, dated 10 June 2026, among Red Football Limited and Bank of America Europe Designated Activity Company, as Agent. * 4.6 Note purchase agreement, dated 10 June 2026, among Manchester United Football Club Limited, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent. * 4.7 Form of 5.36% guaranteed senior secured note due 10 June 2031 (included as Exhibit 1 to Exhibit 4.6).

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Table of Contents 89 4.8 Transaction Agreement, dated 24 December 2023, by and among Manchester United plc, Trawlers Limited, and the sellers listed in Schedule B thereto (incorporated by reference to Exhibit 99.1 to our report on Form 6- K (File No. 001-35627), filed with the SEC on 26 December 2023). 4.9 Governance Agreement, dated 24 December 2023, by and among Manchester United plc, Trawlers Limited and the parties listed in Schedule A thereto (incorporated by reference to Exhibit 99.2 to our report on Form 6- K (File No. 001-35627), filed with the SEC on 26 December 2023). 4.10 Registration Rights Agreement, dated 20 February 2024, by and among Manchester United plc and the investors party thereto (incorporated by reference to Exhibit 99.2 to our report on Form 6-K (File No. 001- 35627), filed with the SEC on 21 February 2024). 4.11 Assignment and Assumption Agreement, dated December 18, 2024, by and between Trawlers Limited and INEOS Limited (incorporated by reference to Exhibit 99.J to Schedule 13D/A (File No. 005-86956), filed with the SEC by INEOS Limited on 19 December 2024). 4.12 2012 Equity Incentive Award Plan (incorporated by reference to Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012). 4.13 Premier League Handbook, Season 2025/26 (incorporated by reference to Exhibit 4.24 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 18 September 2025). 4.14 Premier League Handbook, Season 2026/27 * 8.1 List of significant subsidiaries (included in Note 35 to our audited consolidated financial statements included elsewhere in this Annual Report). 11.1 Statement of Insider Trading Policy, dated 7 August 2012 (incorporated by reference to Exhibit 11.1 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 13 September 2024). 12.1 Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.* 12.2 Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.* 13.1 Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 13.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 15.1 Consent of PricewaterhouseCoopers LLP, dated 24 September 2026.* 97 Manchester United plc Policy for Recovery of Erroneously Awarded Compensation (incorporated by reference to Exhibit 97 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 13 September 2024).

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Table of Contents F-3 Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Manchester United plc Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Manchester United plc and its subsidiaries (the “Company”) as of 30 June 2026 and 2025, and the related consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for each of the three years in the period ended 30 June 2026, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of 30 June 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of 30 June 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended 30 June 2026 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of 30 June 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 15. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

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Table of Contents F-4 Report of Independent Registered Public Accounting Firm (continued) Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Recognition of commercial revenue As described in Note 4 to the consolidated financial statements, the Company’s consolidated revenue recognized for the year ended 30 June 2026 was £677,649 thousand, of which £317,329 thousand relates to commercial revenue. Revenue is recognized over the term of the commercial agreement in line with the performance obligations included within the contract and based on the sponsorship rights enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized as performance obligations are satisfied evenly over time. A number of commercial contracts contain significant estimates in relation to the allocation and recognition of revenue in line with performance obligations. The principal consideration for our determination that performing procedures relating to commercial revenue is a critical audit matter is the significant assumptions made by management to allocate and recognize revenue across performance obligations. This, in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures to evaluate management’s allocation and recognition of revenue for each performance obligation satisfied in the period. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to commercial revenue recognition, including controls over the allocation and recognition of revenue for satisfying performance obligations. These procedures also included, among others, testing management’s process for allocating and recognizing revenue in line with the satisfaction of performance obligations, including evaluating the appropriateness of the methodology applied and testing the completeness and accuracy of data used in the allocation and recognition of commercial revenue. Evaluating the reasonableness of the allocation of revenue to performance obligations involved obtaining the related contracts and assessing the reasonableness of assumptions utilized by management associated with the allocation and recognition of revenue to the contract terms.

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Table of Contents F-5 Report of Independent Registered Public Accounting Firm (continued) Critical Audit Matters (continued) Value of intangible assets – registrations As described in Note 16 to the consolidated financial statements, the Company’s consolidated intangible assets relating to registrations for the year ended 30 June 2026 was £452,292 thousand. The costs associated with the acquisition of players’ and key football management staff registrations are capitalized as intangible assets at the value of the consideration payable, including the estimated value of any contingent consideration. As disclosed by management, the estimate of the value of the contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration. This assessment is carried out on an individual basis. Management’s estimate over the probability of contingent consideration payable could impact the net book value of registrations and amortization recognized in the consolidated statement of profit or loss. The principal consideration for our determination that performing procedures relating to value of intangible assets - registrations is a critical audit matter is the significant estimation by management when developing the estimate of the contingent consideration payable, including assessing the likelihood of specific performance conditions being met. This, in turn, led to a high degree of auditor judgment, effort and subjectivity in performing procedures to evaluate management’s significant estimates over the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration, including the number of player appearances. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to intangible assets – registrations, including controls over the review and approval of management assumptions over the likelihood of specific performance conditions being met. These procedures also included, among others, testing management’s process for estimating the value of the contingent consideration, including (i) evaluating the model; (ii) testing the completeness and accuracy of data; and (iii) evaluating the reasonableness of the significant assumptions utilized in determining the probability of future contingent consideration payments at the balance sheet date. /s/ PricewaterhouseCoopers LLP Manchester, United Kingdom 24 September 2026 We have served as the Company’s or its predecessors’ auditor since 2001.

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Table of Contents F-10 Consolidated statement of changes in equity Retained Share Share Treasury Merger Hedging (deficit)/ Total capital premium shares reserve reserve earnings equity £’000 £’000 £’000 £’000 £’000 £’000 £’000 Balance at 1 July 2023 53 68,822 (21,305) 249,030 4,002 (196,652) 103,950 Loss for the year — — — — — (113,159) (113,159) Movements on hedges — — — — (6,669) — (6,669) Tax credit relating to movements on hedges — — — — 1,667 — 1,667 Total comprehensive loss for the year — — — — (5,002) (113,159) (118,161) Proceeds from issue of shares 2 158,539 — — — — 158,541 Equity-settled share-based payments (Note 28) — — — — — 875 875 Deferred tax expense relating to share- based payments (Note 17) — — — — — (315) (315) Balance at 30 June 2024 55 227,361 (21,305) 249,030 (1,000) (309,251) 144,890 Loss for the year — — — — — (33,023) (33,023) Movements on hedges — — — — 1,631 — 1,631 Tax expense relating to movements on hedges — — — — (408) — (408) Total comprehensive loss for the year — — — — 1,223 (33,023) (31,800) Proceeds from issue of shares 1 79,984 — — — — 79,985 Equity-settled share-based payments (Note 28) — — — — — 658 658 Balance at 30 June 2025 56 307,345 (21,305) 249,030 223 (341,616) 193,733 Loss for the year — — — — — (42,954) (42,954) Movements on hedges — — — — (1,148) — (1,148) Tax credit relating to movements on hedges — — — — 289 — 289 Total comprehensive loss for the year — — — — (859) (42,954) (43,813) Equity-settled share-based payments (Note 28) — — — — — 243 243 Deferred tax credit relating to share- based payments (Note 17) — — — — — 200 200 Balance at 30 June 2026 56 307,345 (21,305) 249,030 (636) (384,127) 150,363 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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Table of Contents F-11 Consolidated statement of cash flows Year ended 30 June 2026 2025 2024 Note £’000 £’000 £’000 Cash flows from operating activities Cash generated from operations 27.1 216,184 107,498 117,461 Interest paid (38,845) (37,198) (37,225) Interest received 2,084 3,350 1,686 Tax paid (708) (948) 3,749 Net cash inflow from operating activities 178,715 72,702 85,671 Cash flows from investing activities Payments for property, plant and equipment (85,919) (44,721) (17,511) Payments for intangible assets(1) (292,267) (278,746) (190,721) Proceeds from sale of intangible assets(1) 148,612 48,792 37,028 Net cash outflow from investing activities (229,574) (274,675) (171,204) Cash flows from financing activities Proceeds from revolving facility 225,000 230,000 160,000 Repayment of revolving facility (275,000) (100,000) (230,000) Proceeds from refinanced senior secured notes 414,406 — — Repayment of refinanced senior secured notes (320,223) — — Proceeds from issue of shares — 79,985 158,542 Principal elements of lease payments (1,714) (403) (976) Debt issue costs paid (7,161) — (1,335) Net cash inflow from financing activities 35,308 209,582 86,231 Effect of exchange rate changes on cash and cash equivalents (3,308) 4,947 (3,168) Net (decrease)/increase in cash and cash equivalents (18,859) 12,556 (2,470) Cash and cash equivalents at beginning of year 86,105 73,549 76,019 Cash and cash equivalents at end of year 21 67,246 86,105 73,549 (1) Payments and proceeds for intangible assets primarily relate to player and key football management staff registrations. When acquiring or selling players’ and key football management staff registrations it is normal industry practice for payment terms to spread over more than one year. Details of registrations additions and disposals are provided in Note 16. Trade payables in relation to the acquisition of registrations at the reporting date are provided in Note 24. Trade receivables in relation to the disposal of registrations at the reporting date are provided in Note 19. The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

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Table of Contents Notes to the consolidated financial statements F-12 1 General information Manchester United plc (the “Company”) and its subsidiaries (together the “Group”) is a men’s and women’s professional football club together with related and ancillary activities. The Company is incorporated under the Companies Act (as amended) of the Cayman Islands. The address of its principal executive office is Sir Matt Busby Way, Old Trafford, Manchester M16 0RA, United Kingdom. The Company’s shares are listed on the New York Stock Exchange. These financial statements are presented in pounds sterling and all values are rounded to the nearest thousand (£’000) except when otherwise indicated. These financial statements were approved by the board of directors on 24 September 2026. 2 Summary of significant accounting policies This note provides a list of the significant accounting policies adopted in the preparation of these consolidated financial statements to the extent they have not been disclosed in the other notes below. The policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements are for the Group consisting of Manchester United plc and its subsidiaries. 2.1 Basis of preparation (i) Compliance with IFRS The consolidated financial statements of Manchester United plc have been prepared on a going concern basis and in accordance with International Financial Reporting Standards (“IFRS”) and interpretations issued by the IFRS Interpretations Committee (“IFRS IC”) applicable to companies reporting under IFRS. The financial statements comply with IFRS as issued by the International Accounting Standards Board (“IASB”). Going concern The Group has cash resources as of 30 June 2026 of £67.2 million, with all funds held as cash and cash equivalents and therefore available on demand. As of 30 June 2026, the Group also has access to an undrawn revolving facility of £290.0 million. The Group’s debt facilities include the $550.0 million senior secured notes and the $225.0 million secured term loan facility, the majority of which attract fixed interest rates. As of 30 June 2026, the Group also had £110.0 million of outstanding loans under our revolving facility, which had a maximum capacity of £400.0 million, expiring in December 2029. The Group’s senior secured notes and secured term loan facility mature in June 2031. As of 30 June 2026, the Group was in compliance with all covenants. As a result of a detailed assessment, including prudent assumptions around the men’s first team’s performance, and with reference to the Group’s balance sheet, existing committed facilities, but also acknowledging the inherent uncertainty of the current economic outlook, Management has concluded that the Group is able to meet its obligations when they fall due for a period of at least 12 months after the date of this report. For this reason, the Group continues to adopt the going concern basis for preparing the annual financial statements.

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Table of Contents Notes to the consolidated financial statements (continued) F-13 2 Summary of significant accounting policies (continued) 2.1 Basis of preparation (continued) (ii) Historical cost convention The consolidated financial statements have been prepared on a historical cost basis, as modified by the revaluation of certain financial assets and liabilities (including derivative financial instruments) which are recognized at fair value through profit and loss, unless hedge accounting applies. (iii) New and amended standards and interpretations adopted by the Group The following amendment to standards has been adopted by the Group for the first time for the year ended 30 June 2026: ● Lack of Exchangeability (Amendments to IAS 21) The adoption of this amendment has not had a material effect on the Group’s financial statements. New and amended standards and interpretations issued but not yet adopted The following amendments to IFRS that have been issued by the IASB will become effective in a subsequent accounting period: ● Presentation and Disclosure in Financial Statements (IFRS 18); and ● Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) These changes are not expected to have a material effect on the Group’s results however the disclosure changes will impact key statements including the Consolidated Statement of Profit or Loss and the Consolidated Statement of Cash Flows as defined in IFRS 18, and management’s Adjusted EBITDA measure, which will be disclosed as a management - defined performance measure. 2.2 Principles of consolidation Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. The acquisition method of accounting is used to account for business combinations by the Group. The consideration transferred for the acquisition of a subsidiary comprises the: ● fair values of the assets transferred; ● liabilities incurred to the former owners of the acquired business; ● equity interests issued by the Group; ● fair value of any asset or liability resulting from a contingent consideration arrangement; and ● fair value of any pre-existing equity interest in the subsidiary.

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Table of Contents Notes to the consolidated financial statements (continued) F-14 2 Summary of significant accounting policies (continued) 2.2 Principles of consolidation (continued) Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. The Group recognizes any non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets. Acquisition-related costs are expensed as incurred. The excess of the: ● consideration transferred; and ● acquisition date fair value of any previous interest in the acquired entity over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognized directly in profit or loss as a bargain purchase. Inter-company transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. 2.3 Segment reporting The Group has one reportable segment, being the operation of a men’s and women’s professional football club. The chief operating decision maker (being the board of directors and executive officers of Manchester United plc), who is responsible for allocating resources and assessing performance obtains financial information, being the consolidated statement of profit or loss, consolidated balance sheet and consolidated statement of cash flows, and the analysis of changes in net debt, about the Group as a whole. The Group has investment properties, however, this is not considered to be a material business segment and is therefore not reported as such. 2.4 Foreign currency translation (i) Functional and presentation currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in pounds sterling, which is the Group’s functional and presentation currency. (ii) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year-end exchange rates are generally recognized in profit or loss. They are deferred in other comprehensive income if they relate to qualifying cash flow hedges. Foreign exchange gains and losses that relate to unhedged borrowings are presented in the statement of profit or loss, within finance costs or finance income. Foreign exchange gains and losses that relate to transfer fees receivable from other football clubs are presented in the statement of profit or loss on a net basis within profit on disposal of intangible assets. All other foreign exchange gains and losses are presented in the statement of profit or loss on a net basis within operating expenses.

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Table of Contents Notes to the consolidated financial statements (continued) F-15 2 Summary of significant accounting policies (continued) 2.4 Foreign currency translation (continued) (iii) Exchange rates The most important exchange rates per £1.00 that have been used in preparing the financial statements are: Closing rate Average rate 2026 2025 2024 2026 2025 2024 Euro 1.1615 1.1667 1.1799 1.1510 1.1908 1.1652 US Dollar 1.3272 1.3709 1.2643 1.3421 1.2972 1.2605 2.5 Revenue recognition The Group’s accounting policies for revenue from contracts with customers are disclosed in Note 4. 2.6 Employee benefits (i) Short-term obligations Liabilities for wages and salaries, including non-monetary benefits and annual leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service, are recognized in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as accruals and classified as current liabilities in the balance sheet. (ii) Football staff remuneration Remuneration is charged to operating expenses on a straight-line basis over the contract periods based on the amount payable to players and key football management staff for that period. Any performance bonuses are recognized when the Company considers that it is probable that the condition related to the payment will be achieved. Signing-on fees are typically paid to players and key football management staff in equal annual installments over the term of the contract. Installments are paid at or near the beginning of each financial year and recognized as prepayments. They are subsequently charged to profit or loss (as employee benefit expenses) on a straight-line basis over the financial year. Signing-on fees paid form part of cash flows from operating activities. Loyalty fees are bonuses which are paid to players and key football management staff either at the beginning of a renewed contract or in installments over the term of their contract in recognition for either past or future performance. Loyalty bonuses for past service are typically paid in a lump sum amount upon renewal of a contract. These loyalty bonuses require no future service and are not subject to any claw-back provisions were the individual to subsequently leave the club during their new contract term. They are expensed once the Company has a present legal or constructive obligation to make the payment. Loyalty bonuses for ongoing service are typically paid in arrears in equal annual installments over the term of the contract. These bonuses are paid at the beginning of the next financial year and the related charge is recognized within employee benefit expenses in profit or loss on a straight-line basis over the current financial year.

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Table of Contents Notes to the consolidated financial statements (continued) F-16 2 Summary of significant accounting policies (continued) 2.6 Employee benefits (continued) (iii) Post-employment pension obligations The Group is one of a number of participating employers in The Football League Limited Pension and Life Assurance Scheme (‘the scheme’ — see Note 29.1). The Group is unable to identify its share of the assets and liabilities of the scheme and therefore accounts for its contributions as if they were paid to a defined contribution scheme. The Group’s contributions into this scheme are reflected within the statement of profit or loss when they fall due. Full provision has been made for the additional contributions that the Group has been requested to pay to help fund the scheme deficit. The Group also operates a defined contribution scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The Group’s contributions into this scheme are recognized as employee benefit expenses when they are due. (iv) Share-based payments The Group operates a share-based compensation plan under which the entity receives services from employees as consideration for equity instruments of the Group. Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value excludes the effect of non-market based vesting conditions. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest. At each reporting date, the Group revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-market based vesting conditions. The impact of the revision of the original estimates, if any, is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity. For cash-settled share-based payments to employees, a liability is recognized for the services acquired, measured initially at the fair value of the liability. At each reporting date until the liability is settled, and at the date of settlement, the fair value of the liability is re-measured, with any changes in fair value recognized in profit or loss for the year. Details regarding the determination of the fair value of share-based transactions are set out in Note 28. 2.7 Exceptional items The Group’s accounting policies for exceptional items are disclosed in Note 6.

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Table of Contents Notes to the consolidated financial statements (continued) F-17 2 Summary of significant accounting policies (continued) 2.8 Income tax The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. The current income tax expense or credit is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company and its subsidiaries operate and generate taxable income. Although the Company is organized as a Cayman Islands exempted company, it reports as a US domestic corporation for US federal corporate income tax purposes and is subject to US federal corporate income tax on the Group’s worldwide income. In addition, the Group is subject to income and other taxes in various other jurisdictions, including the United Kingdom. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to (or recovered from) the tax authorities. Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets are recognized only if it is probable that future taxable profit will be available to utilize those temporary differences and losses. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current and deferred tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income, in which case the tax is also recognized in other comprehensive income. 2.9 Dividend distribution Dividend distributions to the Company’s shareholders are recognized when they become legally payable. In the case of interim dividends, this is when they are paid.

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Table of Contents Notes to the consolidated financial statements (continued) F-18 2 Summary of significant accounting policies (continued) 2.10 Impairment of assets Goodwill is not subject to amortization and is tested annually for impairment as of 31 March each year, or more frequently if events or changes in circumstances indicate it might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized in profit or loss for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use, and is calculated with reference to future discounted cash flows that the asset is expected to generate when considered as part of a cash- generating unit. Assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period. If an impairment subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment charge been recognized for the asset in prior years. Management does not consider that it is possible to determine the value in use of an individual player or key football management staff in isolation as that individual (unless via a sale or insurance recovery) cannot generate cash flows on their own. While management does not consider that any individual player can be separated from the single cash generating unit (“CGU”), being the operations of the Group as a whole, there may be certain circumstances where an individual is taken out of the CGU, when it becomes clear that they will not participate with the club’s men’s first team again, for example, a player sustaining a career threatening injury or is permanently removed from the men’s first team playing squad for another reason. If such circumstances were to arise, the carrying value of the individual would be assessed against the Group’s best estimate of the individual’s fair value less any costs to sell and an impairment charge made in operating expenses reflecting any loss arising. 2.11 Property, plant and equipment Property, plant and equipment is initially measured at cost (comprising the purchase price, after deducting discounts and rebates, and any directly attributable costs) and is subsequently carried at cost less accumulated depreciation and any provision for impairment. Subsequent costs, for example, capital improvements and refurbishment, are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognized when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred. The depreciation methods and periods used by the Group are disclosed in Note 13. The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss. 2.12 Leases The Group’s accounting policy for leases is disclosed in Note 14. 2.13 Investment properties The Group’s accounting policy for investment properties is disclosed in Note 15.

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Table of Contents Notes to the consolidated financial statements (continued) F-20 2 Summary of significant accounting policies (continued) 2.17 Derivatives and hedging activities Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re- measured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as hedges of a particular risk associated with the cash flows of recognized assets and liabilities and highly probable forecast transactions (cash flow hedges). At inception of the hedge relationship, the Group documents the economic relationship between hedging instruments and hedged items, including whether changes in the cash flows of the hedging instruments are expected to offset changes in the cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking its hedge transactions. The fair values of derivative financial instruments are disclosed in Note 20. Movements in the hedging reserve are shown in the statement of changes in equity. The full fair value of a derivative is classified as a non-current asset or liability when the remaining maturity of the item is more than 12 months, it is classified as a current asset or liability when the remaining maturity of the item is less than 12 months. (i) Cash flow hedges that qualify for hedge accounting The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive loss. The gain or loss relating to any ineffective portion is recognized immediately in profit or loss. The Group hedges the foreign exchange risk on a portion of contracted, and hence highly probable, future US dollar revenues whenever possible using a portion of the Group’s US dollar net borrowings as the hedging instrument. Foreign exchange gains or losses arising on re-translation of the Group’s US dollar net borrowings used in the hedge are initially recognized in other comprehensive loss, rather than being recognized in profit or loss immediately. The foreign exchange gains or losses arising on re-translation of the Group’s unhedged US dollar borrowings are recognized in profit or loss immediately. The Group also hedges the foreign exchange risk on a number of euro denominated transfer payables, when considered appropriate, through the use of forward contracts. The effective portion of changes in the fair value of these contracts is initially recognized in other comprehensive loss, rather than being recognized in profit or loss immediately. The gain or loss relating to any ineffective portion is recognized in profit or loss immediately. Amounts previously recognized in other comprehensive loss and accumulated in the hedging reserve within equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for example, when the forecast transaction that is hedged takes place). When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative deferred gain or loss existing in equity at that time remains in equity and is reclassified when the forecast transaction is ultimately recognized in profit or loss. When the forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately reclassified to profit or loss. (ii) Derivatives that do not qualify for hedge accounting Certain derivative instruments are not designated as hedging instruments and consequently do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognized immediately in profit or loss.

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Table of Contents Notes to the consolidated financial statements (continued) F-21 2 Summary of significant accounting policies (continued) 2.18 Cash and cash equivalents For the purposes of presentation in the consolidated balance sheet and the consolidated statement of cash flows, cash and cash equivalents includes cash in hand, deposits held at call with financial institutions, and, if applicable, other short-term highly liquid investments with original maturities of three months or less. 2.19 Share capital and reserves Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds of the issue. Where any Group company purchases the Company’s equity instruments, for example as the result of a share buy-back, the consideration paid, including any directly attributable incremental costs (net of income taxes), is deducted from equity attributable to the owners of Manchester United plc as treasury shares until the shares are cancelled or reissued. The merger reserve arose as a result of reorganization transactions and represents the difference between the equity of the acquired company (Red Football Shareholder Limited) and the investment by the acquiring company (Manchester United plc). The hedging reserve is used to reflect the effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges. 2.20 Trade and other payables The Group’s accounting policy for trade and other payables is disclosed in Note 24. 2.21 Borrowings Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognized in profit or loss over the period of the borrowings using the effective interest rate method. Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case the fee is deferred until draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting period. 2.22 Provisions Provisions are recognized when the group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are not recognized for future operating losses. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is the pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as an interest expense.

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Table of Contents Notes to the consolidated financial statements (continued) F-22 3 Critical estimates and judgments The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgment in applying the Group’s accounting policies. This note provides an overview of the areas that involved a higher degree of judgment or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. Detailed information about each of these estimates and judgments is included in other notes together with information about the basis of calculation for each affected line item in the financial statements. 3.1 Significant estimates and assumptions The areas involving significant estimates are: ● Estimate of minimum guarantee revenue recognition – see Note 4.3(i); ● Estimate of value of registrations – see Note 16; ● Recognition of deferred tax assets – see Note 17; and ● Recognition of tax related provisions – see Note 26 Management does not consider there to be any significant judgments in the preparation of the financial statements. Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances. 4 Revenue from contracts with customers 4.1 Disaggregation of revenue from contracts with customers The principal activity of the Group is the operation of men’s and women’s professional football clubs. All of the activities of the Group support the operation of the football clubs and the success of the men’s first team in particular is critical to the ongoing development of the Group. Consequently the chief operating decision maker regards the Group as operating in one material segment, being the operation of professional football clubs. All revenue derives from the Group’s principal activity in the United Kingdom. Revenue can be analysed into its three main components as follows: 2026 2025 2024 £’000 £’000 £’000 Sponsorship 160,520 188,421 177,770 Retail, merchandising, apparel & products licensing revenue 156,809 144,853 125,106 Commercial 317,329 333,274 302,876 Domestic competitions 195,025 136,115 161,713 European competitions 6,078 31,084 53,812 Other 5,662 5,778 6,220 Broadcasting 206,765 172,977 221,745 Matchday 153,555 160,263 137,134 677,649 666,514 661,755

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Table of Contents Notes to the consolidated financial statements (continued) F-23 4 Revenue from contracts with customers (continued) 4.1 Disaggregation of revenue from contracts with customers (continued) Revenue derived from entities accounting for more than 10% of revenue in either 2026, 2025 or 2024 were as follows: 2026 2025 2024 £’000 £’000 £’000 Customer A 204,260 141,095 161,098 Customer B 86,218 87,877 90,051 All non-current assets are held within the United Kingdom. 4.2 Assets and liabilities related to contracts with customers Details of movements on assets related to contracts with customers are as follows: Current contract assets – accrued revenue £’000 At 1 July 2024 39,778 Recognized in revenue during the year 19,528 Cash received/amounts invoiced during the year (39,778) At 30 June 2025 19,528 Recognized in revenue during the year 26,446 Cash received/amounts invoiced during the year (18,811) At 30 June 2026 27,163 A contract asset (accrued revenue) is recognized if Commercial, Broadcasting or Matchday revenue performance obligations are satisfied prior to unconditional consideration being due under the contract. Details of movements on liabilities related to contracts with customers are as follows: Current Non-current contract contract Total contract liabilities – liabilities – liabilities – deferred deferred deferred revenue revenue revenue £’000 £’000 £’000 At 1 July 2024 (198,628) (5,347) (203,975) Recognized in revenue during the year 198,628 — 198,628 Cash received/amounts invoiced during the year (206,058) — (206,058) Reclassified during the year 568 (568) — At 30 June 2025 (205,490) (5,915) (211,405) Recognized in revenue during the year 205,490 — 205,490 Cash received/amounts invoiced during the year (207,578) — (207,578) Reclassified during the year (3,236) 3,236 — At 30 June 2026 (210,814) (2,679) (213,493) Commercial, Broadcasting and Matchday consideration which is received in advance of the performance obligation being satisfied is treated as a contract liability (deferred revenue). The deferred revenue is then recognized as revenue when the performance obligation is satisfied. The Group receives substantial amounts of deferred revenue prior to the previous financial year end which is then recognized as revenue throughout the current and, where applicable, future financial years.

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Table of Contents Notes to the consolidated financial statements (continued) 4 Revenue from contracts with customers (continued) 4.3 Accounting policies and significant judgments Revenue is measured at the fair value of consideration received or receivable from the Group’s principal activities excluding transfer fees and value added tax. The Group’s principal revenue streams are Commercial, Broadcasting and Matchday. The Group recognizes revenue when the transaction price can be determined; when it is probable that it will collect the consideration to which it is entitled; and when specific performance obligations have been met for each of the Group’s activities as described below. In instances where the transaction price contains an element of variable or contingent consideration, revenue is recognized based on the most likely amount expected to be received, but only to the extent that it is highly probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable or contingent consideration is subsequently resolved. (i) Commercial Commercial revenue (whether settled in cash or value in kind) comprises revenue receivable from the exploitation of the Manchester United brand through sponsorship and other commercial agreements, including minimum guaranteed revenue, revenue receivable from retailing Manchester United branded merchandise in the United Kingdom and licensing the manufacture, distribution and sale of such goods globally, and fees for the Manchester United men’s first team undertaking tours. Revenue is recognized over the term of the commercial agreement in line with the performance obligations included within the contract and based on the sponsorship rights enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized as performance obligations are satisfied evenly over time (i.e. on a straight-line basis). Retail revenue is recognized when control of the products has transferred, being at the point of sale to the customer. License revenue in respect of right to access licences is recognized in line with the performance obligations included within the contract, in instances where these remain the same over the duration of the contract, revenue is recognized evenly on a time elapsed (i.e. straight-line) basis. Sales-based royalty revenue is recognized only when the subsequent sale is made. Significant estimates - Commercial A number of commercial contracts contain significant estimates in relation to the allocation and recognition of revenue in line with performance obligations. Minimum guaranteed revenue is recognized over the term of the commercial agreement in line with the performance obligations included within the contract and based on the sponsorship benefits enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized as performance obligations are satisfied evenly over time (i.e. on a straight-line basis). In July 2023, we signed a 10-year extension to our agreement with adidas which began in August 2015 and now terminates in June 2035. The minimum guarantee payable over the term of this extended agreement is £750 million per the original term and an additional £900 million due under the extension, resulting in a total of £1,650 million, subject to certain adjustments. Payments due in a particular year may increase if the club’s men’s or women’s first teams win the Premier League or Women’s Super League, respectively, FA Cup or continental competitions with the maximum possible increase being £4.4 million per annum. Payments may decrease if the men’s first team fails to participate in the UEFA Champions League. Under the extended term, the agreement contains a clause to state that a £10 million deduction will be applied for each year of non-participation in the UEFA Champions League, commencing from the 2025/26 season. Our men’s first team did not qualify to participate in the 2025/26 UEFA Champions League resulting in a £10 million deduction to the contract price. Participation in the UEFA Champions League is typically secured via a top 4 finish in the Premier League or winning the UEFA Europa League, and revenue is recognized based on management’s estimate of how many non-participation events will occur over the life of the contract. In line with IFRS 15, this estimate is considered at each reporting date. The total revenue of this contract including the impact of any estimated deduction in respect of the Champions League clause is recognized evenly over the life of the contract and the impact of changing the estimated deduction by one year on revenue recognized in any one financial year is £0.8 million.

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Table of Contents Notes to the consolidated financial statements (continued) F-25 4 Revenue from contracts with customers (continued) 4.3 Accounting policies and significant judgments (continued) (ii) Broadcasting Broadcasting revenue represents revenue receivable from all UK and overseas broadcasting contracts, including contracts negotiated centrally by the Premier League and UEFA. Distributions from the Premier League comprise a fixed element (which is recognized evenly as each performance obligation is satisfied, i.e. as each Premier League match is played), facility fees for live coverage and highlights of domestic home and away matches (which are recognized when the respective performance obligation is satisfied, i.e. the respective match is played), and merit awards (which, being variable consideration, are recognized when each performance obligation is satisfied i.e. as each Premier League match is played, based on management’s estimate of where the men’s first team will finish at the end of the football season i.e. the most likely outcome and to the extent that it is deemed highly probable that no revenue recognized will be reversed). In line with the usual end of the Premier League season in May of each year, any estimation uncertainty is removed by the end of each financial year as the team’s finishing position is confirmed. Distributions from UEFA relating to participation in European competitions comprise starting fee payments (which are recognized over the matches played in the competition), fixed amounts for participation in individual matches (which are recognized when the matches are played) and value pillar payments (which are recognized over the league stage matches). (iii) Matchday Matchday revenue is recognized based on matches played throughout the year with revenue from each match (including season ticket allocated amounts) only being recognized when the performance obligation is satisfied i.e. the match has been played. Revenue from related activities such as Conference and Events or the Museum is recognized as the event or service is provided or the facility is used. Matchday revenue includes revenue receivable from all domestic and European match day activities from Manchester United games at Old Trafford, together with the Group’s share of gate receipts from domestic cup matches not played at Old Trafford, and fees for arranging other events at the Old Trafford stadium. As the Group acts as the principal in the sale of match tickets, the share of gate receipts payable to the other participating club and competition organizer for domestic cup matches played at Old Trafford is treated as an operating expense.

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Table of Contents Notes to the consolidated financial statements (continued) F-26 5 Operating expenses 2026 2025 2024 £’000 £’000 £’000 Employee benefit expenses (Note 7) (302,025) (313,256) (364,719) Short-term and low value leases (185) (236) (258) Auditors’ remuneration: audit of parent company and consolidated financial statements (617) (615) (670) Auditors’ remuneration: audit of the Company’s subsidiaries (117) (117) (190) Auditors’ remuneration: audit-related services (37) (45) (20) Auditors’ remuneration: tax compliance and tax advice services — (6) (12) Foreign exchange losses on operating activities (3,638) (3,594) (2,041) Depreciation - property, plant and equipment (Note 13) (19,544) (15,676) (14,998) Depreciation – right-of-use assets (Note 14) (808) (1,046) (1,248) Depreciation - investment properties (Note 15) (279) (280) (280) Amortization – intangible assets (Note 16) (211,813) (196,373) (190,123) Sponsorship, other commercial and broadcasting costs (13,958) (14,459) (16,645) Retail, merchandising and e-commerce costs (44,189) (36,571) (11,518) External Matchday costs (26,125) (33,953) (29,940) Travel and entertaining costs (6,400) (8,811) (13,708) Legal, professional and consultancy costs (10,010) (12,567) (15,697) Property and utility costs (32,201) (31,120) (33,666) Other operating expenses (individually less than £10,000,000) (21,740) (28,335) (25,019) Exceptional items (Note 6) (8,209) (36,626) (47,778) (701,895) (733,686) (768,530) 6 Exceptional items 2026 2025 2024 £’000 £’000 £’000 Club restructuring and redundancy costs (2,542) (19,731) — Costs associated with loss of office (5,158) (16,895) (12,334) Costs related to strategic review and share sale agreement with Trawlers Limited — — (34,574) Football League pension scheme deficit (Note 29) (509) — (870) (8,209) (36,626) (47,778) Exceptional items for the year ended 30 June 2026 comprise costs associated with the departure of former men’s first team head coach Ruben Amorim, final costs in relation to the Club’s restructuring programs and a charge representing additional contributions we expect to pay towards The Football League Pension scheme deficit. Exceptional items for the year ended 30 June 2025 comprise costs related to the club’s operational transformation plan, including two redundancy programs, as well as costs associated with the departure of former men’s first team manager Erik ten Hag and various members of football and staff. Exceptional items for the year ended 30 June 2024 comprises costs related to the Trawlers Transaction and compensation for loss of office charges for changes in management as a result of the transaction. Additionally, exceptional items for the year ended 30 June 2024 include a charge in relation to the revised deficit of The Football League Pension scheme pursuant to the latest triennial actuarial valuation. (i) Accounting policy Exceptional items are disclosed separately in the financial statements where necessary to provide further understanding of the financial performance of the Group and their inclusion would not be indicative of the ordinary trading performance of the business. They are material items of income or expense that have been shown separately due to the significance of their nature or amount.

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Table of Contents Notes to the consolidated financial statements (continued) F-27 7 Employee benefit expenses 7.1 Employee benefit expenses and average number of people employed 2026 2025 2024 £’000 £’000 £’000 Wages and salaries (including bonuses) (263,653) (271,568) (316,341) Social security costs (32,772) (35,755) (41,435) Share-based payments (Note 28) (1,773) (1,581) (1,969) Pension costs – defined contribution schemes (Note 29.2) (3,827) (4,352) (4,974) (302,025) (313,256) (364,719) Termination benefits recognised in exceptional items (included in Note 6) (5,588) (34,579) (12,334) Total employee benefit expenses including exceptional items (307,613) (347,835) (377,053) Details of the pension arrangements offered by the Company and the Group are disclosed in Note 29. The average number of employees during the year, including directors, was as follows: 2026 2025 2024 Number Number Number By activity: Football – men’s and women’s players 150 133 136 Football - technical and coaching 133 164 193 Commercial 95 129 170 Media 61 82 111 Administration and other 369 424 530 Average number of employees 808 932 1,140 The Group also employs approximately 2,614 temporary staff to perform, among other things, catering, security, ticketing, hospitality and marketing services during Matchdays at Old Trafford (2025: 2,238; 2024: 2,875), the costs of which are included in the employee benefit expense above. 7.2 Key management compensation Key management includes directors (executive and non-executive) of the Company. The compensation paid or payable to key management for employee services, which is included in the employee benefit expense table above, is shown below: 2026 2025 2024 £’000 £’000 £’000 Short-term employee benefits (4,510) (6,709) (2,938) Share-based payments (1,110) (1,206) (2,341) Termination benefits — — (5,725) Post-employment benefits — — (26) (5,620) (7,915) (11,030)

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Table of Contents Notes to the consolidated financial statements (continued) F-28 8 Profit on disposal of intangible assets 2026 2025 2024 £’000 £’000 £’000 Profit on disposal of registrations 46,881 48,742 36,516 Player loan income — — 906 46,881 48,742 37,422 9 Net finance costs 2026 2025 2024 £’000 £’000 £’000 Interest payable on bank loans and overdrafts (775) (1,331) (1,247) Interest payable on secured term loan facility, senior secured notes and revolving facilities (35,585) (35,730) (35,298) Interest payable on lease liabilities (Note 14) (300) (638) (681) Amortization of issue costs on secured term loan facility, senior secured notes and revolving facilities (2,530) (1,938) (1,551) Foreign exchange losses on retranslation of unhedged US dollar borrowings(1) (9,963) — (2,755) Unwinding of discount relating to registrations (18,864) (16,712) (15,593) Transfer receivable transactions (4,820) — — Interest on provisions (374) — — Hedge ineffectiveness on cash flow hedges (4,388) — — Fair value movements on derivative financial instruments: Embedded foreign exchange derivatives (58) (2,639) (6,742) Total finance costs (77,657) (58,988) (63,867) Interest receivable on short-term bank deposits 2,088 3,350 1,686 Release of discounts related to transfer receivable transactions 5,949 — — Foreign exchange gains on retranslation of unhedged US dollar borrowings(2) — 22,931 — Interest on release of provisions — 73 26 Hedge ineffectiveness on cash flow hedges — 11,400 784 Total finance income 8,037 37,754 2,496 Net finance costs (69,620) (21,234) (61,371) (1) Unrealized foreign exchange losses on unhedged USD borrowings due to an unfavorable swing in foreign exchange rates. (2) Unrealized foreign exchange gains on unhedged USD borrowings due to a favorable swing in foreign exchange rates. 10 Income tax credit 2026 2025 2024 £’000 £’000 £’000 Current tax: Current tax on loss for the year (195) (230) (270) Adjustment in respect of previous years 44 54 23 Foreign tax (399) (911) (1,747) Total current tax expense (550) (1,087) (1,994) Deferred tax: UK deferred tax: Origination and reversal of temporary differences 4,591 8,066 19,663 Adjustment in respect of previous years (10) (338) (104) Total UK deferred tax credit (Note 17) 4,581 7,728 19,559 Total income tax credit 4,031 6,641 17,565

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Table of Contents Notes to the consolidated financial statements (continued) F-29 10 Income tax credit (continued) A reconciliation of the total income tax credit is as follows: 2026 2025 2024 £’000 £’000 £’000 Loss before income tax (46,985) (39,664) (130,724) Loss before tax multiplied by UK corporation tax rate of 25.0% (2025 and 2024: 25.0% - UK corporation tax rate) 11,746 9,916 32,681 Tax effects of: Adjustment in respect of previous years 34 (284) (82) Expenses not deductible for tax purposes(1) (1,362) (2,080) (13,287) Irrecoverable foreign tax credits (399) (911) (1,747) Deferred tax asset arising in the year not recognized(2) (5,988) — — Total income tax credit 4,031 6,641 17,565 (1) The tax effect of expenses not deductible for tax purposes amounted to £13,287,000 in the fiscal year ending 30 June 2024. The significant increase in the year ending 30 June 2024 was due to strategic review costs which were recognised in Manchester United plc. As Manchester United Plc is not in the UK tax net these costs were not tax deductible. (2) During the year ended 30 June 2026, the Group generated tax losses that would give rise to a deferred tax asset of £26,117,000. Of this amount, £5,988,000 has not been recognised because there is insufficient evidence that future taxable profits will be available against which the asset can be utilized. The unrecognised deferred tax asset will be reviewed at each reporting date and recognized when recovery is deemed probable. In addition to the amount recognized in the statement of profit or loss, the following amounts relating to tax have been recognized directly in other comprehensive (loss)/income: 2026 2025 2024 £’000 £’000 £’000 UK deferred tax (Note 17) 289 (408) 1,667 Total income tax credit/(expense) recognized in other comprehensive (loss)/income 289 (408) 1,667 Pillar Two legislation has been enacted or substantively enacted in jurisdictions the Group operates in. The legislation was effective from 1 July 2024. The Group is in scope of the enacted or substantively enacted legislation and has performed an assessment of potential exposure to Pillar Two income taxes. This assessment is based on the most recent tax filings and forecasts, and based on this assessment, the Pillar Two effective tax rates in the jurisdictions in which the Group operates are above 15% or the transitional safe harbor relief applies, therefore no top-up tax is due. Manchester United Plc became subject to the OECD Pillar Two global minimum tax rules effective its fiscal year June 30, 2026. Under IAS 12 amendments, the Company applied the temporary exception and did not recognize deferred tax liabilities or assets related to these rules. The impact on the consolidated financial statements was not material.

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Table of Contents Notes to the consolidated financial statements (continued) F-30 11 Loss per share 2026 2025 2024 Loss for the year (£’000) (42,954) (33,023) (113,159) Basic loss per share (pence) (24.91) (19.32) (68.44) Diluted loss per share (pence)(1) (24.91) (19.32) (68.44) (i) Basic loss per share Basic loss per share is calculated by dividing the loss for the year by the weighted average number of ordinary shares in issue during the financial year. (ii) Diluted loss per share Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares in issue during the year to assume conversion of all dilutive potential ordinary shares. The Company has one category of dilutive potential ordinary shares: share awards pursuant to the 2012 Equity Incentive Plan (the “Equity Plan”). Share awards pursuant to the Equity Plan are assumed to have been converted into ordinary shares at the beginning of the financial year, or, if later, the date of issue of the potential ordinary shares. (iii) Weighted average number of shares used as the denominator 2026 2025 2024 Number Number Number ‘000 ‘000 ‘000 Class A ordinary shares (2) 57,768 57,225 56,091 Class B ordinary shares (2) 116,348 115,389 110,937 Treasury shares (1,683) (1,683) (1,683) Weighted average number of ordinary shares used as the denominator in calculating basic loss per share 172,433 170,931 165,345 Adjustment for calculation of diluted loss per share assumed conversion into Class A ordinary shares(1) — — — Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted loss per share(1) 172,433 170,931 165,345 (1) For the years ended 30 June 2026, 30 June 2025 and 30 June 2024, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded. (2) The increase in Class A and Class B ordinary shares in 2026 and 2025 is a result of the transaction agreement with INEOS. See Note 22 for further detail. 12 Dividends No dividends were paid in the years ended 30 June 2026, 30 June 2025 and 30 June 2024.

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Table of Contents Notes to the consolidated financial statements (continued) F-31 13 Property, plant and equipment Freehold Plant and Fixtures Assets under property machinery and fittings construction Total £’000 £’000 £’000 £’000 £’000 At 1 July 2024 Cost 289,943 45,809 78,889 — 414,641 Accumulated depreciation (69,910) (34,395) (54,218) — (158,523) Net book amount 220,033 11,414 24,671 — 256,118 Year ended 30 June 2025 Opening net book amount 220,033 11,414 24,671 — 256,118 Additions — 2,649 7,236 42,007 51,892 Depreciation charge (3,479) (5,427) (6,770) — (15,676) Closing net book amount 216,554 8,636 25,137 42,007 292,334 At 30 June 2025 Cost 289,943 43,560 84,079 42,007 459,589 Accumulated depreciation (73,389) (34,924) (58,942) — (167,255) Net book amount 216,554 8,636 25,137 42,007 292,334 Year ended 30 June 2026 Opening net book amount 216,554 8,636 25,137 42,007 292,334 Additions 64,799 6,502 2,768 10,435 84,504 Transfers 35,430 5,457 11,555 (52,442) — Depreciation charge (4,734) (7,186) (7,624) — (19,544) Closing net book amount 312,049 13,409 31,836 — 357,294 At 30 June 2026 Cost 390,172 55,519 98,402 — 544,093 Accumulated depreciation (78,123) (42,110) (66,566) — (186,799) Net book amount 312,049 13,409 31,836 — 357,294 (i) Assets pledged as security Property, plant and equipment with a net book amount of £204,945,000 (2025: £211,132,000) has been pledged to secure the revolving facility, the secured term loan facility and senior secured notes borrowings of the Group (see Note 25). (ii) Depreciation methods and useful lives Land and assets under construction are not depreciated. With the exception of freehold property acquired before 1 August 1999, depreciation is calculated using the straight-line method to allocate cost, net of residual values, over the estimated useful lives as follows: Freehold property 75 years Computer equipment and software (included within Plant and machinery) 3 years Plant and machinery 4-5 years Fixtures and fittings 7 years Freehold property acquired before 1 August 1999 is depreciated on a reducing balance basis at an annual rate of 1.33%. See Note 2.11 for the other accounting policies relevant to property, plant and equipment, and Note 2.10 for the Group’s policy regarding impairments. (iii) Capital commitments See Note 32.1 for disclosure of capital commitments relating to property, plant and equipment.

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Table of Contents Notes to the consolidated financial statements (continued) F-33 14 Leases (continued) (ii) Amounts recognized in the consolidated statement of profit or loss: 2026 2025 2024 £’000 £’000 £’000 Depreciation charge of right-of-use assets Property (564) (776) (847) Plant and machinery (244) (270) (401) (808) (1,046) (1,248) Interest expense (included in finance cost) (300) (638) (681) Expense relating to short-term leases (included in operating expenses) (185) (236) (258) (iii) The group’s leasing activities and how these are accounted for The Group leases various offices and equipment. All leases with a term of more than 12 months, unless the underlying asset is of low value, are recognized as a right-of-use asset, with a corresponding lease liability, at the date at which the leased asset is available for use by the Group. The lease agreements do not impose any covenants other than the security interests in the right-of-use assets that are held by the lessor. Right-of-use assets may not be used as security for borrowing purposes. Lease liabilities are initially measured on a present value basis. Lease liabilities include the net present value of lease payments, less any lease incentives receivable. The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, which is generally the case for leases of the Group, the Group’s incremental borrowing rate is used, being the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Right-of-use assets are initially measured at cost comprising the following: ● the amount of the initial measurement of the lease liability; ● any lease payments made at or before the commencement date less any lease incentives received; ● any initial direct costs; and ● restoration costs. Right-of-use assets are depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis. Payments associated with short-term leases of property, plant and equipment and all leases of low-value assets are recognized on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

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Table of Contents Notes to the consolidated financial statements (continued) F-34 15 Investment properties £’000 At 1 July 2024 Cost 32,193 Accumulated depreciation and impairment (12,480) Net book amount 19,713 Year ended 30 June 2025 Opening net book amount 19,713 Depreciation charge (280) Closing net book amount 19,433 At 30 June 2025 Cost 32,193 Accumulated depreciation and impairment (12,760) Net book amount 19,433 Year ended 30 June 2026 Opening net book amount 19,433 Depreciation charge (279) Closing net book amount 19,154 At 30 June 2026 Cost 32,193 Accumulated depreciation and impairment (13,039) Net book amount 19,154 (i) Other amounts recognized in profit or loss for investment properties 2026 2025 £’000 £’000 Rental revenue 4,146 2,137 Direct operating expenses from properties, all of which generated rental revenue (1,279) (742) The future minimum rentals receivable under non-cancellable operating leases are disclosed in Note 32.2. (ii) Carrying value of investment properties Investment properties are held for long-term rental yields or for capital appreciation or both, and are not occupied by the Group. Investment properties are initially measured at cost (comprising the purchase price, after deducting discounts and rebates, and any directly attributable costs) and are subsequently carried at cost less accumulated depreciation and any provision for impairment. Investment properties are depreciated using the straight-line method over 50 years. Investment properties were externally valued as of 30 June 2026 in accordance with the Royal Institution of Chartered Surveyors (“RICS”) Valuation - Global Standards 2017 on the basis of Fair Value (as defined in the Standards). The fair value of investment properties as of 30 June 2026 was £38,785,000 (2025: £40,855,000). The fair value of investment properties is determined using inputs that are not based on observable market data, consequently the asset is categorized as Level 3. (iii) Contractual commitments The Group had no material contractual commitments to purchase, construct or develop investment properties or for repairs, maintenance or enhancements (2025: not material).

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Table of Contents Notes to the consolidated financial statements (continued) F-35 16 Intangible assets Other intangible Goodwill Registrations assets Total £’000 £’000 £’000 £’000 At 1 July 2024 Cost 421,453 943,896 26,781 1,392,130 Accumulated amortization — (535,317) (19,249) (554,566) Net book amount 421,453 408,579 7,532 837,564 Year ended 30 June 2025 Opening net book amount 421,453 408,579 7,532 837,564 Additions — 342,960 3,388 346,348 Disposals — (21,082) — (21,082) Amortization charge — (193,109) (3,264) (196,373) Closing book amount 421,453 537,348 7,656 966,457 At 30 June 2025 Cost 421,453 1,102,880 30,169 1,554,502 Accumulated amortization — (565,532) (22,513) (588,045) Net book amount 421,453 537,348 7,656 966,457 Year ended 30 June 2026 Opening net book amount 421,453 537,348 7,656 966,457 Additions — 191,149 3,256 194,405 Disposals — (67,782) — (67,782) Amortization charge — (208,423) (3,390) (211,813) Closing book amount 421,453 452,292 7,522 881,267 At 30 June 2026 Cost 421,453 962,353 33,425 1,417,231 Accumulated amortization — (510,061) (25,903) (535,964) Net book amount 421,453 452,292 7,522 881,267 (i) Cost of and amortization methods and useful lives Goodwill arose largely in relation to the Group’s acquisition of Manchester United Limited in 2005 and represents the excess of the cost of the acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill is not amortized but it is tested annually for impairment or more frequently if events or changes in circumstances indicate it might be impaired. Goodwill is carried at cost less accumulated impairment losses. When goodwill is tested for impairment, the recoverable amount of the cash-generating unit is determined based on a value-in-use calculation. This calculation requires the use of estimates, both in arriving at the expected future cash flows and the application of a suitable discount rate in order to calculate the present value of these cash flows. These calculations have been carried out in accordance with the assumptions set out below. The value-in-use calculations have used pre-tax cash flow projections based on the financial budgets approved by management covering a five-year period. The budgets are based on past experience in respect of revenues, variable and fixed costs, registrations and other capital expenditure and working capital assumptions. For each accounting period, cash flows beyond the five-year period are extrapolated using a terminal growth rate of 2.0% (2025: 2.0%), which does not exceed the long term average growth rate for the UK economy in which the cash generating unit operates. Management considers there to be one material cash generating unit for the purposes of the annual impairment review, being the operation of professional football clubs. The other key assumptions used in the value in use calculations for each period are the pre-tax discount rate, which has been determined at 10.1% (2025: 11.3%) for each period and certain assumptions around progression in and qualification for domestic and European cup competitions, notably the Champions League.

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Table of Contents Notes to the consolidated financial statements (continued) F-36 16 Intangible assets (continued) (i) Cost of and amortization methods and useful lives (continued) Management determined budgeted revenue growth based on historical performance and its expectations of market development. The discount rates are pre-tax and reflect the specific risks relating to the business. The following sensitivity analysis was performed: ● increased discount rate; ● more prudent assumptions around qualification for European competitions; ● increased future capital expenditure; and ● combinations of the above sensitivities. In each of these scenarios the estimated recoverable amount substantially exceeds the carrying value for the cash generating unit and accordingly no impairment was identified. Having assessed the future anticipated cash flows, management believes that any reasonably possible changes in key assumptions would not result in an impairment of goodwill. The costs associated with the acquisition of players’ and key football management staff registrations are capitalized at the value of the consideration payable, being the discounted value of cashflows payable under the relevant agreements. This discount is then unwound through finance costs over the life of each contract. Costs include transfer fees, Premier League levy fees, agents’ fees incurred by the club and other directly attributable costs. Costs also include the estimated value of any consideration, which is primarily payable to the player’s former club (with associated levy fees payable to the Premier League), once payment becomes probable. Subsequent reassessments of the amount of contingent consideration payable are also included in the cost of the player’s and key football management staff registration. Registration costs are fully amortized using the straight-line method over the period covered by the player’s and key football management staff contract. Where a contract is extended, any costs associated with securing the extension are added to the unamortized balance (at the date of the amendment) and the revised book value is amortized over the remaining revised contract life. The Group will perform an impairment review on intangible assets, including player and key football management staff registrations, if adverse events indicate that the amortized carrying value of the asset may not be recoverable. While no individual can be separated from the single cash generating unit (“CGU”), being the operations of the Group as a whole, there may be certain circumstances where an individual is taken out of the CGU, when it becomes clear that they will not participate with the club’s first team again, for example, a player sustaining a career threatening injury or is permanently removed from the first team squad for another reason. If such circumstances were to arise, the carrying value of the individual would be assessed against the Group’s best estimate of the individual’s fair value less any costs to sell. Other intangible assets comprise website, mobile applications, software and trademark registration costs and are initially measured at cost and are subsequently carried at cost less accumulated amortization and any provision for impairment. Amortization is calculated using the straight-line method to write-down assets to their residual value over the estimated useful lives as follows: Website, mobile applications and software 3 years Trademark registrations 10 years See Note 2.14 for the other accounting policies relevant to intangible assets and Note 2.10 for the Group’s policy regarding impairments.

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Table of Contents Notes to the consolidated financial statements (continued) F-37 16 Intangible assets (continued) (i) Cost of and amortization methods and useful lives (continued) Significant estimates — value of registrations The costs associated with the acquisition of players’ and key football management staff registrations include an estimate of any contingent consideration that is probable at the balance sheet date. The estimate of the probable contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration. This assessment is carried out on an individual basis. The maximum additional amount that could be payable as of 30 June 2026 is disclosed in Note 31.1. The estimate over the probability of contingent consideration payable could impact the net book value of registrations and amortization recognized in the statement of profit or loss. The unamortized balance of existing registrations as of 30 June 2026 was £452.3 million (2025: £537.3 million), of which £156.1 million (2025: £194.9 million) is expected to be amortized in the year ending 30 June 2027 (2025: year ending 30 June 2026). The remaining balance is expected to be amortized over the four years to 30 June 2031 (2025: four years to 30 June 2030). This does not take into account player additions following the end of the reporting period, which would have the effect of increasing the amortization expense in future periods, nor does it consider disposals subsequent to the end of the reporting period, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges. (ii) Capital commitments See Note 32.1 for disclosure of capital commitments relating to other intangible assets. (iii) Internally generated other intangible assets Other intangible assets include internally generated assets whose cost and accumulated amortization as of 30 June 2026 was £2,103,000 and £2,103,000 respectively (2025: £2,103,000 and £2,103,000 respectively). 17 Deferred tax Deferred tax assets and deferred tax liabilities are offset where the Group has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after allowable offset): 2026 2025 £’000 £’000 UK deferred tax assets 29,997 24,927 The movement in deferred tax assets and deferred tax liabilities during the year is as follows: 2026 2025 £’000 £’000 At 1 July 24,927 17,607 Credited to statement of profit or loss (Note 10) 4,581 7,728 Credited/(expensed) to other comprehensive income (Note 10) 289 (408) Credit relating to share-based payments(1) 200 — At 30 June 29,997 24,927 (1) Credits relating to share-based payments arise on the movement in the share price on equity-settled awards between the grant date and the reporting date – see consolidated statement of changes in equity above.

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Table of Contents Notes to the consolidated financial statements (continued) F-38 17 Deferred tax (continued) The movement in US net deferred tax assets are as follows: Net operating losses and interest Property, plant Foreign tax restriction and equipment credits Total £’000 £’000 £’000 £’000 At 1 July 2024 (4,277) 4,277 — — (Credited)/expensed to statement of profit or loss (15,144) (65) 15,209 — At 30 June 2025 (19,421) 4,212 15,209 — (Credited)/expensed to statement of profit or loss (15,061) (325) 15,386 — At 30 June 2026 (34,482) 3,887 30,595 — The movement in UK net deferred tax assets/(liabilities) are as follows: Accelerated Non Property Net tax qualifying fair value operating depreciation Intangibles property adjustment losses Other(1) Total(2) £’000 £’000 £’000 £’000 £’000 £’000 £’000 At 1 July 2024 (3,459) (22,582) (17,467) (15,549) 71,882 4,782 17,607 (Expensed)/credited to statement of profit or loss (Note 10) (1,676) (4,677) 5 631 15,287 (1,842) 7,728 Expensed to other comprehensive income (Note 10) — — — — (132) (276) (408) At 30 June 2025 (5,135) (27,259) (17,462) (14,918) 87,037 2,664 24,927 (Expensed)/credited to statement of profit or loss (Note 10) (4,461) (11,302) 4 631 20,021 (312) 4,581 Credited to other comprehensive income (Note 10) — — — — 132 157 289 Credit relating to share based payments (Note 10) — — — — — 200 200 At 30 June 2026 (9,596) (38,561) (17,458) (14,287) 107,190 2,709 29,997 (1) The “Other” deferred tax asset balance primarily comprises foreign exchange differences; fair value movements recognized in the hedging reserve; pensions not paid in the year and salaries not paid before 31 March 2027. (2) Of the total deferred tax assets, £29,997,000 is expected to be settled after more than one year.

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Table of Contents Notes to the consolidated financial statements (continued) 17 Deferred tax (continued) Significant estimates – recognition of deferred tax assets Deferred tax assets are recognized only to the extent that it is probable that the associated deductions will be available for use against future profits and that there will be sufficient future taxable profit available against which the temporary differences can be utilized, provided the asset can be reliably quantified. In estimating future taxable profit, management use “base case” approved forecasts which incorporate a number of assumptions, particularly around the performance of our Commercial revenue sector, including a prudent level of future uncontracted revenues in the forecast period, Broadcasting revenue assumptions around improved performance in domestic and UEFA club competitions, notably the Premier League and the UEFA Champions League, and Matchday revenue assumptions, notably attendances and matchday hospitality sales. These forecasts also take into account various cost-saving initiatives instigated by management in the years ended 30 June 2025 and 30 June 2024. As these are forecast numbers, estimation uncertainty is inherent and management make prudent assessments in arriving at our estimate. For example, prolonged under performance of the men’s first team compared to forecast could result in insufficient future taxable profits, resulting in a longer timeframe over which our deferred tax assets are recognizable or a limitation on the amount of deferred tax assets that are recoverable. We also consider the regulations applicable to tax and advice on their interpretation and potential future business planning. Future taxable income may be higher or lower than estimates made when determining whether it is appropriate to record a tax asset and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of deferred tax assets in future periods. At 30 June 2026 there is an unrecognized US deferred tax asset of £94,271,000 which is detailed below (2025: £97,278,000): General Net operating accruals not Salary not losses and paid within paid within Foreign tax interest 8.5 months 2.5 months Research and credits restriction of year end of year end development Other Total £’000 £’000 £’000 £’000 £’000 £’000 £’000 Unrecognized US deferred tax asset 7,780 76,111 3,751 1,743 3,341 1,545 94,271 At 30 June 2026, the Group has unrecognized UK deferred tax assets of £5,988,000 (2025: £nil) in respect of operating losses because there is insufficient evidence that future taxable profits will be available against which the asset can be utilized. The unrecognized deferred tax asset will be reviewed at each reporting date and recognised when recovery is deemed probable. 18 Inventories 2026 2025 £’000 £’000 Finished goods 12,221 13,053 (i) Accounting policy Inventories are stated at the lower of cost and net realizable value. Cost is determined using the first-in, first-out (FIFO) method. The cost of finished goods comprises cost of purchase and, where appropriate, other directly attributable costs. It excludes borrowing costs. Net realizable value is the estimated selling price in the ordinary course of business less estimated costs necessary to make the sale. (ii) Amounts recognized in profit or loss Inventories recognized as an expense during the year ended 30 June 2026 amounted to £44,189,000 (2025: £38,726,000; 2024: £13,043,000). These were included in operating expenses. Write down of inventories to net realizable value amounted to £1,008,000 (2025: £264,000; 2024: £466,000). These were recognized as an expense during the year and included in operating expenses. Reversal of previous inventory write-down amounted to £264,000 (2025: £466,000; 2024: £244,000). These were recognized as a credit during the year and included in operating expenses.

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Table of Contents Notes to the consolidated financial statements (continued) F-41 20 Derivative financial instruments The Group has the following derivative financial instruments: 2026 2025 Assets Liabilities Assets Liabilities £’000 £’000 £’000 £’000 Used for hedging: Forward foreign exchange contracts — (5,069) 472 (5,875) At fair value through profit or loss: Embedded foreign exchange derivatives — — — (127) — (5,069) 472 (6,002) Less non-current portion: Used for hedging: Forward foreign exchange contracts — (938) — (2,599) Non-current derivative financial instruments — (938) — (2,599) Current derivative financial instruments — (4,131) 472 (3,403) (i) Fair value hierarchy Derivative financial instruments are carried at fair value. The different levels used in measuring fair value have been defined in accounting standards as follows: ● Level 1 – the fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. ● Level 2 – the fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and as little as possible on entity- specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. ● Level 3 – if one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3. (ii) Valuation techniques used to determine fair value All of the financial instruments detailed above are included in Level 2. Specific valuation techniques used to value financial instruments include: ● The fair value of forward foreign exchange contracts is determined using forward exchange rates at the end of the reporting period, with the resulting value discounted back to present value; ● The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the end of the reporting period; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; and ● The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.

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Table of Contents Notes to the consolidated financial statements (continued) F-42 21 Cash and cash equivalents 2026 2025 £’000 £’000 Cash at bank and in hand 67,246 86,105 Cash and cash equivalents for the purposes of the consolidated statement of cash flows are as above. 22 Share capital Number of shares Ordinary shares (thousands) £’000 At 30 June 2024 171,001 55 INEOS Limited(1) investment – issue of shares 3,030 1 Employee share-based compensation awards — issue of shares 81 — At 30 June 2025 174,112 56 Employee share-based compensation awards — issue of shares 62 — At 30 June 2026 174,174 56 (1) Now INEOS Services Limited. The Company has two classes of ordinary shares outstanding: Class A ordinary shares and Class B ordinary shares, each with a par value of $0.0005 per share. The rights of the holders of Class A ordinary shares and Class B ordinary shares are identical, except with respect to voting and conversion. Each Class A ordinary share is entitled to one vote per share and is not convertible into any other shares. Each Class B ordinary share is entitled to 10 votes per share and is convertible into one Class A ordinary share at any time. In addition, Class B ordinary shares will automatically convert into Class A ordinary shares upon certain transfers and other events, including upon the date when holders of all Class B ordinary shares cease to hold Class B ordinary shares representing, in the aggregate, at least 10% of the total number of Class A and Class B ordinary shares outstanding. For special resolutions (which are required for certain important matters including mergers and changes to the Company’s governing documents), which require the affirmative vote of no less than two-thirds of the votes cast, at any time that Class B ordinary shares remain outstanding, the voting power permitted to be exercised by the holders of the Class B ordinary shares will be weighted such that the Class B ordinary shares shall represent, in the aggregate, 67% of the voting power of all shareholders. All shares issued by the Company are fully paid. In connection with the Trawlers Transaction, the Company issued 983,450 Class A ordinary shares and 2,046,854 Class B ordinary shares on 18 December 2024 for an aggregate subscription price of $100 million. This is in addition to the 1,966,899 Class A ordinary shares and 4,093,707 Class B ordinary shares issued to Trawlers Limited for an aggregate subscription price of $200 million in February 2024. On 18 December 2024, Trawlers Limited transferred its entire shareholding to INEOS Limited (the “Transfer”). As a result of the Transfer, Trawlers ceased to be the record and beneficial owner of the shares and INEOS became the sole record and beneficial owner of the Class A ordinary shares. INEOS is co-owned by Chairman James A. Ratcliffe, Andrew Currie and John Reece, who each hold voting and investment power over the ordinary shares held by INEOS. On 23 June 2026, INEOS Limited was renamed INEOS Services Limited. As of 30 June 2026, the Company’s issued share capital comprised 57,826,116 (2025: 57,763,582) Class A ordinary shares and 116,348,173 (2025: 116,348,173) Class B ordinary shares. 1,682,896 Class A ordinary shares are currently held in treasury. Distributable reserves have been reduced by £21,305,000, being the consideration paid for these shares. See Note 23. 23 Treasury shares Number of shares (thousands) £’000 At 30 June 2026 and 30 June 2025 1,683 21,305

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Table of Contents Notes to the consolidated financial statements (continued) F-44 25 Borrowings 2026 2025 £’000 £’000 Senior secured notes 408,942 308,914 Secured term loan facility 168,612 162,941 Revolving facility 110,000 160,000 Accrued interest on senior secured notes and revolving facility 1,400 5,119 688,954 636,974 Less: non-current portion Senior secured notes 408,942 308,914 Secured term loan facility 168,612 162,941 Non-current borrowings 577,554 471,855 Current borrowings 111,400 165,119 (i) Secured borrowings and assets pledged as security The senior secured notes of £408,942,000 (2025: £308,914,000) are stated net of unamortized issue costs amounting to £5,454,000 (2025: £1,098,000). The outstanding principal amount of the senior secured notes is $550,000,000 (2025: $425,000,000). The senior secured notes have a fixed coupon rate of 5.36% per annum and interest is paid semi-annually. The senior secured notes mature on 10 June 2031. The carrying value of the Group’s senior secured notes is considered to be a reasonable approximation of their fair value. The Group has the option to redeem the senior secured notes in part, in an amount not less than 5% of the aggregate principal amount of the senior secured notes then outstanding, or in full, at any time at 100% of the principal amount plus a “make-whole” premium of an amount equal to the discounted value (based on the US Treasury rate) of the remaining interest payments due on the senior secured notes up to 10 June 2031. There is no “make-whole” premium payable if the senior secured notes are redeemed after 10 June 2029, subject to certain conditions being met. The senior secured notes were issued by our wholly-owned subsidiary, Manchester United Football Club Limited, and are guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited and MU Finance Limited and are secured against substantially all of the assets of those entities and Manchester United Football Club Limited. These entities are all wholly-owned subsidiaries of Manchester United plc. The senior secured notes were refinanced in June 2026, increasing the principal amount from $425.0 million to $550.0 million and extending the maturity date from 25 June 2027 to 10 June 2031. As part of this transaction, proceeds were received in relation to the new senior secured notes on 10 June 2026 and the old senior secured notes were repaid in full on 12 June 2026. We did not incur any early repayment charges or make-whole payments. Further detail is provided in the Consolidated Statement of Cash Flows, included in this annual report. This refinancing was accounted for as an extinguishment of the existing senior secured notes and recognition of a new financial liability, both in accordance with IFRS 9. The secured term loan facility of £168,612,000 (2025: £162,941,000) is stated net of unamortized issue costs amounting to £918,000 (2025: £1,186,000). The outstanding principal amount of the secured term loan facility is $225,000,000 (2025: $225,000,000). The secured term loan facility attracts interest of the SOFR plus an applicable margin of between 1.25% and 1.75% per annum (subject to the applicable total net leverage ratio) and interest is paid monthly. The remaining balance of the secured term loan facility is repayable on 10 June 2031, having been amended on 10 June 2026 to extend the maturity date from 6 August 2029 to 10 June 2031, consistent with the senior secured notes. The Group has the option to repay the secured term loan facility at any time before then. The secured term loan facility was provided to our wholly-owned subsidiary, Manchester United Football Club Limited, and is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, MU Finance Limited and Manchester United Football Club Limited and is secured against substantially all of the assets of each of those entities. These entities are all wholly-owned subsidiaries of Manchester United plc. As of 30 June 2026, the Group also had £110,000,000 (2025: £160,000,000) in outstanding loans and £290,000,000 (2025: £140,000,000) in borrowing capacity under our revolving facility. This facility expires on 31 December 2029 and has a maximum capacity of £400,000,000.

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Table of Contents Notes to the consolidated financial statements (continued) F-45 25 Borrowings (continued) (i) Secured borrowings and assets pledged as security (continued) The revolving facility is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, MU Finance Limited and Manchester United Football Club Limited and secured against substantially all of the assets of those entities. These entities are wholly-owned subsidiaries of Manchester United plc. The Group’s revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes each contain certain covenants, including a financial maintenance covenant that requires the Group to maintain a consolidated profit/loss for the period before depreciation, amortization of, and profit on disposal of, registrations, exceptional items, net finance costs and tax (“Consolidated Adjusted EBITDA”) of not less than £125 million for each 12 month testing period, as well as customary covenants, including (but not limited to) restrictions on incurring additional indebtedness; paying dividends or making other distributions, repurchasing or redeeming our capital stock or making other restricted payments; selling assets, including capital stock of restricted subsidiaries; entering into agreements that restrict distributions of restricted subsidiaries; consolidating, merging, selling or otherwise disposing of all or substantially all assets; entering into sale and leaseback transactions; entering into transactions with affiliates; and incurring liens. (ii) Compliance with covenants The Group has complied with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes during the 2026 and 2025 reporting periods. 26 Provisions Tax(1) Other(2) Total £’000 £’000 £’000 At 1 July 2024 7,335 460 7,795 Movement in provisions 2,821 5,361 8,182 At 30 June 2025 10,156 5,821 15,977 Movement in provisions (2,594) (14) (2,608) At 30 June 2026 7,562 5,807 13,369 Less: non-current portion Provisions — — — Current provisions 7,562 5,807 13,369 (1) Tax provision Provision in respect of player related tax matters. The timing of cash outflows is by its nature uncertain but it is management’s best estimate that these will be made within the next 12 months. (2) Other provision Other provisions comprises management’s best estimates of a number of individually immaterial future liabilities. The amounts and timing of cash outflows are by their nature uncertain.

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Table of Contents Notes to the consolidated financial statements (continued) F-46 27 Cash flow information 27.1 Cash generated from operations 2026 2025 2024 Note £’000 £’000 £’000 Loss before income tax (46,985) (39,664) (130,724) Adjustments for: Depreciation 13, 14, 15 20,631 17,002 16,526 Amortization 16 211,813 196,373 190,123 Profit on disposal of intangible assets 8 (46,881) (48,742) (37,422) Net finance costs 9 69,620 21,234 61,371 Non-cash employee benefit expense - equity-settled share-based payments 28 243 658 875 Foreign exchange losses on operating activities 3,638 3,594 2,041 Reclassified from hedging reserve (159) (1,322) — Changes in working capital: Inventories 832 (9,510) (378) Prepayments 509 113 (1,726) Contract assets – accrued revenue (7,635) 20,250 3,554 Trade receivables(1) 25,278 (86,244) 2,358 Other receivables 12,577 (10,959) 7,193 Contract liabilities – deferred revenue 2,088 7,430 27,692 Trade and other payables(1) (26,403) 28,995 (18,904) Provisions (2,982) 8,290 (5,118) Cash generated from operations 216,184 107,498 117,461 (1) These amounts exclude non-cash movements and movements in respect of items reported elsewhere in the consolidated statement of cash flows, primarily in investing activities (where the timing of acquisitions and disposals and related cash flows can differ), resulting in: ● a decrease in changes to trade receivables of £19,672,000 (2025: increase of £25,974,000; 2024: increase of £13,817,000); and ● a decrease in changes to trade and other payables of £64,226,000 (2025: increase of £110,686,000; 2024: increase of £46,215,000). 27.2 Net debt reconciliation Net debt is defined as non-current and current borrowings minus cash and cash equivalents. Net debt is a financial performance indicator that is used by the Group’s management to monitor liquidity risk. The Group believes that net debt is meaningful for investors as it provides a clear overview of the net indebtedness position of the Group and is used by the chief operating decision maker in managing the business.

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Table of Contents Notes to the consolidated financial statements (continued) F-47 27 Cash flow information (continued) 27.2 Net debt reconciliation (continued) The following table provides an analysis of net debt and the movements in net debt for each of the periods presented. Non-current Current Cash and cash borrowings borrowings equivalents Total £’000 £’000 £’000 £’000 Net debt at 1 July 2024 511,047 35,574 (73,549) 473,072 Net cash flows — 93,921 (7,609) 86,312 Other changes (39,192) 35,624 (4,947) (8,515) Net debt at 30 June 2025 471,855 165,119 (86,105) 550,869 Net cash flows 89,477 (88,385) 15,551 16,643 Other changes 16,222 34,666 3,308 54,196 Net debt at 30 June 2026 577,554 111,400 (67,246) 621,708 Other changes in non-current borrowings primarily relate to the refinancing of our senior secured notes as explained further in Note 25 and foreign exchange gains or losses arising on re-translation of the US dollar denominated secured term loan facility and senior secured notes, and the incurrence and amortization of debt issue costs. Other changes in current borrowings primarily relate to interest incurred on the Group’s borrowings, with the payments in relation to this accrued interest shown in the cash flows column. We have noted no material changes in respect of lease liabilities. 28 Share-based payments The Company operates a share-based award plan, the 2012 Equity Incentive Award Plan (the “Equity Plan”), established in 2012. Under the Equity Plan, 16,000,000 Class A ordinary shares have initially been reserved for issuance pursuant to a variety of share-based awards, including share options, share appreciation rights, or SARs, restricted share awards, restricted share unit awards, deferred share awards, deferred share unit awards, dividend equivalent awards, share payment awards and other share-based awards. Of these reserved shares, 14,641,866 remain available for issuance. Certain directors, members of executive management and selected employees have been awarded Class A ordinary shares, pursuant to the Equity Plan. These shares are subject to varying vesting schedules over multi-year periods. Employees are not entitled to dividends until the awards vest. The fair value of these shares was the quoted market price on the date of award, adjusted where applicable for expected dividends i.e. the fair value of the awards was reduced. Assumptions around the payment of future dividends do not have a material impact on the scheme charge. The Company may choose whether to settle the awards wholly in shares or reduce the number of shares awarded by a value equal to the recipient’s liability to any income tax and social security contributions that would arise if all the shares due to vest had vested. Accordingly, the awards may be either equity-settled or cash-settled. Movements in the number of share awards outstanding and therefore potentially issuable as new shares are as follows: Number of Class A ordinary shares Net settlement Gross award (post tax) At 1 July 2025 229,301 121,536 Awarded 100,045 53,020 Vested (117,992) (62,534) At 30 June 2026 211,354 112,022 The fair value of the shares awarded during the year was $22.93 (£17.28) (2025: $17.81 (£12.99)) per share. Awards made as of 30 June 2026 were approved by the Remuneration Committee subsequent to the year-end date. For the year ended 30 June 2026, the Group recognized total expenses related to share-based payments of £1,773,000 (2025: £1,581,000; 2024: £1,969,000). Shares vesting in the year are net settled, resulting in total expenses related to equity-settled share-based payment transactions of £243,000 (2025: £658,000; 2024: £875,000) and total expenses related to cash-settled share-based payment transactions of £1,530,000 (2025: £923,000; 2024: £1,094,000).

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Table of Contents Notes to the consolidated financial statements (continued) F-48 29 Pension arrangements 29.1 Defined benefit scheme The Group participates in the Football League Pension and Life Assurance Scheme (‘the Scheme’). The Scheme is a funded multi-employer defined benefit scheme where members may have periods of service attributable to several participating employers. The Group is unable to identify its share of the assets and liabilities of the Scheme and therefore accounts for its contributions as if they were paid to a defined contribution scheme. The Group has received confirmation that the assets and liabilities of the Scheme cannot be split between the participating employers. The Group is advised only of the additional contributions it is required to pay to settle the deficit. These contributions could increase in the future if one or more of the participating employers exits the Scheme. The latest finalized actuarial valuation of the Scheme was carried out at 31 August 2023 where the total deficit on the ongoing valuation basis was £20.6 million. The accrual of benefits ceased within the Scheme on 31 August 1999, therefore there are no contributions relating to the current accrual. The Group pays monthly contributions based on a notional split of the total expenses and deficit contributions of the Scheme. An actuarial valuation as of 31 August 2026 is expected to be received in Summer 2027. The Group is required to make additional contributions of £57,000 per month up until this point and as such, has recognised a charge to the statement of profit or loss during the year ended 30 June 2026 of £509,000. A charge of £870,000 was made to the statement of profit or loss during the year ended 30 June 2024, representing the present value of additional contributions the Group is expected to pay to remedy the revised deficit of the Scheme. No such charge was made in the year ended 30 June 2025. As of 30 June 2026, the present value of the Group’s outstanding contributions (i.e. its future liability) is £706,000 (2025: £782,000). Of this balance, £649,000 (2025: £586,000) is expected to be settled within one year. The funding objective of the Trustees of the Scheme is to have sufficient assets to meet the Technical Provisions of the Scheme. In order to remove the deficit revealed at the previous actuarial valuation (dated 31 August 2023), deficit contributions are payable by all participating clubs. Payments are made in accordance with a pension contribution schedule. As the Scheme is closed to accrual, there are no additional costs associated with the accruing of members’ future benefits. In the case of a club being relegated from the Football League and being unable to settle its debt then the remaining clubs may, in exceptional circumstances, have to share the deficit. Upon the wind-up of the Scheme with a surplus, any surplus will be used to augment benefits. Under the more likely scenario of there being a deficit, this will be split amongst the clubs in line with their contribution schedule. Should an individual club choose to leave the Scheme, they would be required to pay their share of the deficit based on a proxy buyout basis (i.e. valuing the benefits on a basis consistent with buying out the benefits with an insurance company). 29.2 Defined contribution schemes Contributions made to defined contribution pension arrangements are charged to the statement of profit or loss in the period in which they become payable and for the year ended 30 June 2026 amounted to £3,827,000 (2025: £4,352,000; 2024: £4,974,000). As at 30 June 2026, contributions of £547,000 (2025: £617,000) due in respect of the current reporting period had not been paid over to the pension schemes. The assets of all pension schemes to which the Group contributes are held separately from the Group in independently administered funds.

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Table of Contents Notes to the consolidated financial statements (continued) F-49 30 Financial risk management 30.1 Financial risk factors This note explains the Group’s exposure to financial risks and how those risks could affect the Group’s future financial performance. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. The Group uses derivative financial instruments to hedge certain risk exposures. The policy for each financial risk is described in more detail below. a) Market risk (i) Foreign exchange risk The Group is exposed to the following foreign exchange risks: ● Significant revenue received in Euros primarily as a result of participation in UEFA club competitions. During the year ended 30 June 2026 the Group recognized a total of €7.4 million of revenue denominated in Euros (2025: €37.4 million; 2024: €63.0 million). The Group ordinarily seeks to hedge the majority of the foreign exchange risk of this revenue either by using contracted future foreign exchange expenses (including player transfer fee commitments) or by placing forward contracts, at the point at which it becomes reasonably certain that it will receive the revenue. ● Significant amount of commercial revenue denominated in US dollars. During the year ended 30 June 2026 the Group recognized a total of $101.0 million of revenue denominated in US dollars (2025: $104.7 million; 2024: $93.7 million). The foreign exchange risk on these US dollar revenues is hedged to the extent possible (see Note 30.2 below). ● Risks arising from the US dollar denominated secured term loan facility and senior secured notes (see Note 25). At 30 June 2026 the secured term loan facility and senior secured notes included principal amounts of $775.0 million (2025: $650.0 million) denominated in US dollars. The foreign exchange risk on these US dollar borrowings (net of the Group’s US dollar cash balances) is hedged to the extent possible (see Note 30.2 below). Interest is paid on these borrowings in US dollars. Foreign exchange gains or losses arising on re-translation of our unhedged US dollar borrowings are recognized in the statement of profit or loss immediately and are subject to UK Corporation tax. From time to time, we may use foreign currency options to manage the unfavorable impact that foreign exchange volatility may have on our cash flows. ● Payments and receipts of transfer fees may also give rise to foreign exchange exposures. Due to the nature of player transfers the Group may not always be able to predict such cash flows until the transfer has taken place. Where possible and depending on the payment profile of transfer fees payable and receivable the Group will seek to hedge future payments and receipts at the point it becomes reasonably certain that the payments will be made or the income will be received. When hedging income to be received, the Group also takes account of the credit risk of the counterparty. ● Payments of operating expenses may also give rise to foreign exchange exposures. We seek to hedge future payments either by using future foreign exchange revenue or by placing forward contracts. It is the policy of the Group to enter into forward foreign exchange contracts to cover specific foreign exchange payments and receipts. The following table details the forward foreign exchange contracts outstanding at the reporting date: 2026 2025 Average Average exchange Foreign Notional Fair exchange Foreign Notional Fair rate currency value value rate currency value value €’000 £’000 £’000 €’000 £’000 £’000 Buy Euro 1.117 (128,126) (116,143) (5,069) 1.111 (163,419) (147,584) (5,830)

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Table of Contents Notes to the consolidated financial statements (continued) F-50 30 Financial risk management (continued) 30.1 Financial risk factors (continued) a) Market risk (continued) (i) Foreign exchange risk (continued) From time to time, the Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 2026, the fair value of such derivatives was an asset of £nil and a liability of £nil (2025: asset of £nil and liability of £127,000). Further, we are exposed to cash flow risk on fluctuations in foreign exchange rates. Foreign exchange gains or losses arising on retranslation of our unhedged US dollar borrowings are recognized in the statement of profit or loss immediately and are subject to UK Corporation tax. From time to time, we may use foreign currency options to manage the unfavorable impact foreign exchange volatility may have on our cash flows. The Group’s exposure to material foreign currency risk at the end of the reporting period, expressed in pounds sterling, was as follows: 2026 2025 Euro US Dollar Euro US Dollar £’000 £’000 £’000 £’000 Contract assets – accrued revenue 1,954 469 1,205 469 Trade receivables 64,562 1,341 67,152 6,244 Cash and cash equivalents 13,070 7,987 24,415 22,611 Trade and other payables (200,016) (174) (319,649) (432) Borrowings — (578,799) — (476,948) (120,430) (569,176) (226,877) (448,056) Sensitivity As shown in the table above, the Group is primarily exposed to changes in Euro/GBP and USD/GBP exchange rates. The sensitivity (excluding the impact of any hedging instruments) of equity and post-tax profit as at 30 June 2026 was as follows: ● if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post- tax profit for the year would have been £8.8 million higher (2025: £16.6 million higher). ● if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £10.8 million lower (2025: £20.4 million lower). ● if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £41.7 million higher (2025: £32.8 million higher). ● if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post- tax profit for the year would have been £51.0 million lower (2025: £40.2 million lower). (ii) Cash flow and fair value interest rate risk The Group has no significant interest bearing assets other than cash on deposit which generally attracts interest at a small margin above currency denominated base rates. The Group’s interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group’s borrowings are denominated in US dollars and pounds sterling. Full details of the Group’s borrowings and associated interest rates can be found in Note 25.

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Table of Contents Notes to the consolidated financial statements (continued) F-51 30 Financial risk management (continued) 30.1 Financial risk factors (continued) a) Market risk (continued) (ii) Cash flow and fair value interest rate risk (continued) In the past, the Group has managed its cash flow interest rate risk where considered appropriate using interest rate swaps. Such interest rate swaps have the economic effect of converting a portion of variable rate borrowings from floating rates to fixed rates. The impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented. As of 30 June 2026, the Group does not have any interest rate swaps in place. b) Credit risk Credit risk is managed on a Group basis and arises from contract assets, trade receivables, other receivables, favorable derivative financial instruments, and cash and cash equivalents. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected provision for impairment for all trade receivables, other receivables and contract assets. To measure the expected credit losses, trade receivables, other receivables and contract assets have been grouped based on shared risk characteristics and the days past due. Contract assets relate to unbilled revenue and have substantially the same risk characteristics as the trade receivables for the same types of contracts. Gross trade receivables can be analysed by due date and whether or not impaired as follows: 2026 2025 £’000 £’000 Neither past due nor impaired 123,334 157,747 Past due, not impaired 8,863 19,400 Not past due, impaired 325 — Past due, impaired 5,068 20,385 Gross trade receivables 137,590 197,532 A substantial majority of the Group’s Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group’s single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, instalments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in instalments. The Group tries to manage its credit risk with respect to those clubs by requiring payments upon completion of the transaction. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group’s sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with an investment grade Moody’s rating.

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Table of Contents Notes to the consolidated financial statements (continued) F-52 30 Financial risk management (continued) 30.1 Financial risk factors (continued) b) Credit risk (continued) Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £132,197,000 (2025: £177,147,000), £67,935,000 (2025: £102,614,000) relates to amounts receivable from various other football clubs in relation to player trading. Management considers that, based on historical information about default rates, the current strength of relationships (a number of which are recurring long term relationships), and forward-looking information, the credit quality of trade receivables and other receivables that are neither past due nor impaired, and for contract assets, is good. Trade receivables that are past due but not impaired relate to independent customers for whom there is no recent history of default. Accordingly, the identified provision for impairment for these receivables was immaterial. The identified provision for impairment of trade receivables that are past due and impaired is 100%. The closing provision for impairment of trade receivables as of 30 June 2026 reconciles to the opening provision for impairment as follows: 2026 2025 £’000 £’000 Provision as of 1 July 20,385 10,985 Increase in provision recognized in profit or loss during the year 1,711 519 Unused amount reversed – cash received (2,829) (81) Receivables written off during the year as uncollectible(1) (13,874) (584) Receivables offset against contract liabilities - deferred revenue — 9,546 Provision as of 30 June 5,393 20,385 (1) This balance includes receivables immediately written off as part of a contract variation signed with a commercial partner. Trade receivables and contract assets are written off when there is no reasonable expectation of recovery. The creation and release of provision for impaired receivables have been included in ‘other operating expenses’ in the statement of profit or loss. While other receivables, favorable derivative financial instruments, and cash and cash equivalents are also subject to the impairment requirements of IFRS 9, the identified provision for impairment on these items was immaterial. c) Liquidity risk The Group’s policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and our revolving facility as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows ordinarily being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

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Table of Contents Notes to the consolidated financial statements (continued) F-53 30 Financial risk management (continued) 30.1 Financial risk factors (continued) c) Liquidity risk (continued) Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group’s liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group’s borrowing facilities are described in Note 25. Financing facilities have been agreed at appropriate levels having regard to the Group’s operating cash flows and future development plans. Surplus cash held by the operating entities over and above that required for working capital management is invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2026, the Group held cash and cash equivalents of £67,246,000 (2025: £86,105,000). The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet. Less than 1 Between 1 Between 2 year and 2 years and 5 years Over 5 years £’000 £’000 £’000 £’000 Trade and other payables excluding social security and other taxes(1) 281,624 112,566 68,985 — Borrowings 148,008 38,019 688,720 — Lease liabilities 465 377 561 3,202 430,097 150,962 758,266 3,202 Non-trading derivative financial instruments(2): Cash outflow 4,131 938 — — At 30 June 2026 434,228 151,900 758,266 3,202 Trade and other payables excluding social security and other taxes(1) 340,948 152,573 76,286 — Borrowings 191,890 341,904 209,416 — Lease liabilities 971 1,223 3,366 6,198 533,809 495,700 289,068 6,198 Non-trading derivative financial instruments(2): Cash outflow 2,833 2,208 789 — At 30 June 2025 536,642 497,908 289,857 6,198 (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the reporting date.

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Table of Contents Notes to the consolidated financial statements (continued) F-54 30 Financial risk management (continued) 30.2 Hedging activities The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge). The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group’s US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group’s US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the statement of profit or loss immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the statement of profit or loss in the same accounting period, and within the same statement of profit or loss line (i.e. commercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2026 to June 2029. The foreign exchange gains or losses arising on re-translation of the Group’s unhedged US dollar borrowings are recognized in the statement of profit or loss immediately (within net finance income/costs). The table below details the net borrowings being hedged at the reporting date: 2026 2025 $’000 $’000 USD borrowings 775,000 650,000 Hedged USD cash (11,200) (32,500) Net USD debt 763,800 617,500 Hedged future USD revenues (166,000) (250,000) Unhedged USD borrowings 597,800 367,500 Closing exchange rate 1.3272 1.3709 The Group also ordinarily seeks to hedge the majority of the foreign exchange risk on revenue arising as a result of participation in UEFA club competitions, either by using contracted future foreign exchange expenses (including player transfer fee commitments) or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. The Group also seeks to hedge the foreign exchange risk on other contracted future foreign exchange expenses using available foreign exchange cash balances and forward foreign exchange contracts.

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Table of Contents Notes to the consolidated financial statements (continued) F-55 30 Financial risk management (continued) 30.2 Hedging activities (continued) Details of movements on the hedging reserve are as follows: Future US dollar Interest Total, Total, revenues rate swap Other before tax Tax after tax £’000 £’000 £’000 £’000 £’000 £’000 Balance at 1 July 2023 128 4,173 8,584 12,885 (8,883) 4,002 Exchange differences on hedged foreign exchange risks (880) — (3,602) (4,482) — (4,482) Reclassified to profit or loss 332 — 1,654 1,986 — 1,986 Change in fair value — (4,173) — (4,173) — (4,173) Tax relating to above — — — — 1,667 1,667 Movement recognized in other comprehensive income (548) (4,173) (1,948) (6,669) 1,667 (5,002) Balance at 30 June 2024 (420) — 6,636 6,216 (7,216) (1,000) Exchange differences on hedged foreign exchange risks 1,069 — (487) 582 — 582 Reclassified to profit or loss 347 — 702 1,049 — 1,049 Tax relating to above — — — — (408) (408) Movement recognized in other comprehensive income 1,416 — 215 1,631 (408) 1,223 Reclassified — — (7,525) (7,525) 7,525 — Balance at 30 June 2025 996 — (674) 322 (99) 223 Exchange differences on hedged foreign exchange risks (1,181) — 192 (989) — (989) Reclassified to profit or loss 185 — (344) (159) — (159) Tax relating to above — — — — 289 289 Movement recognized in other comprehensive income (996) — (152) (1,148) 289 (859) Balance at 30 June 2026 — — (826) (826) 190 (636) Summary of hedging reserve The Group’s hedging reserve comprises of two separate hedging reserves, the cash flow hedge reserve and the cost of hedging reserve. Details of balances in each reserve (net of tax) are shown below. At 30 June 2026 At 30 June 2025 £’000 £’000 Cash flow hedge reserve — 723 Cost of hedging reserve (636) (500) Total hedging reserve (636) 223

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Table of Contents Notes to the consolidated financial statements (continued) F-56 30 Financial risk management (continued) 30.3 Capital risk management The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as “equity” as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including current and non- current borrowings as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in Note 27.2. As of 30 June 2026, the Group had total borrowings of £689.0 million (2025: £637.0 million). As described in Note 25 above, the Group’s revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2026, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes. 31 Contingent liabilities and contingent assets 31.1 Contingent liabilities The Group had contingent liabilities at 30 June 2026 in respect of: (i) Transfer fees Under the terms of certain contracts with other football clubs and agents in respect of player transfers, additional amounts, in excess of the amounts included in the cost of registrations, would be payable by the Group if certain substantive performance conditions are met. These excess amounts are only recognized within the cost of registrations when the Group considers that it is probable that the condition related to the payment will be achieved. The maximum additional amounts that could be payable is £122,843,000 (2025: £135,761,000). No material adjustment was required to the amounts included in the cost of registrations during the year (2025: no material adjustments) and consequently there was no material impact on the amortization of registration charges in the statement of profit or loss (2025: no material impact). As of 30 June 2026, the maximum amount payable by type of condition and category of player was: First team squads Other Total £’000 £’000 £’000 Type of condition: MUFC/MUWFC appearances/team success/new contract 65,003 38,967 103,970 International appearances 1,647 2,245 3,892 Awards and future transfers 13,702 — 13,702 Other 1,219 60 1,279 81,571 41,272 122,843 As of 30 June 2025, the potential amount payable by type of condition and category of player was: First team squad Other Total £’000 £’000 £’000 Type of condition: MUFC/MUWFC appearances/team success/new contract 79,523 37,706 117,229 International appearances 1,431 2,285 3,716 Awards and future transfers 13,641 — 13,641 Other 1,115 60 1,175 95,710 40,051 135,761

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Table of Contents Notes to the consolidated financial statements (continued) F-57 31 Contingent liabilities and contingent assets (continued) 31.1 Contingent liabilities (continued) (ii) Tax matters We are currently in active discussions with UK tax authorities over a number of tax areas in relation to arrangements with players and players’ representatives. It is possible that in the future, as a result of discussions between the Group and UK tax authorities, as well as discussions UK tax authorities are holding with other stakeholders within the football industry, interpretations of applicable rules will be challenged, which could result in liabilities in relation to these matters. The information usually required by IAS 37 ‘Provisions, Contingent Liabilities and Contingent Assets’, is not disclosed on the grounds that it is not practicable to be disclosed. (iii) Legal matters While we are involved from time to time in various claims and lawsuits arising in the normal course of business, there are no pending claims or legal proceedings to which the Group is a party which we expect to have a material effect on the Group’s financial position, results of operations or cash flows. 31.2 Contingent assets (i) Transfer fees Under the terms of certain contracts with other football clubs in respect of player transfers, additional amounts would be payable to the Group if certain specific performance conditions are met. In accordance with the recognition criteria for contingent assets, such amounts are only disclosed by the Group when probable and recognized when virtually certain. As of 30 June 2026, the amount of such receipt considered to be probable was £nil (2025: £nil). 32 Commitments 32.1 Capital commitments As of 30 June 2026, the Group had contracted capital expenditure relating to property, plant and equipment amounting to £454,000 (2025: £13,262,000) and to other intangible assets amounting to £nil (2025: £nil). These amounts are not recognized as liabilities. 32.2 Non-cancellable operating leases (i) The group as lessor The Group leases out its investment properties. The minimum rentals in relation to non-cancellable operating leases are receivable as follows: 2026 2025 £’000 £’000 Within 1 year 3,365 3,037 Later than 1 year but not later than 5 years 7,456 8,738 Later than 5 years 12,327 11,597 23,148 23,372

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Table of Contents Notes to the consolidated financial statements (continued) F-58 33 Events occurring after the reporting period 33.1 Registrations The playing registrations of certain footballers have been disposed of subsequent to 30 June 2026, for total proceeds, net of associated costs, of £9,780,000. The associated net book value was £692,000. Also subsequent to 30 June 2026, solidarity contributions, training compensation, sell-on fees and contingent consideration totalling £11,235,000, became receivable in respect of previous playing registration disposals. Subsequent to 30 June 2026, the registrations of certain players and football management staff were acquired or extended for a total consideration, including associated costs, of £191,731,000. Payments are due within the next 5 years. Also, subsequent to 30 June 2026, sell-on fees and contingent consideration totalling £1,160,000 became payable in respect of previous playing registration acquisitions. 33.2 Revolving facility drawdowns On 29 July 2026, a drawdown under our revolving facility of £30.0 million was made. This took the total drawdown on our revolving facility to £140.0 million from a total available facility of £400.0 million. On 31 July 2026, a drawdown under our revolving facility of £70.0 million was made. This took the total drawdown on our revolving facility to £210.0 million from a total available facility of £400.0 million. On 28 August 2026, a drawdown under our revolving facility of £20.0 million was made. This took the total drawdown on our revolving facility to £230.0 million from a total available facility of £400.0 million. On 21 September 2026, a repayment under our revolving facility of £30.0 million was made. This took the total drawdown on our revolving facility to £200.0 million from a total available facility of £400.0 million. 34 Related party transactions Trusts and other entities controlled by six lineal descendants of Mr. Malcolm Glazer collectively own 3.03% of our issued and outstanding Class A ordinary shares and 71.06% of our issued and outstanding Class B ordinary shares, representing 67.91% of the voting power of our outstanding capital stock. INEOS Services Limited owns 28.83% of our issued and outstanding Class A ordinary shares and 28.96% of our issued and outstanding Class B ordinary shares, representing 28.95% of the voting power of our outstanding capital stock. During the year ended 30 June 2026, the Group provided sponsorship services to INEOS Automotive Limited of £600,000, temporarily transferred the registration of two academy players to FC Lausanne-Sport for nil consideration and incurred recharged costs of £223,000 from Inovyn Chlorvinyls Ltd (INEOS), £170,000 from INEOS Acetyls UK Ltd and £379,000 from INEOS Sales UK Ltd (INEOS). During the year ended 30 June 2025, the Group received services to the value of £4,700 for nil consideration from INEOS Automotive Limited. No amounts were outstanding with related parties at 30 June 2026 or 30 June 2025.

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Table of Contents Notes to the consolidated financial statements (continued) F-59 35 Subsidiaries The Group’s subsidiaries at 30 June 2026 are set out below. The proportion of ownership interest held equals the voting rights held by the Group. % of ownership Name of entity Principal activity interest Red Football Finance Limited* Dormant company 100 Red Football Holdings Limited* Holding company 100 Red Football Shareholder Limited Holding company 100 Red Football Joint Venture Limited Holding company 100 Red Football Limited Holding company 100 Red Football Junior Limited Holding company 100 Manchester United Limited Holding company 100 Alderley Urban Investments Limited Property investment company 100 Alderley Urban Investments II Limited Property investment company 100 Manchester United Football Club Limited Professional football club 100 Manchester United Women’s Football Club Limited Professional football club 100 Manchester United Interactive Limited Dormant company 100 MU 099 Limited Dormant company 100 MU Commercial Holdings Limited Non-trading company 100 MU Commercial Holdings Junior Limited Non-trading company 100 MU Finance Limited Non-trading company 100 MU RAML Limited Retail and licensing company 100 MUTV Limited Media company 100 RAML USA LLC Dormant company 100 * Direct investment of Manchester United plc, others are held by subsidiary undertakings. All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated in the Cayman Islands and RAML USA LLC which is incorporated in the state of Delaware in the United States. The registered office or principal executive office of all the above, with the exception of RAML USA LLC, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of RAML USA LLC is Corporation Trust Centre, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801, USA.

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Table of Contents Notes to the consolidated financial statements (continued) F-60 36 Additional information – Financial Statement Schedule I Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission (“SEC”) Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc’s consolidated subsidiaries as of 30 June 2026 exceeded the 25% threshold. As of 30 June 2026, the Group had total borrowings of £689.0 million (2025: £637.0 million). As described in Note 25 above, the Group’s revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2026, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes. Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements. The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value. As of 30 June 2026, 2025 and 2024 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any. During the years ended 30 June 2026, 2025 & 2024, no cash dividends were declared or paid. Condensed statement of profit or loss of the Company Year ended 30 June 2026 2025 2024 £’000 £’000 £’000 Operating expenses excluding exceptional items (6,448) (7,816) (10,866) Exceptional items 306 (55) (43,324) Finance income 6,992 6,973 2,509 Profit/(loss) before income tax 850 (898) (51,681) Income tax expense (2) (1) — Profit/(loss) for the year 848 (899) (51,681) There were no items of other comprehensive loss or income in the years ended 30 June 2026, 2025 or 2024 and therefore no statement of comprehensive income/(loss) has been presented.

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Table of Contents Notes to the consolidated financial statements (continued) F-62 36 Additional information – Financial Statement Schedule I (continued) Condensed statement of changes in equity of the Company Share Share Treasury Retained capital premium shares earnings Total equity £’000 £’000 £’000 £’000 £’000 Balance at 1 July 2023 53 68,822 (21,305) 246,187 293,757 Loss for the year — — — (51,681) (51,681) Total comprehensive loss for the year — — — (51,681) (51,681) Proceeds from issue of shares 2 158,539 — — 158,541 Equity-settled share-based payments — — — 876 876 Balance at 30 June 2024 55 227,361 (21,305) 195,382 401,493 Loss for the year — — — (899) (899) Total comprehensive loss for the year — — — (899) (899) Proceeds from issue of shares 1 79,984 — — 79,985 Equity-settled share-based payments — — — 658 658 Balance at 30 June 2025 56 307,345 (21,305) 195,141 481,237 Profit for the year — — — 848 848 Total comprehensive profit for the year — — — 848 848 Equity-settled share-based payments — — — 243 243 Balance at 30 June 2026 56 307,345 (21,305) 196,232 482,328 Condensed statement of cash flows of the Company Year ended 30 June 2026 2025 2024 £’000 £’000 £’000 Cash flows from operating activities Profit/(loss) before income tax 850 (898) (51,681) Adjustments for: Non-cash employee benefit expense - equity-settled share-based payments 243 658 875 Foreign exchange (gains)/losses on operating activities (4) 18 1 Changes in working capital: Other receivables — — (1) Amounts owed by subsidiaries (6,828) (6,111) (3,371) Other payables 365 (6,433) 3,216 Amounts due to subsidiaries 5,379 12,486 25,253 Net cash inflow/(outflow) from operating activities 5 (280) (25,708) Cash flows from financing activities Proceeds from issue of shares — 79,985 158,541 Net cash inflow from financing activities — 79,985 158,541 Cash flows from investing activities Loans advanced to subsidiaries — (79,985) (133,175) Net cash outflow from investing activities — (79,985) (133,175) Effect of exchange rate changes on cash and cash equivalents 4 (18) (1) Net increase/(decrease) in cash and cash equivalents 9 (298) (343) Cash and cash equivalents at beginning of year 74 372 715 Cash and cash equivalents at end of year 83 74 372

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This SEVENTH AMENDMENT AND RESTATEMENT AGREEMENT (“Seventh Amendment and Restatement Agreement”) is made the 10 June 2026 among: (1) RED FOOTBALL LIMITED (registration number 5370076) (the “Company”); (2) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY (formerly known as Bank of America Merrill Lynch International Designated Activity Company) (the “Agent”); and (3) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY (formerly known as Bank of America Merrill Lynch International Designated Activity Company) (the “Lender”). BACKGROUND: (A) By a term facility agreement dated 20 May 2013 between the Company, the Original Agent and Bank of America, N.A. as the Original Lender, the Original Lender agreed to make available a term facility to MU Finance Limited (formerly known as MU Finance plc), as Original Borrower, on the terms and conditions set out in the Original Facility Agreement as amended and/or restated pursuant to amendment and restatement agreements dated 11 August 2014 and 15 May 2015, amendment letters dated 26 June 2015 and 11 September 2015, amendment and restatement agreements dated 14 June 2018, 5 August 2019 and 4 March 2021, amendment letters dated 10 December 2021 and 4 November 2022 and an amendment and restatement agreement dated 1 June 2023 (the “Original Facility Agreement”). (B) Pursuant to Clause 2.3 (Obligors’ Agent) of the Original Facility Agreement, each Obligor (other than the Company) irrevocably appointed the Company to act on its behalf as its agent in relation to the Finance Documents and irrevocably authorised the Company to effect amendments, supplements and variations to the Finance Documents notwithstanding that they may affect an Obligor, without further reference to or the consent of that Obligor. (C) The Company has informed the Finance Parties that it is intended that the Notes and the Note Purchase Agreement (as defined in the Original Facility Agreement) be terminated and prepaid (the “Prepayment”) with the proceeds of the $550,000,000 5.36% guaranteed senior secured notes due 10 June 2031 to be issued by MUFC (the “New Notes”) pursuant to a note purchase agreement dated on or about the date of this Seventh Amendment and Restatement Agreement (the “New Note Purchase Agreement”). (D) The parties to this Seventh Amendment and Restatement Agreement wish to further amend and restate the Original Facility Agreement to reflect certain changes agreed between them in connection with the Prepayment and MUFC’s issuance of the New Notes.

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(E) Pursuant to (x) clause 43.2 (Required consents) of the Original Facility Agreement, the Agent has been irrevocably authorised and instructed by the Majority Lenders and (y) clause 43.3(d) (Exceptions) of the Original Facility Agreement, the Agent has been irrevocably authorised and instructed by Lenders whose Commitments aggregate 80 per cent. or more of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregate 80 per cent. or more of the Total Commitments immediately prior to that reduction) to enter into the amendments contemplated by this Seventh Amendment and Restatement Agreement to document the consents obtained and the amendments agreed. IT IS AGREED as follows: 1. DEFINITIONS AND INTERPRETATION 1.1 Definitions In this Seventh Amendment and Restatement Agreement: 1.1.1 Unless defined in this Seventh Amendment and Restatement Agreement, a term defined in the Original Facility Agreement has the same meaning in this Seventh Amendment and Restatement Agreement. 1.1.2 “Effective Date” means the later of (a) date on which the Agent provides the confirmation pursuant to Clause 4 (Effective Date) below and (b) the date specified in writing by the Company pursuant to paragraph 5(b)(ii) of Schedule 1 (Conditions Precedent to the Effective Date) as the issue date of the New Notes. 1.1.3 “Original Facility Agreement” has the meaning given to the term in the Background hereto. 1.1.4 “Restated Facility Agreement” means the Original Facility Agreement as amended and restated in the form set out in Schedule 2 (Amended and Restated Facility Agreement). 1.1.5 “Up-Front Fee Letter” has the meaning given in clause 5.1 hereto. References in the Original Facility Agreement to “this Agreement”, “hereof”, “hereunder” and expressions of similar import shall be deemed to be references to the Restated Facility Agreement and to this Seventh Amendment and Restatement Agreement. 1.2 Interpretation 1.2.1 Unless otherwise expressly stated herein, in this Seventh Amendment and Restatement Agreement a reference to a “Clause” or a “Schedule” is a reference to a Clause or a

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Schedule, as the case may be, in or of this Seventh Amendment and Restatement Agreement. Headings are for convenience only and shall not affect the construction of this Seventh Amendment and Restatement Agreement. 1.2.2 Clause 1.2 (Construction) of the Original Facility Agreement will be deemed to be set out in full in Seventh Amendment and Restatement Agreement, mutatis mutandis, but as if references in that clause to the Original Facility Agreement were references to this Seventh Amendment and Restatement Agreement. 1.2.3 It is agreed that this Seventh Amendment and Restatement Agreement will constitute a Finance Document for the purposes of the Original Facility Agreement and a Debt Document under and as defined in the Intercreditor Agreement. 2. AMENDMENTS TO AND RESTATEMENT OF THE FACILITY AGREEMENT 2.1 With effect on and from the Effective Date, the Original Facility Agreement shall be amended and restated in the form set out in Schedule 2 (Amended and Restated Facility Agreement) (subject to any further amendments and changes made after the date of this Seventh Amendment and Restatement Agreement in accordance with clause 43 (Amendments and Waivers) of the Original Facility Agreement) so that the rights and obligations of the parties to this Seventh Amendment and Restatement Agreement relating to their performance on and after the Effective Date under the Original Facility Agreement shall be governed by, and construed in accordance with, the terms of the Restated Facility Agreement. 2.2 The Original Facility Agreement is amended only to the extent set out in the Restated Facility Agreement. Except as expressly set out in this Seventh Amendment and Restatement Agreement, the terms of the Finance Documents remain in full force and effect in all other respects. 2.3 The Company (for itself and as Obligors’ Agent on behalf of the other Obligors) and the Agent (for itself and on behalf of each other Finance Party) agree that, with effect on and from the Effective Date, they shall have the rights and take on the obligations ascribed to them under the Restated Facility Agreement. 3. REPRESENTATIONS AND WARRANTIES The Company (for itself and as Obligors’ Agent on behalf of the other Obligors) represents and warrants to the Agent that the Repeating Representations are true and accurate in all respects (or, in the case of such Repeating Representations which are not otherwise subject to a materiality threshold or qualification in accordance with their terms, are correct in all material respects) as at the date of this Seventh Amendment and Restatement Agreement and as at the Effective Date.

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4. EFFECTIVE DATE The provisions of Clause 2 (Amendments to and Restatement of the Facility Agreement) of this Seventh Amendment and Restatement Agreement shall come into effect on the Effective Date when the Agent has confirmed in writing to the Company that (i) it has received or (ii) it has waived the requirement to receive, unless stated otherwise in form and substance satisfactory to the Agent (acting reasonably), all of the documents and evidence referred to in Schedule 1 (Conditions Precedent to the Effective Date) to this Seventh Amendment and Restatement Agreement. The Agent shall provide such confirmation to the Company and the Lenders promptly upon being so satisfied. 5. FEES AND EXPENSES The Company shall: 5.1 pay to the Agent for the account of the Lender an upfront fee in the amount, manner and at the times agreed in a fee letter dated on or about the date of this Seventh Amendment and Restatement Agreement (the “Up-Front Fee Letter”); and 5.2 pursuant to clause 24.2 (Amendment Costs) of the Original Facility Agreement, within three Business Days of receipt of the corresponding invoice, reimburse the Agent for the amount of all costs and expenses (including reasonable legal fees) reasonably incurred by the Agent in connection with this Seventh Amendment and Restatement Agreement, the Original Facility Agreement and the arrangements contemplated thereby, whether or not the Effective Date occurs. 6. CONSENT OF THE GUARANTORS The Company on behalf of itself and on behalf of the other Guarantors hereby consents, acknowledges and agrees to the amendments and other matters set forth in this Seventh Amendment and Restatement Agreement and hereby confirms and ratifies in all respects the guarantee in Clause 25 (Guarantee and Indemnity) in the Original Facility Agreement (including without limitation the continuation of each Guarantor’s payment and performance obligations thereunder upon and after the effectiveness of this Seventh Amendment and Restatement Agreement) and the enforceability of such guarantee against such Guarantor in accordance with its terms. 7. MISCELLANEOUS 7.1 The provisions of Clause 39 (Notices), Clause 41 (Partial Invalidity), Clause 42 (Remedies and Waivers), Clause 48.1(a) and (b) (Jurisdiction of English courts) and clause 48.2 (Contractual

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SCHEDULE 1 Conditions Precedent to the Effective Date 1. Original Obligors (a) A resolution of the board of directors (or, if applicable, a committee of the board) of each Original Obligor: (i) approving the terms of, and the transactions contemplated by the Finance Documents to which it is a party and resolving that it execute, deliver and perform the Finance Documents to which it is a party; (ii) authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; and (iii) authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party. (b) If applicable, a copy of a resolution of the board of directors of the Original Obligor, establishing the committee referred to in paragraph (a) above. (c) A specimen of the signature of each person authorised by the resolution referred to in paragraph (a) above and who have signed the applicable Finance Documents and related documents to which that Original Obligor is party. (d) A copy of a resolution signed by all the holders of the issued shares in each Original Obligor, approving the terms of, and the transactions contemplated by, the Finance Documents to which the Original Obligor is a party. (e) A copy of a resolution of the board of directors of each corporate shareholder that is an Original Obligor of each Original Obligor approving the terms of the resolution referred to in paragraph (d) above. (f) A certificate of an authorised signatory of each Original Obligor confirming that borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar limit binding on any Original Obligor to be exceeded. (g) A certificate of an authorised signatory of each Original Obligor certifying that its constitutional documents as previously delivered to the Agent (or attaching a copy of its constitutional documents) and each copy document relating to it specified in this Schedule 1 is correct, complete and in full force and effect and has not been amended or superseded as at a date no earlier than the date of this Seventh Amendment and Restatement Agreement. 2. Note Documents An executed copy of the New Note Purchase Agreement (which will not have to be in form and substance satisfactory to the Agent or any of the Lenders). 3. Finance Documents (a) This Seventh Amendment and Restatement Agreement executed by the Company.

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THIS AGREEMENT is dated 20 May 2013 as amended and restated pursuant to amendment and restatement agreements dated 11 August 2014 and 15 May 2015, amendment letters dated 26 June 2015 and 11 September 2015, amendment and restatement agreements dated 14 June 2018, 5 August 2019 and 4 March 2021, amendment letters dated 10 December 2021 and 4 November 2022, as further amended and restated pursuant to an amendment and restatement agreement dated 1 June 2023 and as further amended and restated pursuant to an amendment and restatement agreement dated 10 June 2026 and made between: (1) RED FOOTBALL LIMITED (registration number 5370076) (the “Company”); (2) MANCHESTER UNITED FOOTBALL CLUB LIMITED (registration number 00095489) (the “Original Borrower”); (4) THE SUBSIDIARIES of the Company listed in Part I of Schedule 1 (The Original Parties) (together with the Company, the “Original Guarantors”); (5) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as lender (the “Original Lender”); and (6) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as agent of the other Finance Parties (the “Agent”). IT IS AGREED as follows: SECTION 1 INTERPRETATION 1. DEFINITIONS AND INTERPRETATION 1.1 Definitions In this Agreement: “2017 Existing Note Indenture” means the indenture governing the Existing Notes dated on or about 20 May 2013, and made between, among others, the Security Trustee, MU Finance Limited (formerly known as MU Finance plc) and the senior note guarantors. “2017 Existing Notes” means the senior secured notes due 2017 issued by MU Finance Limited (formerly known as MU Finance plc) under the 2017 Existing Note Indenture. “2021 Amendment Letter” means the amendment letter from the Company to the Agent dated 10 December 2021. “2022 Amendment Letter” means the amendment letter from the Agent to the Company dated 4 November 2022. “Acceleration Event” means, following the occurrence of an Event of Default which is then continuing the Agent:

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2 (a) giving a notice of acceleration pursuant to, and in accordance with, paragraph (b) or (d) (but only if such notice relates to the enforcement of Transaction Security) of Clause 30.13 (Acceleration); or (b) having previously placed any part of a Facility on demand pursuant to, and in accordance with, paragraph (a) or (c) of Clause 30.13 (Acceleration), making a demand for payment as referred to therein, which notice or demand has not been withdrawn, cancelled or otherwise ceased to have effect. “Acceptable Bank” means: (a) a bank or financial institution which has a rating for its unsecured and non credit-enhanced debt obligations of A-1 or higher by Standard & Poor’s Rating Services, F-1 or higher by Fitch Ratings Ltd or P-1 or higher by Moody’s Investor Services Limited or a comparable rating from an internationally recognised credit rating agency; or (b) any other bank or financial institution approved by the Agent. “Accession Deed” means a document substantially in the form set out in Schedule 7 (Form of Accession Deed). “Accounting Reference Date” means 30 June. “Additional Borrower” means a company which becomes an Additional Borrower in accordance with Clause 33 (Changes to the Obligors). “Additional Business Day” means any day specified as such in the applicable RFR Terms. “Additional Guarantor” means a company which becomes an Additional Guarantor in accordance with Clause 33 (Changes to the Obligors). “Additional Loan” means a Loan in the aggregate amount of $7,892,500 that the Lenders made available to the Original Borrower on the First Amendment Effective Date. “Additional Obligor” means an Additional Borrower or an Additional Guarantor. “Additional Shareholder Funding” means the net cash proceeds received by the Company of: (a) any subscription for shares in the capital of the Company or capital contribution to the Company that does not result in the occurrence of a Change of Control; and/or (b) any debt advanced to the Company by any direct or indirect Holding Company of the Company or any Investor Affiliate provided after the Closing Date and subordinated on the terms of the Intercreditor Agreement as Subordinated

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3 Liabilities (as defined therein) or on other terms acceptable to the Agent (acting reasonably). “Adjustments” means “Adjustments” as defined in Schedule 16 (Table of values for X). “Affiliate” means, in relation to any person, a Subsidiary of that person or a Holding Company of that person or any other Subsidiary of that Holding Company. “Agent’s Spot Rate of Exchange” means the Agent’s spot rate of exchange for the purchase of the relevant currency with the Base Currency in the London foreign exchange market at or about 11:00 a.m. on a particular day. “Agreed Security Principles” means the agreed security principles set out in Schedule 8 (Agreed Security Principles). “Agreement” means this Agreement, as amended by the First Amendment and Restatement Agreement, the Second Amendment and Restatement Agreement, the Third Amendment and Restatement Agreement, the Fourth Amendment and Restatement Agreement, the Fifth Amendment and Restatement Agreement, the Sixth Amendment and Restatement Agreement, the Seventh Amendment and Restatement Agreement and as further amended and/or amended and restated from time to time. “Amendment Effective Date Lender” means Bank of America Europe Designated Activity Company. “Annual Financial Statements” has the meaning ascribed to such term in Clause 27 (Information Undertakings). “Anti-Corruption Laws” means all laws, rules, and regulations of any jurisdiction applicable to each Borrower or its Subsidiaries from time to time concerning or relating to bribery or corruption. “Anti-Money Laundering Laws” means all applicable financial record keeping and reporting requirements and money laundering statutes in all jurisdictions in which the Company and its subsidiaries conduct business, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any governmental agency. “Article 55 BRRD” means Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms. “Assigned Account” means any Mandatory Prepayment Account (as defined in any Debt Document (as defined in the Intercreditor Agreement)) and any other account that may from time to time be identified in writing as an Assigned Account by the Security Trustee and the Company in accordance with the terms of the applicable Transaction Security Documents, including any renewal or redesignation of such accounts. “Assignment Agreement” means an agreement substantially in the form set out in Schedule 6 (Form of Assignment Agreement) or any other form (including electronic documentation generated by MarkitClear or another electronic platform) agreed between the relevant assignor and assignee provided that if that other form does not

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4 contain the undertaking set out in the form set out in Schedule 6 (Form of Assignment Agreement) it shall not be a Creditor/Creditor Representative Accession Undertaking as defined in, and for the purposes of, the Intercreditor Agreement. “Auditors” means an accounting firm of international standing appointed by the Company (which shall include, for the avoidance of doubt, the auditors of the Group as of the Seventh Amendment Effective Date). “Authorisation” means an authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration. “Availability Period” means: (a) the period from and including the date of this Agreement to and including the earlier of (i) the date falling 90 days thereafter and (ii) the first Utilisation Date to occur after the date of this Agreement; and (b) in relation to an Additional Loan, the date falling two Business Days after (but not including) the First Amendment Effective Date. “Available Facility” means the aggregate for the time being of each Lender’s Commitment during the Availability Period or on the First Amendment Effective Date, as applicable. “Bail-In Action” means the exercise of any Write-down and Conversion Powers. “Bail-In Legislation” means: (a) in relation to an EEA Member Country which has implemented, or which at any time implements, Article 55 BRRD, the relevant implementing law or regulation as described in the EU Bail-In Legislation Schedule from time to time; (b) in relation to the United Kingdom, the UK Bail-In Legislation; and (c) in relation to any state other than such an EEA Member Country or the United Kingdom, any analogous law or regulation from time to time which requires contractual recognition of any Write-down and Conversion Powers contained in that law or regulation. “Base Case Model” means the financial model including profit and loss, balance sheet and cashflow projections in agreed form relating to the Restricted Group. “Base Currency” means U.S. Dollars. “Borrowers” means the Original Borrower or an Additional Borrower unless it has ceased to be a Borrower in accordance with Clause 33 (Changes to the Obligors). “Borrowings” has the meaning given to that term in Clause 28.1 (Financial definitions). “Break Costs” means, in respect of any RFR Loan, any amount specified as such in the applicable RFR Terms.

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5 “Budget” means any budget delivered by the Company to the Agent in respect of that period pursuant to Clause 27.4 (Budget). “Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in London and New York: (a) (in relation to any date for payment or purchase of a currency) the principal financial centre of the country of that currency; or (b) (in relation to: (i) any date for payment or purchase of a RFR Currency; or (ii) the determination of the first day or the last day of an Interest Period for a RFR Loan, or otherwise in relation to the determination of the length of such an Interest Period), which is an Additional Business Day relating to that currency or that Loan. “Capital Expenditure” has the meaning given to such term in Clause 28.1 (Financial definitions). “Cash” means cash in hand and credit balances or amounts on deposit in an account in the name of a member of the Restricted Group with an Acceptable Bank which are freely transferable and freely convertible and accessible by a member of the Restricted Group within 30 days so long as repayment of that cash is not contingent on the prior discharge of any other indebtedness of any person or on the satisfaction of any other condition (other than the making of a withdrawal request by a member of the Restricted Group where that member of the Restricted Group is freely able to make such a request at its discretion and without any restriction) and that cash is not subject to any Security (other than Transaction Security) and, for the avoidance of doubt, excluding any amount standing to the credit of any Mandatory Prepayment Account. “Cash Equivalent Investments” means at any time: (a) certificates of deposit maturing within one year after the relevant date of calculation and issued by an Acceptable Bank; (b) any investment in marketable debt obligations issued or guaranteed by the government of the United States of America, the United Kingdom, any member state of the European Economic Area or any Participating Member State or by an instrumentality or agency of any of them having an equivalent credit rating which: (i) matures within one year after the relevant date of calculation; and (ii) is not convertible or exchangeable to any other security, provided that the relevant issuer or guarantor is rated at least A-1 by Standard & Poor’s Rating Services, F-1 by Fitch Ratings or P-1 by Moody’s Investor Services Limited;

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6 (c) open market commercial paper not convertible or exchangeable to any other security: (i) for which a recognised trading market exists; (ii) issued by an issuer incorporated in the United States of America, the United Kingdom, any member state of the European Economic Area or any Participating Member State; (iii) which matures within one year after the relevant date of calculation; and (iv) which has a credit rating of either A-1 or higher by Standard & Poor’s Rating Services, F-1 or higher by Fitch Ratings or P-1 or higher by Moody’s Investor Services Limited, or, if no rating is available in respect of the commercial paper, the issuer of which has, in respect of its unsecured and non credit enhanced debt obligations, an equivalent rating; (d) sterling bills of exchange issued eligible for rediscount at the Bank of England and accepted by an Acceptable Bank (or any dematerialised equivalent); (e) investments accessible within 30 days in money market funds which: (i) have a credit rating of either A-1 or higher by Standard & Poor’s Rating Services, F-1 or higher by Fitch Ratings or P-1 or higher by Moody’s Investor Services Limited; and (ii) invest substantially all their assets in securities of the types described in paragraphs (a) to (e) above; or (f) any other debt security approved by the Majority Lenders, in each case, to which any member of the Restricted Group is beneficially entitled at that time and which is not issued or guaranteed by any member of the Restricted Group or subject to any Security (other than the Transaction Security Documents). “Cashflow” has the meaning given to such term in Clause 28.1 (Financial definitions) “Certain Funds Default” means a Default arising under or in connection with one of the following Clauses: (a) Clause 30.1 (Non-payment); (b) Clause 30.3 (Other obligations) as it relates to: (i) Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 17 (Restrictive Covenants); and (ii) Clause 4 (Liens) of Schedule 17 (Restrictive Covenants). (c) Clause 30.4 (Misrepresentation) as it relates to Clause 26.1 (Status), Clause 26.2 (Binding obligations), Clause 26.3 (Non-conflict with other obligations),

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8 (a) in relation to an Original Lender, the amount in the Base Currency set opposite its name under the heading “Original Commitment” in Part II of Schedule 1 (The Lenders) and the amount of any other Commitment transferred to it under this Agreement; (b) in relation to the Amendment Effective Date Lender, the amount in the Base Currency set opposite its name under the heading “Additional Commitment” in Part II of Schedule 1 (The Lenders) and the amount of any other Commitment transferred to it under this Agreement; and (c) in relation to any other Lender, the amount in the Base Currency of any Commitment transferred to it under this Agreement, to the extent not cancelled, reduced or transferred by it under this Agreement. “Compliance Certificate” means a certificate substantially in the form set out in Schedule 9 (Form of Compliance Certificate). “Compounded Reference Rate” means, in relation to any RFR Banking Day during the Interest Period of a RFR Loan, the percentage rate per annum which is the aggregate of the applicable: (a) Daily Non-Cumulative Compounded RFR Rate for that RFR Banking Day; and (b) Credit Adjustment Spread, if any. “Compounding Methodology Supplement” means, in relation to the Daily Non-Cumulative Compounded RFR Rate, a document which: (a) is agreed in writing by the Company, the Agent (in its own capacity) and the Agent (acting on the instructions of the Majority Lenders); (b) specifies a calculation methodology for that rate; and (c) has been made available to the Company and each Finance Party. “Confidential Information” means all information relating to the Company, any Obligor, the Group, the Finance Documents or the Facility of which a Finance Party becomes aware in its capacity as, or for the purpose of becoming, a Finance Party or which is received by a Finance Party in relation to, or for the purpose of becoming a Finance Party under, the Finance Documents from either: (a) any member of the Group or any of their advisers; or (b) another Finance Party, if the information was obtained by that Finance Party directly or indirectly from any member of the Group or any of their advisers, (c) in whatever form, and includes information given orally and any document, electronic file or any other way of representing or recording information which contains or is derived or copied from such information but excludes: (i) information that:

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9 (A) is or becomes public information other than as a direct or indirect result of any breach by that Finance Party of Clause 44 (Confidentiality); or (B) is identified in writing at the time of delivery as non-confidential by any member of the Group or any of their advisers; or (C) is known by that Finance Party before the date the information is disclosed to it in accordance with paragraphs (a) or (b) above or is lawfully obtained by that Finance Party after that date, from a source which is, as far as that Finance Party is aware, unconnected with the Group or their advisers and which, in either case, as far as that Finance Party is aware, has not been obtained in breach of, and is not otherwise subject to, any obligation of confidentiality; and (ii) any Funding Rate. “Confidentiality Undertaking” means a confidentiality undertaking substantially in the recommended form of the LMA at the relevant time or in any other form agreed between the Company and the Agent. “Consolidated EBITDA” has the meaning given to such term in Clause 28.1 (Financial definitions). “Credit Adjustment Spread” means, in respect of any RFR Loan, any rate specified as such in the applicable RFR Terms. “Consolidated Net Finance Charges” has the meaning given to such term in Clause 28.1 (Financial definitions). “CTA” means the Corporation Tax Act 2009. “Current Assets” has the meaning given to such term in Clause 28.1 (Financial definitions). “Current Liabilities” has the meaning given to such term in Clause 28.1 (Financial definitions). “Daily Non-Cumulative Compounded RFR Rate” means, in relation to any RFR Banking Day during an Interest Period for a RFR Loan, the percentage rate per annum determined by the Agent (or by any other Finance Party which agrees to determine that rate in place of the Agent) in accordance with the methodology set out in Schedule 19 (Daily Non-Cumulative Compounded RFR Rate) or in any relevant Compounding Methodology Supplement. “Daily Rate” means the rate specified as such in the applicable RFR Terms. “Debt Document” has the meaning given to it in the Intercreditor Agreement. “Default” means an Event of Default or any event or circumstance specified in Clause 30 (Events of Default) which would (with the expiry of a grace period, the giving

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10 of notice, the making of any determination under the Finance Documents or any combination of any of the foregoing) be an Event of Default provided that any such event which is subject to a qualification as to materiality or requires a determination to be made shall not constitute a Default unless such qualification is satisfied or such determination is made, as the case may be. “Delegate” means any delegate, agent, attorney or co-trustee appointed by the Security Trustee. “Disruption Event” means either or both of: (a) a material disruption to those payment or communications systems or to those financial markets which are, in each case, required to operate in order for payments to be made in connection with the Facility (or otherwise in order for the transactions contemplated by the Finance Documents to be carried out) which disruption is not caused by, and is beyond the control of, any of the Parties; or (b) the occurrence of any other event which results in a disruption (of a technical or systems-related nature) to the treasury or payments operations of a Party preventing that, or any other Party: (i) from performing its payment obligations under the Finance Documents; or (ii) from communicating with other Parties in accordance with the terms of the Finance Documents, and which (in either such case) is not caused by, and is beyond the control of, the Party whose operations are disrupted. “Dormant Subsidiary” means a member of the Restricted Group which does not trade (for itself or as agent for any person) and does not own, legally or beneficially, assets which (excluding loans made to other members of the Restricted Group) in aggregate have a value of £2,500,000 or more or its equivalent in other currencies or, in the case of loans made to other members of the Restricted Group, which in aggregate have a value of £2,500,000 or more or its equivalent in other currencies. “EEA Member Country” means any member state of the European Union, Iceland, Liechtenstein and Norway and any other country that becomes a member of the European Economic Area on or after the Fourth Amendment Effective Date. “Environment” means humans, animals, plants and all other living organisms including the ecological systems of which they form part and the following media: (a) air (including, without limitation, air within natural or man-made structures, whether above or below ground); (b) water (including, without limitation, territorial, coastal and inland waters, water under or within land and water in drains and sewers); and (c) land (including, without limitation, land under water).

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11 “Environmental Claim” means any claim, proceeding or investigation by any person in respect of any Environmental Law. “Environmental Law” means any applicable law or regulation which relates to: (a) the pollution or protection of the Environment; (b) the conditions of the workplace; or (c) the generation, handling, storage, use, release or spillage of any substance which, alone or in combination with any other, is capable of causing harm to the Environment, including, without limitation, any waste. “Environmental Permits” means any permit and other Authorisation and the filing of any notification, report or assessment required under any Environmental Law for the operation of the business of any member of the Restricted Group conducted on or from the properties owned or used by any member of the Restricted Group. “EU Bail-In Legislation Schedule” means the document described as such and published by the LMA (or any successor person) from time to time. “Event of Default” means any event or circumstance specified as such in Clause 30 (Events of Default). “Exceptional Items” has the meaning given to such term in Clause 28.1 (Financial definitions). “Excluded Subsidiary” means: (a) MUTV; (b) Alderley Urban Investments Limited (a company incorporated in England and Wales with registered number 03132053); (c) each member of the New Holdco Group; (d) prior to the New Stadium Designation Date (and, for avoidance of doubt, not on or after the New Stadium Designation Date), the New Stadium Group (unless the Company elects in its sole and absolute discretion in writing to the Agent that the New Stadium Group will no longer be an Excluded Subsidiary); (e) provided that such Restricted Subsidiary has been designated by the Company by written notice to the Agent as an Excluded Subsidiary, a Restricted Subsidiary formed solely for the purpose of holding one or more assets or properties that are to be financed, in whole or in part, with Indebtedness (as defined in Schedule 17 (Restrictive Covenants)) incurred pursuant to paragraph (e) or (o) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 17 (Restrictive Covenants) if the only assets and properties (other than assets that are de minimis in value) owned by such Restricted Subsidiary are financed, in whole or in part, with Indebtedness incurred pursuant to paragraphs (e) or (o) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 17 (Restrictive

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12 Covenants) for so long as any such Indebtedness remains outstanding and an obligation of such Restricted Subsidiary (it being understood that promptly upon the retirement or repayment of such Indebtedness or the assumption of such Indebtedness by a Person other than such Restricted Subsidiary, such Restricted Subsidiary shall cease to be an Excluded Subsidiary and shall, subject to the Agreed Security Principles, become an Additional Guarantor (to the extent it would otherwise be required to do so)); and (f) provided that such Restricted Subsidiary has been designated by the Company by written notice to the Agent as an Excluded Subsidiary, any Person that becomes a Restricted Subsidiary after the Seventh Amendment Effective Date as a result of the acquisition of such Person by a Restricted Subsidiary of the Company (other than Red Football Junior Limited) where such Person will have outstanding, following the consummation of such acquisition, Indebtedness as defined in Schedule 17 (Restrictive Covenants) permitted to be incurred pursuant to paragraph (m) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 17 (Restrictive Covenants) and such Person would be required to obtain the consent of the holders of such Indebtedness to become an Additional Guarantor or grant Transaction Security, for so long as any such Indebtedness remains outstanding and an obligation of such Person (it being understood that promptly upon the retirement or repayment of such Indebtedness or the assumption of such Indebtedness by a Person other than such Person, such Person shall cease to be an Excluded Subsidiary and shall, subject to the Agreed Security Principles, become an Additional Guarantor (to the extent it would otherwise be required to do so)). “Existing Notes” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Existing Note Purchase Agreement” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Existing Security Documents” means: (a) the English law debenture dated 29 January 2010 between the Company, Red Football Junior Limited, MUL, MUFC and MU Finance Limited (formerly known as MU Finance plc) and J.P. Morgan Europe Limited (the “Existing Debenture”); (b) the English law mortgage dated 29 January 2010 between MUL and J.P. Morgan Europe Limited; (c) the English law mortgage dated 29 January 2010 between MUFC and J.P. Morgan Europe Limited; and (d) the English law mortgage dated 23 April 2010 between MUL and J.P. Morgan Europe Limited. “Existing Stadium” means the football stadium at Old Trafford Stadium, Sir Matt Busby Way, Manchester M16 0RA, England owned by MUFC.

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13 “Existing RCF Facilities Agreement” means the revolving facilities agreement dated 29 January 2010 (as amended and/or restated from time to time) between, amongst others, the Company, J.P. Morgan Europe Limited as agent and security trustee, JPMorgan Chase Bank, N.A. as alternative L/C fronting bank, and the lenders listed therein. “Facility” means the term loan facilities made available under this Agreement as described in Clause 2 (The Facility). “Facility Office” means the office or offices notified by a Lender to the Agent in writing on or before the date it becomes a Lender (or, following that date, by not less than five Business Days’ written notice) as the office or offices through which it will perform its obligations under this Agreement. “Fallback Interest Period” means one Month. “FATCA” means: (a) sections 1471 to 1474 of the Code or any associated regulations; (b) any treaty, law or regulation of any other jurisdiction, or relating to an intergovernmental agreement between the U.S. and any other jurisdiction, which (in either case) facilitates the implementation of any law or regulation referred to in paragraph (a) above; or (c) any agreement pursuant to the implementation of any treaty, law or regulation referred to in paragraphs (a) or (b) above with the U.S. Internal Revenue Service, the U.S. government or any governmental or taxation authority in any other jurisdiction. “FATCA Application Date” means: (a) in relation to a “withholdable payment” described in section 1473(1)(A)(i) of the Code (which relates to payments of interest and certain other payments from sources within the US), 1 July 2014; or (b) in relation to a “passthru payment” described in section 1471(d)(7) of the Code not falling within paragraph (a) above, the first date from which such payment may become subject to a deduction or withholding required by FATCA. “FATCA Deduction” means a deduction or withholding from a payment under a Finance Document required by FATCA. “FATCA Exempt Party” means a Party that is entitled to receive payments free from any FATCA Deduction. “Fee Letter” means (a) any letter or letters dated on or about the date of this Agreement between the Original Agent and the Company and/or the Original Lender and the Company setting out any of the fees referred to in Clause 19 (Fees); and (b) any letter or letters dated on or about the date of the Seventh Amendment and Restatement Agreement including between the Arranger and the Company and/or the Original

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14 Lenders and the Company and/or the Agent and the Company and/or the Security Trustee and the Company. “Fifth Amendment and Restatement Agreement” means the Fifth Amendment and Restatement Agreement relating to this Agreement dated 4 March 2021 and made between the Company, the Agent and Bank of America Europe Designated Activity Company as Lender. “Finance Document” means this Agreement, any Accession Deed, any Compliance Certificate, any Fee Letter, the Second Amendment Letter, the Intercreditor Agreement, any Resignation Letter, any Transaction Security Document, any Utilisation Request, the First Amendment and Restatement Agreement, the Second Amendment and Restatement Agreement, the Third Amendment and Restatement Agreement, the Fourth Amendment and Restatement Agreement, the Fifth Amendment and Restatement Agreement, the 2021 Amendment Letter, the 2022 Amendment Letter, the Sixth Amendment and Restatement Agreement, the Seventh Amendment and Restatement Agreement, any RFR Supplement, any Compounding Methodology Supplement and any other document designated as a “Finance Document” by the Agent and the Company. “Finance Lease” has the meaning given to such term in Clause 28.1 (Financial definitions). “Finance Party” means the Agent or a Lender. “Financial Indebtedness” means any indebtedness for or in respect of, and without double counting: (a) monies borrowed or raised (other than Subordinated Shareholder Funding provided by the Original Investors); (b) any amount raised by acceptance under any acceptance credit facility or by a bill discounting or factoring credit facility; (c) any amount raised pursuant to any note purchase facility or the issue of bonds, notes, debentures, loan stock or any similar instrument; (d) the amount of any liability in respect of any lease or hire purchase contract or other agreement which would, in accordance with GAAP, be treated as a finance or capital lease; (e) receivables sold or discounted (other than any receivables to the extent they are sold on a non-recourse basis); (f) any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price (and, when calculating the value of any derivative transaction, only the marked to market value shall be taken into account, together with the effect of any applicable netting arrangement); (g) any counter-indemnity obligation in respect of a guarantee, indemnity, bond, standby or documentary letter of credit or any other instrument issued by a bank or financial institution;

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15 (h) any amount raised by the issue of shares in the Company or any other member of the Restricted Group which is not held by another member of the Restricted Group which by their terms are redeemable (mandatorily or at the holder’s option); (i) any amount of any liability under an advance or deferred purchase agreement in respect of a fixed asset if such agreement was demonstrably entered into primarily as a method of raising finance; (j) any amount raised under any other transaction (including any forward sale or purchase agreement but not in relation to deferred payments for players) having the commercial effect of a borrowing; and (k) the amount of any liability in respect of any guarantee or indemnity or similar assurance against financial loss for any of the items referred to in the preceding paragraphs of this definition. “Financial Quarter” has the meaning given to that term in Clause 28.1 (Financial definitions). “Financial Stability Board” means the Financial Stability Board (or any successor or replacement organisation from time to time). “Financial Year” has the meaning given to that term in Clause 28.1 (Financial definitions). “First Amendment and Restatement Agreement” means the Amendment and Restatement Agreement relating to this Agreement dated 11 August 2014, and made between the Company, the Agent and the Original Lender. “First Amendment Effective Date” means 11 August 2014. “Fixed Charge Coverage Ratio” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Football Creditors” has the meaning given to such term (or the equivalent concept thereof) in the Premier League Handbook. “Fourth Amendment and Restatement Agreement” means the Fourth Amendment and Restatement Agreement relating to this Agreement dated 5 August 2019 and made between, inter alia, the Company, the Agent and the Amendment Effective Date Lender. “Fourth Amendment Effective Date” means the “Effective Date” as defined in the Fourth Amendment and Restatement Agreement. “Funding Rate” means any individual rate notified by a Lender to the Agent pursuant to paragraph (a)(ii) of Clause 18.3 (Cost of Funds). “Funds Flow Statement” means a funds flow statement in agreed form.

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16 “GAAP” means generally accepted accounting principles applicable in the United Kingdom, as in effect on the date of any calculation or determination required hereunder. Without limiting the foregoing, leases shall continue to be classified and accounted for on a basis consistent with that reflected in the audited financial statements for its Financial Year ended 30 June 2012 for all purposes of this Agreement, notwithstanding any change in GAAP relating thereto, unless the parties hereto shall enter into a mutually acceptable amendment addressing such changes, as provided for above. At any time after the date of the Facility Agreement, the Company may elect to apply IFRS for all purposes of this Schedule, in lieu of GAAP, and, upon any such election, references herein to GAAP will thereafter be construed to mean IFRS, as in effect as of the date of such election; provided that (i) any such election once made will be irrevocable, (ii) in addition to (and without prejudice to) any other reporting requirements in the Finance Documents, all financial statements and reports required to be provided, after such election, pursuant to the Finance Documents will be prepared on the basis of IFRS, as in effect from time to time (including that, upon first reporting its fiscal year results under IFRS, the Company will restate its financial statements on the basis of IFRS, for the fiscal year ending immediately prior to the first fiscal year for which financial statements have been prepared on the basis of IFRS) and (iii) after such election, all ratios, computations and other determinations based on GAAP contained in this Schedule will be computed in conformity with IFRS. For the avoidance of doubt, the making of an election referred to in this definition will not be treated as resulting in an incurrence of Indebtedness. “Group” means the Company and each of its Subsidiaries for the time being. “Group Structure Chart” means the group structure chart showing the Group in the agreed form. “Guarantor” means an Original Guarantor or an Additional Guarantor, unless it has ceased to be a Guarantor in accordance with Clause 33 (Changes to the Obligors). “Holding Company” means, in relation to a company or corporation, any other company or corporation in respect of which it is a Subsidiary. “IFRS” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Impaired Agent” means the Agent at any time when: (a) it has failed to make (or has notified a Party that it will not make) a payment required to be made by it under the Finance Documents by the due date for payment; (b) the Agent otherwise rescinds or repudiates a Finance Document; or (c) an Insolvency Event has occurred and is continuing with respect to the Agent, unless, in the case of paragraph (a) above: (i) its failure to pay is caused by: (A) administrative or technical error; or

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17 (B) a Disruption Event; and payment is made within 3 Business Days of its due date; or (ii) the Agent is disputing in good faith whether it is contractually obliged to make the payment in question and the Agent has notified the Company and the Lenders that this is the case. “INEOS” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Insolvency Event” in relation to a Finance Party means that the Finance Party: (a) is dissolved (other than pursuant to a consolidation, amalgamation or merger); (b) becomes insolvent or is unable to pay its debts or fails or admits in writing its inability generally to pay its debts as they become due; (c) makes a general assignment, arrangement or composition with or for the benefit of its creditors; (d) institutes or has instituted against it, by a regulator, supervisor or any similar official with primary insolvency, rehabilitative or regulatory jurisdiction over it in the jurisdiction of its incorporation or organisation or the jurisdiction of its head or home office, a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation by it or such regulator, supervisor or similar official; (e) has instituted against it a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation, and, in the case of any such proceeding or petition instituted or presented against it, such proceeding or petition is instituted or presented by a person or entity not described in paragraph (d) above and: (i) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up or liquidation; or (ii) is not dismissed, discharged, stayed or restrained in each case within 30 days of the institution or presentation thereof; (f) has exercised in respect of it one or more of the stabilisation powers pursuant to Part 1 of the Banking Act 2009 and/or has instituted against it a bank insolvency proceeding pursuant to Part 2 of the Banking Act 2009 or a bank administration proceeding pursuant to Part 3 of the Banking Act 2009; (g) has a resolution passed for its winding-up, official management or liquidation (other than pursuant to a consolidation, amalgamation or merger); (h) seeks or becomes subject to the appointment of an administrator, provisional liquidator, conservator, receiver, trustee, custodian or other similar official for it or for all or substantially all its assets;

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18 (i) has a secured party take possession of all or substantially all its assets or has a distress, execution, attachment, sequestration or other legal process levied, enforced or sued on or against all or substantially all its assets and such secured party maintains possession, or any such process is not dismissed, discharged, stayed or restrained, in each case within 30 days thereafter; (j) causes or is subject to any event with respect to it which, under the applicable laws of any jurisdiction, has an analogous effect to any of the events specified in paragraphs (a) to (i) above; or (k) takes any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing acts. “Intellectual Property” means: (a) any patents, trade marks, service marks, designs, business names, copyrights, database rights, design rights, domain names, inventions, knowhow and other intellectual property rights and interests (which may on or after the date of this Agreement subsist), whether registered or unregistered; and (b) the benefit of all applications and rights to use such assets of each member of the Restricted Group (which may on or after the date of this Agreement subsist). “Intercreditor Agreement” means the intercreditor agreement dated 29 January 2010, as amended and restated on or about the Second Amendment Effective Date and amended on 4 April 2019 (as may be further amended and/or restated from time to time) and made between, among others, the Company, the Debtors, the Security Trustee (as Security Trustee), the Agent (as a Creditor Representative), the Hedge Counterparties and the Intra- Group Lenders (as each term is defined therein). “Interest Period” means, in relation to a Loan, each period determined in accordance with Clause 17 (Interest Periods) and, in relation to an Unpaid Sum, each period determined in accordance with Clause 16.3 (Default interest). “ITA” means the Income Tax Act 2007. “Investor Affiliate” means each Original Investor, each “Affiliate” (as defined in Schedule 17 (Restrictive Covenants)) of an Original Investor, any trust of which an Original Investor or any of its Affiliates is a trustee, any partnership of which an Original Investor or any of its Affiliates is a partner and any trust, fund or other entity which is managed by, or is under the control of, an Original Investor or any of its Affiliates provided that any such trust, fund or other entity which has been established for at least six Months solely for the purpose of making, purchasing or investing in loans or debt securities and which is managed or controlled independently from all other trusts, funds or other entities managed or controlled by an Original Investor or any of its Affiliates which have been established for the primary or main purpose of investing in the share capital of companies shall not constitute an Investor Affiliate. “Lease” means any present or future lease, underlease, sub-lease, licence, tenancy or right to occupy all or any part of the Real Property and any agreement for the grant of any of the foregoing.

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19 “Legal Opinion” means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 33 (Changes to the Obligors). “Legal Reservations” means: (a) the principle that equitable remedies may be granted or refused at the discretion of a court and the limitation of enforcement by laws relating to insolvency, reorganisation and other laws generally affecting the rights of creditors; (b) the time barring of claims under the Limitation Acts, the possibility that an undertaking to assume liability for or indemnify a person against non-payment of UK stamp duty may be void and defences of set-off or counterclaim; (c) similar principles, rights and defences under the laws of any Relevant Jurisdiction; and (d) any other matters which are set out as qualifications or reservations as to matters of law of general application in the Legal Opinions. “Lender” means: (a) any Original Lender; (b) the Amendment Effective Date Lender; and (c) any bank, financial institution, trust, fund or other entity which has become a Party as a Lender in accordance with Clause 31 (Changes to the Lenders); which in each case has not ceased to be a Lender in accordance with the terms of this Agreement. “Limitation Acts” means the Limitation Act 1980 and the Foreign Limitation Periods Act 1984. “LMA” means the Loan Market Association. “Loan” means a loan made or to be made under the Facility or the principal amount outstanding for the time being of that loan, which shall include, without limitation, the Additional Loan. “Lookback Period” means the number of days specified as such in the applicable RFR Terms. “Major Event of Default” means: (a) an Event of Default set out in Clause 30.1 (Non-payment); (b) an Event of Default set out in Clause 30.2 (Breach of Certain Obligations); (c) an Event of Default set out in Clause 30.3 (Other Obligations), only with regards to a failure to deliver financial statements under Clause 27.1 (Financial Statements) or a failure to deliver a Compliance Certificate under paragraph (a)

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20 of Clause 27.2 (Provision and Contents of Compliance Certificate), in each case in compliance with Clause 27.2 (Provision and Contents of Compliance Certificate) (in the case of non-compliance with paragraph (b), excluding any non-compliance resulting from minor or typographical errors contained in a Compliance Certificate); (d) an Event of Default set out in Clause 30.6 (Insolvency); (e) an Event of Default set out in Clause 30.7 (Insolvency Proceedings) that has not been remedied or waived within 10 days of becoming an Event of Default; (f) an Event of Default set out in Clause 30.8 (Creditors’ Process) that has not been remedied or waived within 10 days of becoming an Event of Default; (g) an Event of Default set out in Clause 30.9 (Unlawfulness and Invalidity) that has not been remedied or waived within 30 days of becoming an Event of Default; (h) an Event of Default set out in Clause 30.10 (Intercreditor Agreement); and (i) an Event of Default set out in Clause 30.11 (Repudiation). “Majority Lenders” means: (a) (for the purposes of paragraph (a) of Clause 43.2 (Required Consents) in the context of a waiver in relation to a proposed Utilisation of the condition in Clause 4.2 (Further Conditions Precedent)), a Lender or Lenders whose Commitments aggregate 662/3 per cent. or more of the Total Commitments; and (b) (in any other case), a Lender or Lenders whose Commitments aggregate 662/3 per cent. or more of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated 662/3 per cent. or more of the Total Commitments immediately prior to that reduction). “Mandatory Prepayment Account” means an interest-bearing account: (a) held in England by the Borrowers with the Agent; (b) identified in a letter between the Company and the Agent as a Mandatory Prepayment Account; (c) subject to Security in favour of the Agent which Security is in form and substance satisfactory to the Agent; and (d) from which no withdrawals may be made by any members of the Group except as contemplated by this Agreement, as the same may be redesignated, substituted or replaced from time to time. “Margin” means, in relation to any Loan, the following percentages per annum, based upon the Total Net Leverage Ratio as set forth below in the column opposite that range:

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22 (b) which has or is reasonably likely to have a material adverse effect on the ability of the Restricted Group (taken as a whole) to perform its payment or financial covenant obligations under the Finance Documents; or (c) affecting the validity or enforceability of any of the Finance Documents in a manner which is reasonably likely to materially adversely affect the interests of the Finance Parties. “Material Company” means, at any time: (a) the Company; (b) each Obligor; and (c) any member of the Restricted Group (other than an Excluded Subsidiary) which: (i) has earnings before interest, tax, depreciation and amortisation (calculated on the same basis as Consolidated EBITDA) representing 5 per cent. or more of Consolidated EBITDA (but excluding the earnings before interest, tax, depreciation and amortisation of Excluded Subsidiaries); or (ii) has gross assets (excluding intra-Restricted Group items) representing 5 per cent. or more of the gross assets of the Restricted Group (excluding the gross assets of the Excluded Subsidiaries), in each case calculated on a consolidated basis. Compliance with the conditions set out in sub-paragraphs (c)(i) and (ii) shall be determined by reference to the latest audited financial statements to be delivered pursuant to paragraph (a) of Clause 27.1 (Financial Statements). However if a Subsidiary (that is not an Excluded Subsidiary or an Unrestricted Subsidiary) or business has been acquired since the date as at which the latest audited consolidated financial statements of the Company were prepared, the financial statements shall be adjusted in order to take into account the acquisition of that Subsidiary or business (that adjustment being certified by a director of the Company as representing an accurate reflection of the revised Consolidated EBITDA or gross assets of the Restricted Group (not including any Excluded Subsidiaries)). A report by the Auditors of the Company that a Restricted Subsidiary is or is not a Material Company shall, in the absence of manifest error, be conclusive and binding on all Parties. “Material Disposal” means any disposal in respect of which the disposal proceeds exceed £5,000,000 (or its equivalent). “Month” means a period starting on one day in a calendar month and ending on the numerically corresponding day in the next calendar month, except that:

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23 (a) other than where paragraph (b) below applies: (i) (subject to paragraph (iii) below) if the numerically corresponding day is not a Business Day, that period shall end on the next Business Day in that calendar month in which that period is to end if there is one, or if there is not, on the immediately preceding Business Day; (ii) if there is no numerically corresponding day in the calendar month in which that period is to end, that period shall end on the last Business Day in that calendar month; and (iii) if an Interest Period begins on the last Business Day of a calendar month, that Interest Period shall end on the last Business Day in the calendar month in which that Interest Period is to end; and (b) in relation to an Interest Period for any Loan (or any other period for the accrual of commission or fees) in a RFR Currency for which there are rules specified as “Business Day Conventions” in respect of that currency in the applicable RFR Terms those rules shall apply. The above rules will only apply to the last Month of any period. “MUFC” means Manchester United Football Club Limited (registration number 00095489), a company incorporated in England and Wales with limited liability. “MU Interactive” means Manchester United Interactive Limited (registration number 04365059), a company incorporated in England and Wales with limited liability. “MUL” means Manchester United Limited (registration number 02570509), a company incorporated in England and Wales with limited liability. “MUTV” means MUTV Limited (registration number 03418853), a company incorporated in England and Wales with limited liability. “New Holdco” means MU Commercial Holdings Limited, a Restricted Subsidiary formed as a direct Subsidiary of MUL and that is the (direct or indirect) Holding Company of the New Holdco Subsidiaries. “New Holdco Business” means: (a) the retail, merchandising, apparel, intellectual property licensing and soccer school business (excluding, for the avoidance of doubt, any ticket sales (including season tickets), and match day concessions, parking or hospitality); (b) any sponsorship contracts and/or arrangements entered into after the date of this Agreement or any other similar business; and/or (c) the digital, media and mobile or any other similar business (excluding, for the avoidance of doubt, (i) any centrally negotiated broadcasting rights with the Premier League (in relation to domestic and international television and radio broadcasting rights) and UEFA (in relation to European club competition

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24 television and radio broadcasting rights) and (ii) any centrally negotiated domestic cup television and radio broadcasting rights), in each case, of or in relation to the Group (which, for the purposes of this definition, shall include any Unrestricted Subsidiaries) and/or the first team of MUFC. “New Holdco Group” means New Holdco and each New Holdco Subsidiary. “New Holdco Subsidiary” means any Subsidiary (including without limitation, as of the Seventh Amendment Effective Date, Manchester United Commercial Holdings Junior Limited, MUTV, MU Interactive, MU RAML Limited and RAML USA LLC) that is formed as a direct or indirect Subsidiary of New Holdco primarily for the purpose of undertaking any New Holdco Business or acting as a direct or indirect Holding Company of another member of the New Holdco Group, including holding any assets or properties in relation thereto. “New Stadium” means the football stadium (other than the Existing Stadium) that is intended to be (and on and from the New Stadium Designation Date shall be) the ground at which the first team of MUFC customarily plays its home matches. “New Stadium Designation Date” means the date elected by the Company (in its sole and absolute discretion) under the New Stadium Designation Notice as the date from which the New Stadium will be the ground at which the first team of MUFC customarily plays its home matches provided that such date shall not be prior to the date (a) the UK Sports Ground Safety Authority (or any successor thereof) has issued a license to admit spectators to the New Stadium; (b) written consent to move to the New Stadium has been provided pursuant to Rules K.5 and K.6 (or, in each case, any equivalent provision) in the Premier League Handbook; (c) to the extent required, The Independent Football Regulator (or any successor thereof) has granted approval in accordance with section 46 of the UK Football Governance Act 2025 (or any successor provision thereof); and (d) the New Stadium is owned by MUFC or a Restricted Subsidiary that is a Guarantor and is subject to Transaction Security. “New Stadium Designation Notice” means the written notice from the Company to the Security Trustee and the Agent specifying the postal address of the New Stadium and the New Stadium Designation Date. “New Stadium Group” means New Stadium Holdco and each New Stadium Holdco Subsidiary. “New Stadium Holdco” means a Restricted Subsidiary that is formed as a direct or indirect Subsidiary of MUL and that is the direct Holding Company of the New Stadium Subsidiaries. “New Stadium Subsidiary” means any Subsidiary that is formed as a direct or indirect Subsidiary of New Stadium Holdco for the purpose of acquiring the freehold of the New Stadium and grounds and any Real Property related thereto or acting as a direct or indirect Holding Company of another member of the New Stadium Group that acquires such freehold and grounds and any Real Property related thereto. “Note Documents” has the meaning given to such term in Schedule 17 (Restrictive Covenants).

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25 “Note Purchase Agreement” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Notes” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “Obligor” means a Borrower or a Guarantor. “Obligors’ Agent” means the Company, appointed to act on behalf of each Obligor in relation to the Finance Documents pursuant to Clause 2.3 (Obligors’ Agent). “Original Agent” means Bank of America, N.A. “Original Financial Statements” means: (a) in relation to the Company, its consolidated audited financial statements for its Financial Year ended 30 June 2012; (b) in relation to MUL, its consolidated audited financial statements for its Financial Year ended 30 June 2012; (c) in relation to MUFC, its audited financial statements for its Financial Year ended 30 June 2012; and (d) in relation to any other Obligor, its audited financial statements (if any) delivered to the Agent as required by Clause 33 (Changes to the Obligors). “Original Investors” means collectively: (a) any Principal (as defined in Schedule 17 (Restrictive Covenants); and (b) any Related Party (as defined in Schedule 17 (Restrictive Covenants) of any Principal. “Original Obligor” means the Original Borrower or an Original Guarantor. “Party” means a party to this Agreement. “Pari Passu Debt” has the meaning given to it in the Intercreditor Agreement. “Participating Member State” means any member state of the European Union that has the euro as its lawful currency in accordance with legislation of the European Union relating to Economic and Monetary Union. “Permitted Change of Borrower” means an arrangement approved by all the Lenders (such approval not to be unreasonably withheld or delayed) and permitted as Pari Passu Debt whereby the Loan is transferred to a Holding Company of the Company (such entity, the “New Borrower”) whereby the New Borrower shall become a Borrower under the Facility, provided that following such permitted reorganisation the Indebtedness under the Facility shall continue to be secured by a Lien and have the benefit of Guarantees on the same basis as the Obligors’ other senior secured creditors. “Permitted Refinancing Indebtedness” has the meaning given to such term in Schedule 17 (Restrictive Covenants).

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26 “Permitted Reorganisation” means: (a) an amalgamation, merger, demerger, voluntary liquidation, consolidation, reorganisation, winding up or corporate restructuring or reconstruction of a member of the Restricted Group or involving the business, operations, assets or shares of (or other interests in) any member of the Restricted Group or any other transfer or disposition of the business, operations, assets or shares of (or other interests in) any member of the Restricted Group (a “Reorganisation”), in each case, on a solvent basis, where: (i) all of the assets of that member remain within the Restricted Group and the value or percentage of any minority interest in any member of the Restricted Group held by any person which is not a member of the Restricted Group is not increased; and (ii) if its assets or the shares in it were subject to security in favour of the Lenders immediately prior to such Reorganisation, the Company certifies that the Lenders (taken as a whole) will, subject to the Agreed Security Principles, enjoy the same or substantially equivalent guarantees from such member of the Restricted Group (or its successor, if any) and the same or substantially equivalent security over the same assets (except the shares in the entity that is not the successor entity, provided that the shares in the successor entity (if any) are subject to equivalent security) and over the shares in it (or in each case its successor, if any) after such Reorganisation (ignoring for the purpose of assessing such equivalency any limitations in Clause 25 (Guarantee and Indemnity) and/or required in accordance with the Agreed Security Principles and any new or restarted hardening periods) provided that, for avoidance of doubt, the surviving entity following such Reorganisation, if not an Obligor, shall assume all the obligations of such Obligor under the Finance Documents to which that Obligors is a party; (b) any Reorganisation and/or any other step, action and/or event undertaken by any member of the Restricted Group to enable, facilitate and/or implement any of the following: (i) the establishment, formation and/or organisation of any member of the New Holdco Group; (ii) the transfer, assignment or novation by MUL and/or any other member of the Restricted Group of all or any portion of the New Holdco Business and/or any related arrangements or assets (including goodwill) to any member of the New Holdco Group, including the transfer of employees and/or relevant partner or supplier contracts; and/or (iii) the transfer, assignment or novation of MUTV and/or MU Interactive (including its assets) or all or any portion of the business of MUTV and/or MU Interactive and/or any related arrangements or assets (including goodwill) to any member of the New Holdco Group, including the transfer of employees and/or relevant partner or supplier contracts,

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27 provided that, in each case under this paragraph (b): (A) (1) New Holdco shall, at all times, remain the direct or indirect Holding Company of the New Holdco Subsidiaries; and (2) subject to the Agreed Security Principles, within the later of 30 Business Days (or such longer period agreed between the Agent (acting reasonably) and the Company) of (x) the date of it becoming a member of the Restricted Group and (y) the Second Amendment Effective Date (unless an existing Transaction Security Document is effective to create Security over such shares), Security shall be granted over 65% of New Holdco’s shares (measured by the total combined voting power of the issued and outstanding voting shares); (B) New Holdco and Sponsorship Newco shall, at all times, remain Restricted Subsidiaries; (C) any direct or indirect Holding Company of Sponsorship Newco that is also a Subsidiary of New Holdco, shall, at all times, remain a Restricted Subsidiary; (D) any Subsidiary that is formed as a Subsidiary of Sponsorship Newco primarily for the purpose of undertaking any sponsorship contracts and/or arrangements of the Group (which, for the purposes of this sub-paragraph, shall include any Unrestricted Subsidiaries) and/or the first team of MUFC, shall, at all times, remain a Restricted Subsidiary (a “Sponsorship Subsidiary”); (E) any member of the Restricted Group and any member of the New Holdco Group that enters into or, as the case may be, has transferred, assigned or novated to it any sponsorship contracts and/or arrangements, shall, at all times, remain a Restricted Subsidiary; (F) there shall be no transfer, assignment, novation, amendment, modification, restatement, extension or replacement (prior to the expiration of their respective terms) of the Specified Contracts or any other sponsorship contracts and/or arrangements entered into by any member of the Restricted Group prior to the date of this Agreement that results in any member of the New Holdco Group becoming a party to or entitled to compensation, rights or benefits under any such Specified Contract or other such sponsorship contract and/or arrangement; and (G) to the extent there is any transfer, assignment or novation of any sponsorship contracts and/or arrangements entered into by any member of the Restricted Group on or after the date of this Agreement to the New Holdco Group, such sponsorship contracts and/or arrangements shall be transferred, assigned or novated (as applicable) to a member of the Restricted Group, Sponsorship Newco and/or a Sponsorship Subsidiary only (for

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28 the avoidance of doubt, any member of the Restricted Group may enter into sponsorship contracts and/or arrangements from time to time); (c) any action or reorganisation permitted by Clause 7 (Merger, Consolidation, Etc.) of Schedule 17 (Restrictive Covenants); or (d) any other reorganisation of one or more members of the Restricted Group approved by the Agent acting on the instructions of the Majority Lenders (acting reasonably), in each case not in breach of any applicable law and provided that the surviving entity is an entity that is incorporated in a Permitted Jurisdiction (as defined in Schedule 17 (Restrictive Covenants)). “Permitted Senior Unsecured Issuer Activities” means activities, assets and liabilities: (a) incurred for or in connection with Taxes and administrative activities desirable to maintain Tax status in its jurisdiction of incorporation; (b) in connection with making claims (and the receipt of any related proceeds) for rebates or indemnification in respect of Taxes; (c) in connection with any litigation or court or other proceedings that are, in each case, being contested in good faith; (d) arising under the issue of fully paid shares at par to its shareholders in an amount not exceeding £1,000,000 (or its equivalent) in aggregate at any time; (e) arising from the payment of fees, costs and expenses, stamp, registration, land and other Taxes incurred in connection with the Transaction Documents; (f) arising from entering into and performing any rights or obligations in respect of (i) agreements with rating agencies and (ii) engagement letters and reliance letters in respect of legal, accounting and other advice or reports received or commissioned by it, in each case, in relation to transactions which are not prohibited by this Agreement; (g) incurred as a result of operation of law; or (h) permitted by the Agent (acting on the instructions of the Majority Lenders (acting reasonably)). “Premier League” means The Premier League (and any successor and/or any replacement league). “Premier League Handbook” means the Premier League Handbook (as updated and/or amended from time to time) published by The Football Association Premier League Limited or any successor or replacement organisation thereof (or any other equivalent rules of any other league or governing body to which MUFC is subject from time to time).

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29 “Qualifying Lender” has the meaning given to that term in Clause 20 (Tax gross-up and indemnities). “Quarter Date” means the last day of a Financial Quarter. “Quotation Day” means, in relation to any period for which an interest rate is to be determined: (a) (if the currency is sterling) the first day of that period; or (b) (for any other currency) two Business Days before the first day of that period, unless market practice differs in the Relevant Interbank Market for a currency, in which case the Quotation Day for that currency will be determined by the Agent in accordance with market practice in the Relevant Interbank Market (and if quotations would normally be given by leading banks in the Relevant Interbank Market on more than one day, the Quotation Day will be the last of those days). “RCF Facilities” has the meaning given to it in the Intercreditor Agreement. “RCF Facilities Agreement” has the meaning given to it in the Intercreditor Agreement. “Real Property” means: (a) any freehold, leasehold or immovable property, (including the freehold and leasehold property in England and Wales specified in the Transaction Security Documents); and (b) any buildings, fixtures, fittings, fixed plant or machinery from time to time situated on or forming part of that freehold, leasehold or immovable property. “Receiver” means a receiver or receiver and manager or administrative receiver of the whole or any part of the Charged Property. “Redemption Notes” means the 2017 Existing Notes to be redeemed out of the proceeds of this Facility, as such 2017 Existing Notes are more particularly described in the Officers’ Certificate (as defined in the 2017 Existing Note Indenture and the notice of redemption related thereto. “Related Fund” in relation to a fund (the “first fund”), means a fund or account which is administered, managed or advised by the same investment manager or investment adviser as the first fund or, if it is managed by a different investment manager or investment adviser, a fund whose investment manager or investment adviser is an Affiliate of the investment manager or investment adviser of the first fund. “Relevant Equity” means new equity or Subordinated Shareholder Funding invested into the Restricted Group by any Principal or any Related Party or their respective Affiliates and applied within one Business Day of the date of such investment (provided that the Company shall use its reasonable endeavours to procure that it is applied on the same day) in prepayment, purchase, defeasance or redemption of the Notes, any Replacement Debt or the Facility).

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30 “Relevant Interbank Market” means: (a) subject to paragraph (b) below: (i) in relation to euro, the European interbank market; and (ii) in relation to any other currency, the London interbank market; and (b) in relation to a RFR Currency, the market specified as such in the applicable RFR Terms. “Relevant Jurisdiction” means, in relation to an Obligor: (a) its jurisdiction of incorporation; (b) any jurisdiction where any asset subject to or intended to be subject to the Transaction Security to be created by it is situated; (c) any jurisdiction where it conducts a material part of its business; and (d) the jurisdiction whose laws govern the perfection of any of the Transaction Security Documents entered into by it. “Relevant Nominating Body” means any applicable central bank, regulator or other supervisory authority or a group of them, or any working group or committee sponsored or chaired by, or constituted at the request of, any of them or the Financial Stability Board. “Relevant Period” has the meaning given to that term in Clause 28.1 (Financial definitions). “Repeating Representations” means each of the representations set out in Clauses 26.1 (Status) to Clause 26.4 (Power and authority), Clause 26.7 (Governing law and enforcement), Clause 26.12 (No misleading information), paragraph (c) of Clause 26.13 (Financial statements), Clause 26.19 (Ranking), 26.23 (Shares), Clause 26.29 (Centre of main interests and establishments), and 26.32 (Anti-Corruption Laws and Sanctions). “Replacement Debt” means Permitted Refinancing Indebtedness where the proceeds are applied within one Business Day of incurrence of such Permitted Refinancing Indebtedness (provided that the Company shall use its reasonable endeavors to procure that it is applied on the same day) in prepayment, purchase, defeasance or redemption of (a) the Notes, the Existing Notes or the Facility; or (b) any Permitted Refinancing Indebtedness. “Reporting Day” means the day specified as such in the applicable RFR Terms. “Reporting Time” means the relevant time (if any) specified as such in the applicable RFR Terms.

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32 (c) an Interest Period for such a Loan or Unpaid Sum (or other period for the accrual of commission or fees in respect of that currency): and (d) any term of this Agreement relating to the determination of a rate of interest in relation to such a Loan or Unpaid Sum, the terms set out for that currency in Schedule 19 (RFR Terms) or in any RFR Supplement. “Sanctioned Country” means, at any time, a country or territory which is itself the subject or target of any Sanctions. “Sanctioned Person” means, at any time: (a) any Person listed in any Sanctions-related list of designated Persons maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State, or by the United Nations Security Council, the European Union or any EU member state or any other relevant sanction authority of any jurisdiction in which a member of the Group conducts its business; (b) any Person located, operating, organized or resident in a Sanctioned Country; or (c) any Person owned or controlled by any such Person or Persons. “Sanctions” means economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the U.S. government, including those administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State, the United Nations Security Council, the European Union or H.M. Treasury of the United Kingdom or any other relevant sanctions authority of any jurisdiction in which a member of the Group conducts its business. “Second Amendment and Restatement Agreement” means the Second Amendment and Restatement Agreement relating to this Agreement dated on or about 13 May 2015 and made between the Company, the Original Agent, the Agent and the Effective Date Lender. “Second Amendment Effective Date” means on or about 26 June 2015, the date on which the Second Amendment and Restatement Agreement became effective. “Second Amendment Letter” means amendment letter relating to this Agreement (including, among other things, the payment of certain fees detailed therein) dated 6 May 2015 and made between the Company and the Original Agent. “Secured Parties” has the meaning given to it in the Intercreditor Agreement. “Security” means a mortgage, charge, pledge, lien or other security interest securing any obligation of any person or any other agreement or arrangement having a similar effect.

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33 “Security Trustee” has the meaning given to it in the Intercreditor Agreement. “Selection Notice” means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 17 (Interest Periods). “Senior Management” means the group managing director, the chief operating officer, the chief financial officer or the executive vice chairman of the Restricted Group (or any person holding an equivalent management position) from time to time. “Senior Unsecured Note Issuer” means a special purpose entity incorporated for the purpose of issuing or borrowing Senior Unsecured Notes (as defined in the Intercreditor Agreement) which is wholly owned, directly or indirectly, by the Company and which has, on or prior to issue date (howsoever described) of the relevant Senior Unsecured Notes, become party to the Intercreditor Agreement as a Senior Unsecured Note Issuer. “Sixth Amendment and Restatement Agreement” means the Sixth Amendment and Restatement Agreement relating to this Agreement dated 1 June 2023 and made between the Company, the Agent and Bank of America Europe Designated Activity Company as Lender. “Sixth Amendment Effective Date” means the “Effective Date” as defined in the Sixth Amendment and Restatement Agreement. “Seventh Amendment and Restatement Agreement” means the Seventh Amendment and Restatement Agreement relating to this Agreement dated 10 June 2026 and made between the Company, the Agent and Bank of America Europe Designated Activity Company as Lender. “Seventh Amendment Effective Date” means the “Effective Date” as defined in the Seventh Amendment and Restatement Agreement. “Specified Contract” means: (a) the extension and amendment agreement between adidas International Marketing B.V. and MUFC dated 21 July 2023 (as may be amended and/or restated, novated, modified or supplemented from time to time) or any replacement or successor contract thereof; and (b) the principal sponsor agreement between MUFC and Qualcomm Technologies, Inc. dated 3 September 2023 as supplemented by the variation to the principal sponsor agreement dated 24 July 2024 between MUFC and Qualcomm Technologies, Inc. (as may be amended and/or restated, novated, modified or supplemented from time to time) or any replacement or successor contract thereof. “Specified Time” means approximately 11:00 a.m., London time, on the Quotation Day prior to the commencement of any utilisation or Interest Period (as applicable) of a Loan. “Sponsorship Newco” means a Restricted Subsidiary that is formed as a Subsidiary of New Holdco primarily for the purpose of undertaking any sponsorship contracts and/or arrangements entered into after the date of this Agreement or any other similar business

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34 of the Group (which, for the purpose of this definition, shall include any Unrestricted Subsidiaries) and/or the first team of MUFC. “Subordinated Shareholder Funding” has the meaning ascribed to such term in Schedule 17 (Restrictive Covenants). “Subsidiary” means a subsidiary undertaking within the meaning of section 1162 of the Companies Act 2006. “Super Majority Lenders” means a Lender or Lenders whose Commitments aggregate 90 per cent. or more of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated 90 per cent. or more of the Total Commitments immediately prior to that reduction). “Tax” means any tax, levy, impost, duty or other charge or withholding of a similar nature (including any penalty or interest payable in connection with any failure to pay or any delay in paying any of the same). “Term Debt” means, on any date, Financial Indebtedness with a scheduled maturity date 12 Months or more from the date on which such Financial Indebtedness was incurred (and for the avoidance of doubt excludes the Facility and the RCF Facilities). “Termination Date” means 10 June 2031. “Third Amendment and Restatement Agreement” means the Third Amendment and Restatement Agreement relating to this Agreement dated on or about 14 June 2018 and made between, inter alia, the Company, the Agent and the Effective Date Lender. “Total Commitments” means the aggregate of the Commitments, being as at the Sixth Amendment Effective Date, $225,000,000. “Total Net Leverage Ratio” has the meaning given to such term in Clause 28.1 (Financial definitions). “Transaction Documents” means the Finance Documents, the Senior Note Documents, each Hedging Agreement (as defined in the Intercreditor Agreement) and each other Debt Document. “Transaction Security” means the security created or expressed to be created in favour of the Security Trustee pursuant to the Transaction Security Documents. “Transaction Security Documents” has the meaning given to it in the Intercreditor Agreement. “Transfer Certificate” means a certificate substantially in the form set out in Schedule 5 (Form of Transfer Certificate) or any other form agreed between the Agent and the Company. “Transfer Date” means, in relation to an assignment or a transfer, the later of: (a) the proposed Transfer Date specified in the relevant Assignment Agreement or Transfer Certificate; and

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35 (b) the date on which the Agent executes the relevant Assignment Agreement or Transfer Certificate. “UEFA” means the Union of European Football Associations and any successor or replacement organisation thereof. “UK Bail-In Legislation” means Part I of the United Kingdom Banking Act 2009 and any other law or regulation applicable in the United Kingdom relating to the resolution of unsound or failing banks, investment firms or other financial institutions or their affiliates (otherwise than through liquidation, administration or other insolvency proceedings). “Unpaid Sum” means any sum due and payable but unpaid by an Obligor under the Finance Documents. “Unrestricted Subsidiaries” has the meaning given to such term in Schedule 17 (Restrictive Covenants). “U.S. Obligor” means an Obligor that is a U.S. Person. “U.S. Person” means a “United States Person” as defined in section 7701(a)(30) of the Code and includes an entity whose sole owner is a U.S. Person if the entity is disregarded as being an entity separate from such owner for US federal tax purposes. Each of the Original Guarantors is treated as a U.S. Person. “U.S. Tax Obligor” means: (a) a Borrower which is resident for tax purposes in the U.S. or otherwise treated as a United States person (or a disregarded entity whose owner is a United States person) for U.S. federal income tax purposes; or (b) an Obligor some or all of whose payments under the Finance Documents are from sources within the U.S. for U.S. federal income tax purposes. “USA PATRIOT Act” means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Title III of Pub. L. No. 107-56 (signed into law October 26, 2001)). “Utilisation” means a utilisation of the Facility. “Utilisation Date” means the date of a Utilisation, being the date on which the relevant Loan is to be made. “Utilisation Request” means a notice substantially in the relevant form set out in Schedule 3 (Requests and Notices). “VAT” means value added tax as provided for in the Value Added Tax Act 1994 and any other tax of a similar nature. “Working Capital” has the meaning given to such term in Clause 28.1 (Financial definitions).

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36 “Write-down and Conversion Powers” means: (a) in relation to any Bail-In Legislation described in the EU Bail-In Legislation Schedule from time to time, the powers described as such in relation to that Bail-In Legislation in the EU Bail-In Legislation Schedule; (b) in relation to any other applicable Bail-In Legislation: (i) any powers under that Bail-In Legislation to cancel, transfer or dilute shares issued by a person that is a bank or investment firm or other financial institution or affiliate of a bank, investment firm or other financial institution, to cancel, reduce, modify or change the form of a liability of such a person or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to suspend any obligation in respect of that liability or any of the powers under that Bail-In Legislation that are related to or ancillary to any of those powers; and (ii) any similar or analogous powers under that Bail-In Legislation; and (c) in relation to any UK Bail-In Legislation: (i) any powers under that UK Bail-In Legislation to cancel, transfer or dilute shares issued by a person that is a bank or investment firm or other financial institution or affiliate of a bank, investment firm or other financial institution, to cancel, reduce, modify or change the form of a liability of such a person or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to suspend any obligation in respect of that liability or any of the powers under that UK Bail-In Legislation that are related to or ancillary to any of those powers; and (ii) any similar or analogous powers under that UK Bail-In Legislation. 1.2 Construction (a) Unless a contrary indication appears, a reference in any Finance Document to: (i) the “Agent”, any “Finance Party”, any “Lender”, any “Obligor”, any “Party”, any “Secured Party”, the “Security Trustee” or any other person shall be construed so as to include its successors in title, permitted assigns and permitted transferees and, in the case of the Security Trustee, any person for the time being appointed as Security Trustee or Security Trustees in accordance with the Finance Documents; (ii) a document in “agreed form” is a document which is previously agreed in writing by or on behalf of the Company and the Agent or, if not so agreed, is in the form specified by the Agent;

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37 (iii) “assets” includes present and future properties, revenues and rights of every description; (iv) a “Finance Document” or a “Transaction Document” or any other agreement or instrument is a reference to that Finance Document or Transaction Document or other agreement or instrument as amended, novated, supplemented, extended or restated; (v) “guarantee” means (other than in Clause 25 (Guarantee and Indemnity)) any guarantee, letter of credit, bond, indemnity or similar assurance against loss, or any obligation, direct or indirect, actual or contingent, to purchase or assume any indebtedness of any person or to make an investment in or loan to any person or to purchase assets of any person where, in each case, such obligation is assumed in order to maintain or assist the ability of such person to meet its indebtedness; (vi) “indebtedness” includes any obligation (whether incurred as principal or as surety) for the payment or repayment of money, whether present or future, actual or contingent; (vii) a “person” includes any individual, firm, company, corporation, government, state or agency of a state or any association, trust, consortium or partnership (whether or not having separate legal personality); (viii) a “regulation” includes any regulation, rule, official directive, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation; (ix) the “date of this Agreement” (as referred to herein only) means 20 May 2013; (x) a provision of law is a reference to that provision as amended or re-enacted; and (xi) a time of day is a reference to London time. (b) Section, Clause and Schedule headings are for ease of reference only. (c) Unless a contrary indication appears, a term used in any other Finance Document or in any notice given under or in connection with any Finance Document has the same meaning in that Finance Document or notice as in this Agreement. (d) A Default and an Event of Default (other than a Major Event of Default) is “continuing” if it has not been remedied or waived. (e) A Major Event of Default is “continuing” if it has not been waived.

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38 (f) This Clause 1.2 (Construction) shall not apply to the provisions of Schedule 17 (Restrictive Covenants). (g) A reference in this Agreement to a Central Bank Rate shall include any successor rate to, or replacement rate for, that rate. (h) Any RFR Supplement relating to a currency overrides anything relating to that currency in: (i) Schedule 19 (RFR Terms); or (ii) any earlier RFR Supplement. (i) A Compounding Methodology Supplement relating to the Daily Non-Cumulative Compounded RFR Rate or the Cumulative Compounded RFR Rate overrides anything relating to that rate in: (i) Schedule 20 (Daily Non-Cumulative Compounded RFR Rate); or (ii) any earlier Compounding Methodology Supplement. (j) The determination of the extent to which a rate is “for a period equal in length” to an Interest Period shall disregard any inconsistency arising from the last day of that Interest Period being determined pursuant to the terms of this Agreement. 1.3 Currency Symbols and Definitions “£” and “sterling” denotes lawful currency of the United Kingdom and “$” and “dollars” denote lawful currency of the United States of America. 1.4 Terms defined in the Restrictive Covenants Schedule Unless a contrary intention appears, capitalised terms used in this Agreement which are not defined in Clause 1.1 (Definitions) have the meaning given to them in Schedule 17 (Restrictive Covenants). 1.5 Third party rights (a) Unless expressly provided to the contrary in a Finance Document a person who is not a Party has no right under the Contracts (Rights of Third Parties) Act 1999 (the “Third Parties Act”) to enforce or enjoy the benefit of any term of this Agreement. (b) Notwithstanding any term of any Finance Document, the consent of any person who is not a Party is not required to rescind or vary this Agreement at any time. 1.6 Acknowledgement Regarding Any Supported QFCs To the extent that the Finance Documents provide support, through a guarantee or otherwise, for any hedging agreement or any other agreement or instrument that is a QFC (such support, “QFC Credit Support”, and each such QFC, a “Supported QFC”), the parties acknowledge and agree as follows with respect to the resolution

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39 power of the Federal Deposit Insurance Corporation under the Federal Deposit Insurance Act and Title II of the Dodd-Frank Wall Street Reform and Consumer Protection Act (together with the regulations promulgated thereunder, the “U.S. Special Resolution Regimes”) in respect of such Supported QFC and QFC Credit Support: (a) In the event a Covered Entity that is party to a Supported QFC (each, a “Covered Party”) becomes subject to a proceeding under a U.S. Special Resolution Regime, the transfer of such Supported QFC and the benefit of such QFC Credit Support (and any interest and obligation in or under such Supported QFC and such QFC Credit Support, and any rights in property securing such Supported QFC or such QFC Credit Support) from such Covered Party will be effective to the same extent as the transfer would be effective under the U.S. Special Resolution Regime if the Supported QFC and such QFC Credit Support (and any such interest, obligation and rights in property) were governed by the laws of the United States or a state of the United States. In the event a Covered Party or a BHC Act Affiliate of a Covered Party becomes subject to a proceeding under a U.S. Special Resolution Regime, Default Rights under the Finance Documents that might otherwise apply to such Supported QFC or any QFC Credit Support that may be exercised against such Covered Party are permitted to be exercised to no greater extent than such Default Rights could be exercised under the U.S. Special Resolution Regime if the Supported QFC and the Finance Documents were governed by the laws of the United States or a state of the United States. Without limitation of the foregoing, it is understood and agreed that rights and remedies of the parties with respect to a Defaulting Lender shall in no event affect the rights of any Covered Party with respect to a Supported QFC or any QFC Credit Support. (i) As used in this Clause 1.6, the following terms have the following meanings: (ii) “BHC Act Affiliate” of a party means an “affiliate” (as such term is defined under, and interpreted in accordance with, 12 U.S.C. 1841(k)) of such party. (iii) “Covered Entity” means any of the following: (i) a “covered entity” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 252.82(b); (ii) a “covered bank” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 47.3(b); or (iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 382.2(b). (iv) “Default Right” has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §§ 252.81, 47.2 or 382.1, as applicable. (v) “QFC” has the meaning assigned to the term “qualified financial contract” in, and shall be interpreted in accordance with, 12 U.S.C. 5390(c)(8)(D).

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40 SECTION 2 THE FACILITY 2. THE FACILITY 2.1 The Facility Subject to the terms of this Agreement and the Third Amendment and Restatement Agreement, the Lenders shall make available to the Borrowers a term loan facility in an aggregate amount equal to the Total Commitments. 2.2 Finance Parties’ rights and obligations (a) The obligations of each Finance Party under the Finance Documents are several. Failure by a Finance Party to perform its obligations under the Finance Documents does not affect the obligations of any other Party under the Finance Documents. No Finance Party is responsible for the obligations of any other Finance Party under the Finance Documents. (b) The rights of each Finance Party under or in connection with the Finance Documents are separate and independent rights and any debt arising under the Finance Documents to a Finance Party from an Obligor shall be a separate and independent debt. (c) A Finance Party may, except as otherwise stated in the Finance Documents, separately enforce its rights under the Finance Documents. 2.3 Obligors’ Agent (a) Each Obligor (other than the Company) by its execution of this Agreement or an Accession Deed irrevocably appoints the Company to act on its behalf as its agent in relation to the Finance Documents and irrevocably authorises: (i) the Company on its behalf to supply all information concerning itself contemplated by this Agreement to the Finance Parties and to give all notices and instructions (including, in the case of a Borrower, Utilisation Requests), to execute on its behalf any Accession Deed, to make such agreements and to effect the relevant amendments, supplements and variations capable of being given, made or effected by any Obligor notwithstanding that they may affect the Obligor, without further reference to or the consent of that Obligor; and (ii) each Finance Party to give any notice, demand or other communication to that Obligor pursuant to the Finance Documents to the Company, and in each case the Obligor shall be bound as though the Obligor itself had given the notices and instructions (including, without limitation, any Utilisation Requests) or executed or made the agreements or effected the amendments, supplements or variations, or received the relevant notice, demand or other communication.

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41 (b) Every act, omission, agreement, undertaking, settlement, waiver, amendment, supplement, variation, notice or other communication given or made by the Obligors’ Agent or given to the Obligors’ Agent under any Finance Document on behalf of another Obligor or in connection with any Finance Document (whether or not known to any other Obligor and whether occurring before or after such other Obligor became an Obligor under any Finance Document) shall be binding for all purposes on that Obligor as if that Obligor had expressly made, given or concurred with it. In the event of any conflict between any notices or other communications of the Obligors’ Agent and any other Obligor, those of the Obligors’ Agent shall prevail. 3. PURPOSE 3.1 Purpose Each Borrower shall apply all amounts borrowed by it in or towards the general corporate purposes of the Group. 3.2 Monitoring No Finance Party is bound to monitor or verify the application of any amount borrowed pursuant to this Agreement. 4. CONDITIONS OF UTILISATION 4.1 Initial conditions precedent A Borrower may not deliver a Utilisation Request unless the Agent has received all of the documents and other evidence: (a) with respect to the initial Utilisation only, listed in Part I of Schedule 2 (Conditions Precedent) hereof; or (b) with respect to the Utilisation on the First Amendment Effective Date only, listed in Schedule 1 (Conditions Precedent to the Effective Date) of the First Amendment and Restatement Agreement, in each case in form and substance satisfactory to the Agent (acting reasonably). The Agent shall notify the Company and the Lenders promptly upon being so satisfied. 4.2 Further conditions precedent Subject to Clause 4.1 (Initial Conditions Precedent) and Clause 4.3 (Certain Funds), the Lenders will only be obliged to comply with Clause 5.4 (Lenders’ Participation) in relation to a Utilisation if on the date of the Utilisation Request and on the proposed Utilisation Date: (a) no Default is continuing or would result from the proposed Utilisation; and (b) the Repeating Representations to be made by each Obligor are true and accurate by reference to the facts then subsisting and will remain true and accurate immediately after the making of the Utilisation.

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45 SECTION 4 REPAYMENT, PREPAYMENT AND CANCELLATION 12. REPAYMENT 12.1 Repayment of Loans Each Borrower shall repay all outstanding Loans on the Termination Date. 13. ILLEGALITY, VOLUNTARY PREPAYMENT AND CANCELLATION 13.1 Illegality If, at any time, it is or will become unlawful in any applicable jurisdiction for a Lender to perform any of its obligations as contemplated by this Agreement or to fund, issue or maintain its participation in any Utilisation: (a) that Lender shall promptly notify the Agent upon becoming aware of that event; (b) upon the Agent notifying the Company, the Commitment of that Lender will be immediately cancelled; and (c) each Borrower shall repay that Lender’s participation in the Utilisations on the last day of the Interest Period for each Utilisation occurring after the Agent has notified the Company or, if earlier, the date specified by the Lender in the notice delivered to the Agent (being no earlier than the last day of any applicable grace period permitted by law). 13.2 Voluntary cancellation The Company may, if it gives the Agent not less than 3 Business Days’ (or such shorter period as the Majority Lenders may agree) prior notice, cancel the whole or any part (but if in part, being a minimum amount of $1,000,000) of the Available Facility. Any cancellation under this Clause 13 shall reduce the Commitments of the Lenders rateably. 13.3 Voluntary prepayment of Utilisations (a) In the case of a RFR Loan, a Borrower may, if it or the Company gives the Agent not less than five RFR Banking Days’ (or such shorter period of at least three RFR Banking Days as the Majority Lenders may agree) prior notice prepay the whole or any part of the Utilisation (but if in part, being an amount that reduces the Utilisation by a minimum amount of $1,000,000) provided that such prepayment is made at the same time as an equivalent amount of the Facility being permanently reduced, and is made in the order set out in Clause 14.3 (Application of mandatory prepayments) (assuming for this purpose that the prepayment was required by Clause 14.2 (Insurance Proceeds) and that no Lender has declined the prepayment), as applicable. (b) A Loan may only be prepaid after the last day of the Availability Period (or, if earlier, the day on which the applicable Available Facility is zero).

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46 (c) In any twelve-month period, a Borrower may make only six voluntary prepayments, in accordance with this Clause 13.3, to prepay the whole or part of any RFR Loan unless such prepayment is made (i) the last day of an Interest Period, (ii) the Termination Date and/or (iii) the date the Facility is repaid and cancelled in full. 13.4 Right of cancellation and repayment in relation to a single Lender (a) If: (i) any sum payable to any Lender by an Obligor is required to be increased under paragraph (c) of Clause 20.2 (Tax gross-up); (ii) any Lender claims indemnification from the Company or an Obligor under Clause 20.3 (Tax indemnity) or Clause 21.1 (Increased costs); or (iii) any Lender invokes Clause 18.2 (Market Disruption), the Company may, whilst the circumstance giving rise to the requirement for that increase or indemnification continues, give the Agent notice of cancellation of the Commitment of that Lender and its intention to procure the repayment of that Lender’s participation in the Utilisations, provided that this Clause 13.4(a) shall not apply while there is only one Lender under the Facility. (b) On receipt of a notice referred to in paragraph (a) above in relation to a Lender, the Commitment of that Lender shall immediately be reduced to zero. (c) On the last day of each Interest Period which ends after the Company has given notice under paragraph (a) above in relation to a Lender (or, if earlier, the date specified by the Company in that notice), each Borrower shall repay that Lender’s participation in that Utilisation together with all interest and other amounts accrued under the Finance Documents. 14. MANDATORY PREPAYMENT 14.1 Exit Upon the occurrence of a Change of Control, the Facility will be cancelled and all outstanding Utilisations, together with accrued interest, and all other amounts accrued under the Finance Documents, shall become immediately due and payable. 14.2 Insurance Proceeds (a) For the purposes of this Clause 14.2 (Insurance Proceeds), Clause 14.3 (Application of mandatory prepayments) and Clause 14.4 (Mandatory Prepayment Accounts): “Excluded Insurance Proceeds” means any proceeds of an insurance claim which relate to any insurance drawn for business interruption or third party liability or any insurance relating to player or which: (i) the Company notifies the Agent are, or are to be, applied:

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47 (A) to meet a third party claim in respect of business interruption, loss of earnings or a similar claim; (B) in the replacement, reinstatement and/or repair of the assets or to the purchase of replacement assets useful to the business; or (C) which are, or are to be, applied or reinvested in substantially similar assets used in the Restricted Group’s business, in each case within 365 days, or such longer period as the Majority Lenders may agree (or, in the case of an insurance claim relating to damage to the Stadium, for such longer period as members of the Restricted Group are using all reasonable endeavours to replace, repair or reinstate the Stadium as soon as reasonably practicable and are using or intend to use the relevant proceeds to fund such replacement, repair or reinstatement (and, at the reasonable request of the Agent at any time or times at which the Company is relying on this provision, the Company will promptly certify that the requirements of the provision have been and are being met)) after receipt; or (ii) when aggregated with the proceeds of other such insurance claims received in any Financial Year of the Company, are less than £1,000,000. “Insurance Proceeds” means the net proceeds of any insurance claim under any insurance maintained by any member of the Restricted Group except for Excluded Insurance Proceeds and after deducting any reasonable expenses in relation to that claim which are incurred by any member of the Restricted Group to persons who are not members of the Group. (b) The Company shall ensure that each Borrower offers to prepay Utilisations in an amount equal to Insurance Proceeds at the times and in the order of application contemplated by Clause 14.3 (Application of mandatory prepayments) after giving effect to any commitment, cancellation or prepayments in accordance with Clause 14.2(b) (Excess Proceeds and Insurance Proceeds) of the Existing RCF Facilities Agreement. (c) Any Lender may, within 3 Business Days of receipt of an offer of prepayment under paragraph (b) of Clause 14.2 (Insurance Proceeds), decline all or part of its share in that prepayment (and, to the extent that a Lender declines part of a prepayment, the amount of the prepayment to be made in respect of that Lender’s Commitments will be reduced accordingly and, for the avoidance of doubt, any part of a Lender’s share in that prepayment that is not declined within 3 Business Days of receipt of the offer of that prepayment will be deemed to have been accepted by that Lender. 14.3 Application of mandatory prepayments (a) A prepayment made under Clause 14.2 (Insurance Proceeds) shall be applied in prepayment of Loans pro rata.

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48 (b) Unless the Company makes an election under paragraph (c) below, each Borrower shall offer to prepay Utilisations, in the case of any prepayment relating to the amounts of Insurance Proceeds, promptly upon receipt of those Insurance Proceeds; and if such offer is accepted, the prepayment will be made on the day falling 5 Business Days after the date of such offer. (c) Subject to paragraph (d) below, the Company may, by giving the Agent not less than 2 Business Days’ (or such shorter period as the Majority Lenders may agree) prior written notice, elect that any prepayment due under Clause 14.2 (Insurance Proceeds) be made on the last day of the Interest Period relating to the Loan. If the Company makes that election then an amount of the Loan equal to the amount of the relevant prepayment will be cancelled and, if applicable, be due and payable on the last day of its Interest Period. (d) If the Company has made an election under paragraph (c) above but a Default has occurred and is continuing, that election shall no longer apply and the amount of the relevant prepayment shall be immediately due and payable (unless the Majority Lenders otherwise agree in writing). 14.4 Mandatory Prepayment Accounts (a) The Company shall ensure that Insurance Proceeds in respect of which the Company has made an election under paragraph (c) of Clause 14.3 (Application of mandatory prepayments) are paid into a Mandatory Prepayment Account as soon as reasonably practicable after receipt by a member of the Restricted Group. (b) The Company and the Borrowers irrevocably authorise the Agent to apply amounts credited to the Mandatory Prepayment Account to pay amounts due and payable under Clause 14.3 (Application of mandatory prepayments) and otherwise under the Finance Documents. (c) A Lender or Agent with which a Mandatory Prepayment Account is held acknowledges and agrees that (i) interest shall accrue at normal commercial rates on amounts credited to those accounts and that the account holder shall be entitled to receive such interest (which shall be paid in accordance with the mandate relating to such account) unless a Default is continuing and (ii) each such account is subject to the Transaction Security. 14.5 Excluded proceeds Where Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in the definition of Excluded Insurance Proceeds), the Company shall ensure that those amounts are used for that purpose and, if requested to do so by the Agent (acting reasonably), shall promptly deliver a certificate to the Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.

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49 14.6 Limitation on prepayments All prepayments referred to in Clause 14.2 (Insurance Proceeds) are subject to permissibility under local law (including financial assistance, corporate benefit restrictions on upstreaming of cash intra-Restricted Group and the fiduciary and statutory duties of the directors of the relevant members of the Restricted Group). There will be no requirement to make any such prepayment where the tax cost to the Restricted Group of making that payment or making funds available to another member of the Restricted Group to enable such prepayment to be made is disproportionate to the amount to be prepaid (where the cost exceeds 5% of the amount). The Restricted Group will use its reasonable endeavours to overcome any restrictions and/or minimise any costs of prepayment pending which an amount equal to that which would otherwise have been prepaid shall be paid into a blocked account, secured in favour of the Security Trustee. If at any time those restrictions are removed, any relevant proceeds will be applied in prepayment and cancellation of the Facility at the end of the next Interest Period. 15. RESTRICTIONS 15.1 Notices of Cancellation or Prepayment Any notice of cancellation, prepayment, authorisation or other election given by any Party under Clause 13 (Illegality, Voluntary Prepayment and Cancellation), paragraph (c) of Clause 14.3 (Application of mandatory prepayments) or Clause 14.4 (Mandatory Prepayment Accounts) shall (subject to the terms of those Clauses) be irrevocable (unless otherwise agreed by the Majority Lenders) and, unless a contrary indication appears in this Agreement, shall specify the date or dates upon which the relevant cancellation or prepayment is to be made and the amount of that cancellation or prepayment. 15.2 Interest and other amounts Any prepayment under this Agreement shall be made together with accrued interest on the amount prepaid and, subject to payment of any Break Costs, without premium or penalty. 15.3 No reborrowing of Facility After the First Amendment Effective Date, a Borrower may not reborrow any part of the Facility which is prepaid. 15.4 Prepayment in accordance with Agreement A Borrower may not repay or prepay all or any part of the Utilisations or cancel all or any part of the Commitments except at the times and in the manner expressly provided for in this Agreement. 15.5 No reinstatement of Commitments After the First Amendment Effective Date, no amount of the Total Commitments cancelled under this Agreement may be subsequently reinstated.

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51 SECTION 5 COSTS OF UTILISATION 16. INTEREST 16.1 Calculation of interest – RFR Loans (a) The rate of interest on each RFR Loan for any day during any Interest Period is the percentage rate per annum which is the aggregate of the applicable: (i) Margin; and (ii) Compounded Reference Rate for that day. (b) If any day during an Interest Period for a RFR Loan is not a RFR Banking Day, the rate of interest on that RFR Loan for that day will be the rate applicable to the immediately preceding RFR Banking Day. 16.2 Payment of interest (a) The Borrower to which a Loan has been made shall pay accrued interest on that Loan on the last day of each Interest Period (and, if the Interest Period is longer than six Months, on the dates falling at six Monthly intervals after the first day of the Interest Period). (b) If the annual audited financial statements of the Restricted Group and related Compliance Certificate received by the Agent show that a higher Margin should have applied during a certain period, then the Company shall (or shall ensure the Borrower shall) promptly upon request by the Agent pay to the Agent any amounts necessary to put the Agent and the Lenders in the position they would have been in had the appropriate rate of the Margin applied during such period. 16.3 Default interest (a) If an Obligor fails to pay any amount payable by it under a Finance Document on its due date, interest shall accrue on the overdue amount from the due date up to the date of actual payment (both before and after judgment) at a rate which, subject to paragraph (b) below, is one per cent. higher than the rate which would have been payable if the overdue amount had, during the period of non-payment, constituted a Loan in the currency of the overdue amount for successive Interest Periods, each of a duration selected by the Agent (acting reasonably). Any interest accruing under this Clause 16.3 shall be immediately payable by the Obligor on demand by the Agent. (b) If any overdue amount consists of all or part of a Loan which became due on a day which was not the last day of an Interest Period relating to that Loan: (i) the first Interest Period for that overdue amount shall have a duration equal to the unexpired portion of the current Interest Period relating to that Loan; and

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52 (ii) the rate of interest applying to the overdue amount during that first Interest Period shall be one per cent. higher than the rate which would have applied if the overdue amount had not become due. (c) Default interest (if unpaid) arising on an overdue amount will be compounded with the overdue amount at the end of each Interest Period applicable to that overdue amount but will remain immediately due and payable. 16.4 Notification of rates of interest (a) The Agent shall promptly upon a RFR Interest Payment being determinable, notify: (i) the relevant Borrower of that RFR Interest Payment; (ii) each relevant Lender of the proportion of that RFR Interest Payment which relates to that Lender’s participation in the relevant RFR Loan; and (iii) the relevant Lenders and the relevant Borrower of: (A) each applicable rate of interest relating to the determination of that RFR Interest Payment; and (B) to the extent it is then determinable, the Market Disruption Rate (if any) relating to that RFR Loan (provided that, for the avoidance of doubt, the Agent shall have no obligation to notify any Party of a Market Disruption Rate on or prior to the relevant Reporting Day and the Agent shall not be responsible or liable for any damages, costs or losses whatsoever as a result of providing any Market Disruption Rate. (b) Other than with respect to any RFR Interest Payment determined pursuant to Clause 18.3 (Cost of funds), the Agent shall promptly notify the relevant Borrower of each Funding Rate relating to a Loan. (c) The Agent shall promptly notify the relevant Lenders and the relevant Borrowers of the determination of a rate of interest relating to a RFR Loan to which Clause 18.3 (Cost of funds) applies. (d) This Clause 16.4 shall not require the Agent to make any notification to any Party on a day which is not a Business Day. 17. INTEREST PERIODS 17.1 Selection of Interest Periods and Terms (a) A Borrower (or the Company on behalf of a Borrower) may select an Interest Period for a Loan (or any segment thereof) in the Utilisation Request for that Loan or (if the Loan has already been borrowed) in a Selection Notice.

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53 (b) Each Selection Notice for a Loan (or any segment thereof) is irrevocable and must be delivered to the Agent by the Borrower (or the Company on behalf of the Borrower) not later than the Specified Time. (c) If a Borrower (or the Company) fails to deliver a Selection Notice to the Agent in accordance with paragraph (b) above, the relevant Interest Period will be the period specified in the applicable RFR Terms. (d) Subject to this Clause 17, if the Loan is a RFR Loan, a Borrower (or the Company) may select an Interest Period of any period specified in the applicable RFR Terms or, in any case, of any other period agreed between the Borrower (or the Company) and the Agent (acting on the instructions of all the Lenders in relation to the relevant Loan). (e) An Interest Period for a Loan (or any segment thereof) shall not extend beyond the Termination Date. (f) Each Interest Period for a Loan (or any segment thereof) shall start on the Utilisation Date or (if already made) on the last day of the preceding Interest Period. (g) There shall be no more than twenty separate Interest Periods at any one time with respect to the Loan. (h) No Interest Period for a RFR Loan shall be longer than six Months. 17.2 Non-Business Days (a) Other than where paragraph (b) below applies, if an Interest Period would otherwise end on a day which is not a Business Day, that Interest Period will instead end on the next Business Day in that calendar month (if there is one) or the preceding Business Day (if there is not). (b) If the Loan is in a RFR Currency and there are rules specified as “Business Day Conventions” for the currency of that Loan in the applicable RFR Terms, those rules shall apply to each Interest Period for that Loan. 18. CHANGES TO THE CALCULATION OF INTEREST 18.1 Interest calculation if no RFR or Central Bank Rate If: (a) there is no applicable RFR or Central Bank Rate for the purposes of calculating the Daily Non- Cumulative Compounded RFR Rate for an RFR Banking Day during an Interest Period for a RFR Loan; and (b) cost of funds will apply as a fallback is specified in respect of that Loan in the RFR Terms for that Loan, Clause 18.3 (Cost of funds) shall apply to that Loan for that Interest Period.

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56 SECTION 6 ADDITIONAL PAYMENT OBLIGATIONS 20. TAX GROSS-UP AND INDEMNITIES 20.1 Definitions In this Agreement: “Borrower DTTP Filing” means an HM Revenue & Customs’ Form DTTP2 duly completed and filed by the relevant Borrower, which: (a) where it relates to a UK Treaty Lender that is an Original Lender, the Original Lender provides its scheme reference number and jurisdiction of tax residence to the Borrower on the date of this Agreement and where the Borrower is the Original Borrower, is filed with HM Revenue & Customs within 30 days of the date of this Agreement or where the Borrower is an Additional Borrower, is filed within 30 days of the date on which that Borrower becomes an Additional Borrower; or (b) where it relates to a UK Treaty Lender that is a New Lender, contains the scheme reference number and jurisdiction of tax residence stated in respect of that Lender in the relevant Transfer Certificate or Assignment Agreement, and where the Borrower is the Original Borrower, is filed with HM Revenue & Customs within 30 days of that Transfer Date or where the Borrower is an Additional Borrower, is filed within 30 days of the date on which that Borrower becomes an Additional Borrower. “Protected Party” means a Finance Party which is or will be subject to any liability or required to make any payment for or on account of Tax in relation to a sum received or receivable (or any sum deemed for the purposes of Tax to be received or receivable) under a Finance Document. “Qualifying Lender” means: (a) a Lender (other than a Lender within paragraph (b) below) which is beneficially entitled to interest payable to that Lender in respect of an advance under a Finance Document and is: (i) a Lender: (A) which is a bank (as defined for the purpose of section 879 of the ITA) making an advance under a Finance Document and is within the charge to United Kingdom corporation tax as respects any payments of interest made in respect of that advance or would be within such charge as respects such payments apart from section 18A of the CTA; or (B) in respect of an advance made under a Finance Document by a person that was a bank (as defined for the purpose of section 879 of the ITA) at the time that that advance was made and within

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57 the charge to United Kingdom corporation tax as respects any payments of interest made in respect of that advance; or (ii) a Lender which is: (A) a company resident in the United Kingdom for United Kingdom tax purposes; (B) a partnership each member of which is: (1) a company so resident in the United Kingdom; or (2) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account in computing its chargeable profits (within the meaning of section 19 of the CTA) the whole of any share of interest payable in respect of that advance that falls to it by reason of Part 17 of the CTA; or (C) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account interest payable in respect of that advance in computing the chargeable profits (within the meaning of section 19 of the CTA) of that company; or (iii) a UK Treaty Lender; or (b) a building society (as defined for the purposes of section 880 of the ITA) making an advance under a Finance Document. “Tax Confirmation” means a confirmation by a Lender that the person beneficially entitled to interest payable to that Lender in respect of an advance under a Finance Document is either: (a) a company resident in the United Kingdom for United Kingdom tax purposes; or (b) a partnership each member of which is: (i) a company so resident in the United Kingdom; or (ii) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account in computing its chargeable profits (within the meaning of section 19 of the CTA) the whole of any share of interest payable in respect of that advance that falls to it by reason of Part 17 of the CTA; or (c) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into

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58 account interest payable in respect of that advance in computing the chargeable profits (within the meaning of section 19 of the CTA) of that company. “Tax Credit” means a credit against, relief or remission for, or repayment of, any Tax. “Tax Deduction” means a deduction or withholding for or on account of Tax from a payment under a Finance Document, other than a FATCA Deduction. “Tax Payment” means either the increase in a payment made by an Obligor to a Finance Party under Clause 20.2 (Tax gross-up) or a payment under Clause 20.3 (Tax indemnity). “Treaty Lender” means a UK Treaty Lender or a U.S. Treaty Lender as appropriate. “UK Non-Bank Lender” means where a Lender becomes a Party after the day on which this Agreement is entered into, a Lender which gives a Tax Confirmation in the Assignment Agreement or Transfer Certificate which it executes on becoming a Party. “UK Treaty Lender” means a Lender which: (a) is treated as a resident of a UK Treaty State for the purposes of the UK Treaty; (b) does not carry on a business in the United Kingdom through a permanent establishment with which that Lender’s participation in the Loan is effectively connected; and (c) fulfils any other conditions which must be fulfilled under the UK Treaty by residents of that UK Treaty State for such residents to obtain full exemption from taxation on interest imposed by the jurisdiction of incorporation of the relevant Borrower, subject to the completion of procedural formalities. “UK Treaty State” means a jurisdiction having a double taxation agreement (a “UK Treaty”) with the United Kingdom which makes provision for full exemption from tax imposed by the United Kingdom on interest. “U.S. Qualifying Lender” means a Lender which: (a) is a U.S. Person; (b) is not a U.S. Person but is entitled to complete exemption from withholding of U.S. federal income tax on interest payable to it in respect of a Loan; (c) is a U.S. Treaty Lender; or (d) would have fallen within either paragraph (a), (b) or (c) above but for any change after the date of this Agreement in (or in the interpretation, administration or application of) any law or Treaty or any published practice or published concession of any relevant taxing authority. “U.S. Treaty Lender” means a Lender which: (a) is treated as a resident of a U.S. Treaty State for the purposes of the U.S. Treaty;

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59 (b) does not carry on a business in the United States through a permanent establishment with which that Lender’s participation in the Loan or Additional Loan is effectively connected; and (c) fulfils any other conditions which must be fulfilled under the U.S. Treaty by residents of that U.S. Treaty State for such residents to obtain full exemption from taxation on interest or other amounts payable under this Agreement imposed by the United States subject to the completion of procedural formalities. “U.S. Treaty State” means a jurisdiction having a double taxation agreement (a “U.S. Treaty”) with the United States which makes provision for full exemption from tax imposed by the United States on interest or other amounts payable under this Agreement. “Withholding Form” means U.S. Internal Revenue Service Form W-8BEN, W-8ECI or W-9 (or, in each case, any successor form and, in each case, attached to an IRS Form W-8IMY if required) or any other U.S. Internal Revenue Service form by which a person may claim a complete exemption from withholding of U.S. federal income tax on interest payments to that person and, in the case of a person claiming an exemption under the “portfolio interest exemption”, a statement certifying that such person is not (A) a “bank” within the meaning of section 881(c)(3)(A) of the Code, (B) a “10 per cent. shareholder” of the Original Borrower (or its “regarded owner” for U.S. federal income tax purposes) within the meaning of section 881(c)(3)(B) of the Code, or (C) a “controlled foreign corporation” that is related to the Original Borrower (or its “regarded owner” for U.S. federal income tax purposes) within the meaning of section 881(c)(3)(C) of the Code. Unless a contrary indication appears, in this Clause 20 a reference to “determines” or “determined” means a determination made in the absolute discretion of the person making the determination. 20.2 Tax gross-up (a) Each Obligor shall make all payments to be made by it without any Tax Deduction, unless a Tax Deduction is required by law. (b) The Company shall promptly upon becoming aware that an Obligor must make a Tax Deduction (or that there is any change in the rate or the basis of a Tax Deduction) notify the Agent accordingly. Similarly, a Lender shall notify the Agent on becoming so aware in respect of a payment payable to that Lender. If the Agent receives such notification from a Lender, it shall notify the Company and that Obligor. (c) If a Tax Deduction is required by law to be made by an Obligor, the amount of the payment due from that Obligor shall be increased to an amount which (after making any Tax Deduction) leaves an amount equal to the payment which would have been due if no Tax Deduction had been required.

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60 (d) A payment shall not be increased under paragraph (c) above by reason of a Tax Deduction on account of Tax imposed by the United Kingdom, if on the date on which the payment falls due: (i) the payment could have been made to the relevant Lender without a Tax Deduction if the Lender had been a Qualifying Lender, but on that date that Lender is not or has ceased to be a Qualifying Lender other than as a result of any change after the date it became a Lender under this Agreement in (or in the interpretation, administration, or application of) any law or Treaty or any published practice or published concession of any relevant taxing authority; or (ii) the relevant Lender is a Qualifying Lender solely by virtue of paragraph (a)(ii) of the definition of Qualifying Lender and: (A) an officer of H.M. Revenue & Customs has given (and not revoked) a direction (a “Direction”) under section 931 of the ITA which relates to the payment and that Lender has received from the Obligor making the payment or from the Company a certified copy of that Direction; and (B) the payment could have been made to the Lender without any Tax Deduction if that Direction had not been made; or (iii) the relevant Lender is a Qualifying Lender solely by virtue of paragraph (a)(ii) of the definition of Qualifying Lender and: (A) the relevant Lender has not given a Tax Confirmation to the Company; and (B) the payment could have been made to the Lender without any Tax Deduction if the Lender had given a Tax Confirmation to the Company, on the basis that the Tax Confirmation would have enabled the Company to have formed a reasonable belief that the payment was an “excepted payment” for the purpose of section 930 of the ITA; or (iv) the relevant Lender is a UK Treaty Lender and the Obligor making the payment is able to demonstrate that the payment could have been made to the Lender without the Tax Deduction had that Lender complied with its obligations under paragraph (i) or (j) (as applicable) below. (e) A payment shall not be increased under paragraph (c) above by reason of a Tax Deduction on account of Tax imposed by the United States from a payment to a Lender in respect of a Loan, if on the date on which the payment falls due: (i) that Lender has not complied with its obligations to complete and sign the relevant Withholding Forms under paragraph (f) below; (ii) that Lender was not a U.S. Qualifying Lender on the date it first became a Lender; or

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61 (iii) that Lender is not or has ceased to be a U.S. Qualifying Lender. (f) Each U.S. Qualifying Lender shall submit to the Original Borrower and the Agent two duly completed and signed copies of the relevant Withholding Form no later than 5 days before the date on which the first payment of interest is to be made to such U.S. Qualifying Lender (or if a transfer is to be made to a new U.S. Qualifying Lender within 5 days of a payment of interest, as soon as reasonably practicable after the transfer and in any event prior to the date on which first payment of interest is to be made to such U.S. Qualifying Lender). (g) If an Obligor is required to make a Tax Deduction, that Obligor shall make that Tax Deduction and any payment required in connection with that Tax Deduction within the time allowed and in the minimum amount required by law. (h) Within thirty days of making either a Tax Deduction or any payment required in connection with that Tax Deduction, the Obligor making that Tax Deduction shall deliver to the Agent for the Finance Party entitled to the payment a statement under section 975 of the ITA or other evidence reasonably satisfactory to that Finance Party that the Tax Deduction has been made or (as applicable) any appropriate payment paid to the relevant taxing authority. (i) Subject to paragraph (ii) below, a Treaty Lender and each Obligor which makes a payment to which that Treaty Lender is entitled shall co-operate in completing any procedural formalities necessary for that Obligor to obtain authorisation to make that payment without a Tax Deduction and, in particular, a Treaty Lender shall, as soon as reasonably practicable, make and file an appropriate application for relief under the relevant Treaty. (ii) (A) A UK Treaty Lender which becomes a Party on the day on which this Agreement is entered into holds a passport under the HMRC DT Treaty Passport scheme, and which wishes that scheme to apply to this Agreement, shall confirm its scheme reference number and its jurisdiction of tax residence to the relevant Borrower on the date of the Agreement; and (B) a New Lender that is a UK Treaty Lender that holds a passport under the HMRC DT Treaty Passport scheme, and which wishes that scheme to apply to this Agreement, shall confirm its scheme reference number and its jurisdiction of tax residence in the Transfer Certificate or Assignment Agreement which it executes, and, having done so, that Lender shall be under no obligation pursuant to paragraph (i) above. (i) If a Lender has confirmed its scheme reference number and its jurisdiction of tax residence in accordance with paragraph (h)(ii) above and: (i) a Borrower has not made a Borrower DTTP filing in respect of that Lender; or

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62 (ii) a Borrower has made a Borrower DTTP Filing in respect of that Lender but: (A) that Borrower DTTP filing has been rejected by HM Revenue & Customs; or (B) HM Revenue & Customs has not given the Borrower authority to make payments to that Lender without a Tax Deduction within 60 days of the date of the Borrower DTTP Filing, and in each case the Borrower has notified that Lender in writing, that Lender and the Borrower shall co-operate in completing any additional procedural formalities necessary for that Borrower to obtain authorisation to make that payment without a Tax Deduction. (j) If a Lender has not confirmed its scheme reference number and jurisdiction of tax residence in accordance with paragraph (h)(ii) above, no Obligor shall make a Borrower DTTP Filing or file any other form relating to the HMRC DT Treaty Passport scheme in respect of that Lender’s Commitment or its participation in any Loan unless the Lender otherwise agrees. (k) Each Borrower shall, promptly on making a Borrower DTTP Filing, deliver a copy of the Borrower DTTP Filing to the Agent for delivery to the relevant Lender. (l) A UK Non-Bank Lender which becomes a Party on the day on which this Agreement is entered into gives a Tax Confirmation to the Company by entering into this Agreement. (m) A UK Non-Bank Lender shall promptly notify the Company and the Agent if there is any change in the position from that set out in the Tax Confirmation. 20.3 Tax indemnity (a) The Company shall (within three Business Days of demand by the Agent) pay to a Protected Party an amount equal to the loss, liability or cost which that Protected Party determines will be or has been (directly or indirectly) suffered for or on account of Tax by that Protected Party in respect of a Finance Document. (b) Paragraph (a) above shall not apply: (i) with respect to any Tax assessed on a Finance Party: (A) under the law of the jurisdiction in which that Finance Party is incorporated or, if different, the jurisdiction (or jurisdictions) in which that Finance Party is treated as resident for tax purposes; or (B) under the law of the jurisdiction in which that Finance Party’s Facility Office is located in respect of amounts received or receivable in that jurisdiction,

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63 if that Tax is imposed on or calculated by reference to the net income received or receivable (but not any sum deemed to be received or receivable) by that Finance Party; or (ii) to the extent a loss, liability or cost: (A) is compensated for by an increased payment under Clause 20.2 (Tax gross-up); (B) would have been compensated for by an increased payment under Clause 20.2 (Tax gross-up) but was not entitled to be so compensated solely because one of the exclusions in paragraph (d) or (e) of Clause 20.2 (Tax gross-up) applied; or (C) relates to a FATCA Deduction required to be made by a Party. (b) A Protected Party making, or intending to make a claim under paragraph (a) above shall promptly notify the Agent of the event which will give, or has given, rise to the claim, following which the Agent shall notify the Company. (c) A Protected Party shall, on receiving a payment from an Obligor under this Clause 20.3, notify the Agent. 20.4 Tax Credit If an Obligor makes a Tax Payment and the relevant Finance Party determines that: (a) a Tax Credit is attributable to an increased payment of which that Tax Payment forms part, to that Tax Payment or to a Tax Deduction in consequence of which that Tax Payment was required; and (b) that Finance Party has obtained and utilised that Tax Credit, the Finance Party shall pay an amount to the Obligor which that Finance Party determines will leave it (after that payment) in the same after-Tax position as it would have been in had the Tax Payment not been required to be made by the Obligor. 20.5 Lender Status Confirmation (a) Each Lender which becomes a Party to this Agreement after the date of this Agreement shall indicate, in the Transfer Certificate or Assignment Agreement which it executes on becoming a Party, and for the benefit of the Agent and without liability to any Obligor, which of the following categories it falls in: (i) not a Qualifying Lender; (ii) a Qualifying Lender (other than a UK Treaty Lender); (iii) a UK Treaty Lender; or (iv) a U.S. Qualifying Lender.

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64 If a New Lender fails to indicate its status in accordance with this Clause 20.5 then such New Lender shall be treated for the purposes of this Agreement (including by each Obligor) as if it is not a Qualifying Lender or a U.S. Qualifying Lender until such time as it notifies the Agent which category applies (and the Agent, upon receipt of such notification, shall inform the Company). For the avoidance of doubt, a Transfer Certificate or Assignment Agreement shall not be invalidated by any failure of a Lender to comply with this Clause 20.5. (b) The Original Lender confirms for the benefit of each Obligor that it is both a Qualifying Lender and a U.S. Qualifying Lender at the date of this Agreement. 20.6 Stamp taxes The Company shall pay and, within three Business Days of demand, indemnify each Finance Party against any cost, loss or liability that Finance Party incurs in relation to all stamp duty, registration and other similar Taxes payable in respect of any Finance Document. 20.7 VAT (a) All amounts set out or expressed in a Finance Document to be payable by any Party to a Finance Party which (in whole or in part) constitute the consideration for a supply or supplies for VAT purposes shall be deemed to be exclusive of any VAT which is chargeable on such supply or supplies, and accordingly, subject to paragraph (b) below, if VAT is or becomes chargeable on any supply made by any Finance Party to any Party under a Finance Document and such Finance Party is required to account to the relevant tax authority for the VAT, that Party shall pay to the Finance Party (in addition to and at the same time as paying any other consideration for such supply) an amount equal to the amount of such VAT provided that such Finance Party shall promptly provide an appropriate VAT invoice to such Party. (b) If VAT is or becomes chargeable on any supply made by any Finance Party (the “Supplier”) to any other Finance Party (the “Recipient”) under a Finance Document, and any Party other than the Recipient (the “Relevant Party”) is required by the terms of any Finance Document to pay an amount equal to the consideration for that supply to the Supplier (rather than being required to reimburse or indemnify the Recipient in respect of that consideration): (i) (where the Supplier is the person required to account to the relevant tax authority for the VAT) the Relevant Party must also pay to the Supplier (at the same time as paying that amount) an additional amount equal to the amount of the VAT charged. The Recipient must (where this paragraph (i) applies) promptly pay to the Relevant Party an amount equal to any credit or repayment the Recipient receives from the relevant tax authority which the Recipient reasonably determines relates to the VAT chargeable on that supply; and (ii) (where the Recipient is the person required to account to the relevant tax authority for the VAT) the Relevant Party must promptly, following

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65 demand from the Recipient, pay to the Recipient an amount equal to the VAT chargeable on that supply but only to the extent that the Recipient reasonably determines that it is not entitled to credit or repayment from the relevant tax authority in respect of that VAT. (c) Where a Finance Document requires any Party to reimburse or indemnify a Finance Party for any cost or expense, that Party shall reimburse or indemnify (as the case may be) such Finance Party for the full amount of such cost or expense, including such part thereof as represents VAT, save to the extent that such Finance Party reasonably determines that it is entitled to credit or repayment in respect of such VAT from the relevant tax authority. (d) Any reference in this Clause 20.7 to any Party shall, at any time when such Party is treated as a member of a group for VAT purposes, include (where appropriate and unless the context otherwise requires) a reference to the representative member of such group at such time (the term “representative member” to have the same meaning as in the Value Added Tax Act 1994). 20.8 Survival Each party’s obligations under this Clause 20 shall survive the resignation or replacement of the Agent or any assignment of rights by, or the replacement of, a Lender, and the repayment, satisfaction or discharge of all other obligations of any Obligor under the Finance Documents. 20.9 FATCA Deduction (a) Each Party may make any FATCA Deduction it is required to make by FATCA, and any payment required in connection with that FATCA Deduction, and no Party shall be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient of the payment for that FATCA Deduction. (b) Each Party shall promptly, upon becoming aware that it must make a FATCA Deduction (or that there is any change in the rate or the basis of such FATCA Deduction) notify the Party to whom it is making the payment and, in addition, shall notify the Company, the Agent and the other Finance Parties. 20.10 FATCA Information (a) Subject to paragraph (c) below, each Party shall, within ten Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is: (A) a FATCA Exempt Party; or (B) not a FATCA Exempt Party; (ii) supply to that other Party such forms, documentation and other information relating to its status under FATCA as that other Party

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66 reasonably requests for the purposes of that other Party’s compliance with FATCA; and (iii) supply to that other Party such forms, documentation and other information relating to its status as that other Party reasonably requests for the purposes of that other Party’s compliance with any other law, regulation or exchange of information regime. (b) If a Party confirms to another Party pursuant to paragraph (a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. (c) Paragraph (a) above shall not oblige any Finance Party to do anything, and paragraph (a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality. (d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph (a)(i) or (ii) above (including, for the avoidance of doubt, where paragraph (c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments under them) as if it is not a FATCA Exempt Party until such time as the Party in question provides the requested confirmation, forms, documentation or other information. (e) If a Borrower is a U.S. Tax Obligor or the Agent reasonably believes that its obligations under FATCA or any other applicable law or regulation require it, each Lender shall, within ten Business Days of: (i) where a Borrower is a U.S. Tax Obligor and the relevant Lender is an Original Lender, the Fourth Amendment Effective Date; (ii) where a Borrower is a U.S. Tax Obligor on a date on which any other Lender becomes a Party as a Lender, that date; (iii) the date a new U.S. Tax Obligor accedes as a Borrower; or (iv) where a Borrower is not a U.S. Tax Obligor, the date of a request from the Agent, supply to the Agent: (A) a withholding certificate on Form W-8, Form W-9 or any other relevant form; or

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67 (B) any withholding statement or other document, authorisation or waiver as the Agent may require to certify or establish the status of such Lender under FATCA or that other law or regulation. (f) The Agent shall provide any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) above to the relevant Borrower. (g) If any withholding certificate, withholding statement, document, authorisation or waiver provided to the Agent by a Lender pursuant to paragraph (e) above is or becomes materially inaccurate or incomplete, that Lender shall promptly update it and provide such updated withholding certificate, withholding statement, document, authorisation or waiver to the Agent unless it is unlawful for the Lender to do so (in which case the Lender shall promptly notify the Agent). The Agent shall provide any such updated withholding certificate, withholding statement, document, authorisation or waiver to the relevant Borrower. (h) The Agent may rely on any withholding certificate, withholding statement, document, authorisation or waiver it receives from a Lender pursuant to paragraph (e) or (g) above without further verification. The Agent shall not be liable for any action taken by it under or in connection with paragraph (e), (f) or (g) above. 21. INCREASED COSTS 21.1 Increased costs (a) Subject to Clause 21.3 (Exceptions) the Company shall, within three Business Days of a demand by the Agent, pay for the account of a Finance Party the amount of any Increased Costs incurred by that Finance Party or any of its Affiliates as a result of (i) the adoption or taking effect of any law, rule, regulation or treaty, (ii) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation or (iii) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation; provided that notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, CRD IV or CRD V shall, in each case, be deemed to be such a change in law in accordance with this paragraph (a), regardless of the date enacted, adopted or issued. (b) In this Agreement:

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68 “Increased Costs” means: (i) a reduction in the rate of return from the Facility or on a Finance Party’s (or its Affiliate’s) overall capital or liquidity; (ii) an additional or increased cost; or (iii) a reduction of any amount due and payable under any Finance Document, which is incurred or suffered by a Finance Party or any of its Affiliates to the extent that it is attributable to that Finance Party having entered into its Commitment or an Ancillary Commitment or funding or performing its obligations under any Finance Document; and “Basel III” means: (i) the agreement on capital requirements, a leverage ratio and liquidity standards contained in “Basel III: A global regulatory framework for more resilient banks and banking systems”, “Basel III: International framework for liquidity risk measurement, standards and monitoring” and “Guidance for national authorities operating the countercyclical capital buffer” published by the Basel Committee on Banking Supervision in December 2010, each as amended, supplemented or restated; (ii) the rules for global systemically important banks contained in “Global systemically important banks: assessment methodology and the additional loss absorbency requirement - Rules text” published by the Basel Committee on Banking Supervision in November 2011, as amended, supplemented or restated; and (iii) any further guidance or standards published by the Basel Committee on Banking Supervision relating to “Basel III”. “CRD IV” means: (i) Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012; and (ii) Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC; and

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69 “CRD V” means Directive (EU) 2019/878 of the European Parliament and of the Council of 20 May 2019 amending Directive 2013/36/EU as regards exempted entities, financial holding companies, mixed financial holding companies, remuneration, supervisory measures and powers and capital conservation measures. 21.2 Increased cost claims (a) A Finance Party intending to make a claim pursuant to Clause 21.1 (Increased costs) shall notify the Agent of (b) the event giving rise to the claim, following which the Agent shall promptly notify the Company. (c) Each Finance Party shall, as soon as practicable after a demand by the Agent, provide a certificate confirming the amount of its Increased Costs. 21.3 Exceptions (a) Clause 21.1 (Increased costs) does not apply to the extent any Increased Cost is: (i) attributable to a Tax Deduction required by law to be made by an Obligor; (ii) compensated for by Clause 20.3 (Tax indemnity) (or would have been compensated for under Clause 20.3 (Tax indemnity) but was not so compensated solely because any of the exclusions in paragraph (b) of Clause 20.3 (Tax indemnity) applied); (iii) attributable to the wilful breach by the relevant Finance Party or its Affiliates of any law or regulation; (iv) attributable to the implementation or application of or compliance with the “International Convergence of Capital Measurement and Capital Standards, a Revised Framework” published by the Basel Committee on Banking Supervision in June 2004 in the form existing on the date of this Agreement (but excluding any amendment arising out of Basel III) (“Basel II”) or any other law or regulation which implements Basel II (whether such implementation, application or compliance is by a government, regulator, Finance Party or any of its Affiliates); (v) attributable to the implementation or application of, or compliance with Basel III, CRD IV or CRD V or any other law or regulation which implements Basel III (whether such implementation, application or compliance is by a government, regulator, Finance Party or any of its Affiliates) but only to the extent that such cost was known (or could reasonably be expected to have been known) by the relevant Finance Party (A) as at the date it became Party to this Agreement or (B) in the case of CRD V, as at the Seventh Amendment Effective Date where already Party to this Agreement or, if later, the date it became a Party to this Agreement; or

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70 (vi) attributable to a FATCA Deduction required to be made by a Party. (b) In this Clause 21.3 reference to a “Tax Deduction” has the same meaning given to the term in Clause 20.1 (Definitions). 22. OTHER INDEMNITIES 22.1 Currency indemnity (a) If any sum due from an Obligor under the Finance Documents (a “Sum”), or any order, judgment or award given or made in relation to a Sum, has to be converted from the currency (the “First Currency”) in which that Sum is payable into another currency (the “Second Currency”) for the purpose of: (i) making or filing a claim or proof against that Obligor; or (ii) obtaining or enforcing an order, judgment or award in relation to any litigation or arbitration proceedings, that Obligor shall as an independent obligation, within three Business Days of demand, indemnify each Finance Party (and/or any Receiver or Delegate) to whom that Sum is due against any cost, loss or liability arising out of or as a result of the conversion including any discrepancy between (A) the rate of exchange used to convert that Sum from the First Currency into the Second Currency and (B) the rate or rates of exchange available to that person at the time of its receipt of that Sum. (b) Each Obligor waives any right it may have in any jurisdiction to pay any amount under the Finance Documents in a currency or currency unit other than that in which it is expressed to be payable. 22.2 Other indemnities The Company shall (or shall procure that an Obligor will), within three Business Days of demand, indemnify the Agent, each Lender, each other Finance Party (and/or any Receiver or Delegate) and each Representative of any of the foregoing persons against any cost, loss or liability incurred by it as a result of: (a) the occurrence of any Event of Default; (b) a failure by an Obligor to pay any amount due under a Finance Document on its due date, including without limitation, any cost, loss or liability arising as a result of Clause 36 (Sharing among the Finance Parties); (c) the execution or delivery of this Agreement, any other Finance Document or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto of their respective obligations hereunder or thereunder, the consummation of the transactions contemplated hereby or thereby, or, in the case of the Agent (and any sub-agent thereof) and its Representatives only, the administration of this Agreement and the other Finance Documents;

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71 (d) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory, whether brought by a third party or by the Company or any other Obligor; (e) funding, or making arrangements to fund, its participation in a Utilisation requested by a Borrower in a Utilisation Request but not made by reason of the operation of any one or more of the provisions of this Agreement (other than by reason of default or negligence or wilful breach of any Finance Document by that Finance Party alone); and (f) a Utilisation (or part of a Utilisation) not being prepaid in accordance with a notice of prepayment given by a Borrower or the Company. 22.3 Indemnity to the Agent The Company shall promptly on written demand (and in any event, within five Business Days of such written demand) indemnify the Agent against: (a) any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: (i) investigating any event which it reasonably believes is a Default; (ii) instructing lawyers, accountants, tax advisers, surveyors or other professional advisers or experts as permitted under this Agreement; or (iii) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised; and (b) any cost, loss or liability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Agent (otherwise than by reason of the Agent’s fraud, gross negligence or wilful misconduct) in acting as Agent under the Finance Documents. 22.4 Redemption Notes Indemnity The Company shall, within three Business Days of written demand, indemnify each Finance Party, each of their respective Affiliates and each of their respective directors, officers, employees or agents (each an “Indemnified Party”) against any cost, expense, loss or liability (including legal fees) incurred by that Indemnified Party (otherwise than by reason of the gross negligence or wilful misconduct of that indemnified Party) related to, arising out of or in connection with: (a) the redemption of the Redemption Notes; or (b) the use of proceeds of the Loan. 22.5 Survival Each Party’s obligations under this Clause 22 shall survive the resignation or replacement of the Agent or any assignment of rights by, or the replacement of, a

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72 Lender, and the repayment, satisfaction or discharge of all other obligations of any Obligor under the Finance Documents. 23. MITIGATION BY THE LENDERS 23.1 Mitigation (a) Each Finance Party shall, in consultation with and at the request of the Company, take all reasonable steps to mitigate any circumstances which arise and which would result in any Facility ceasing to be available or any amount becoming payable under or pursuant to, or cancelled pursuant to, any of Clause 13.1 (Illegality), Clause 20 (Tax gross-up and indemnities) or Clause 21 (Increased Costs) including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate or Facility Office. (b) Paragraph (a) above does not in any way limit the obligations of any Obligor under the Finance Documents. 23.2 Limitation of liability (a) The Company shall promptly indemnify each Finance Party for all costs and expenses reasonably incurred by that Finance Party as a result of steps taken by such Finance Party under Clause 23.1 (Mitigation). (b) A Finance Party is not obliged to take any steps under Clause 23.1 (Mitigation) if, in the opinion of that Finance Party (acting reasonably), to do so might be prejudicial to it. 24. COSTS AND EXPENSES 24.1 Transaction expenses The Company shall promptly on written demand pay the Agent the amount of all costs and expenses (including legal fees up to any agreed caps) reasonably incurred by any of them in connection with the negotiation, preparation, printing, execution, syndication and perfection of: (a) this Agreement and any other documents referred to in this Agreement and the Transaction Security; and (b) any other Finance Documents executed after the date of this Agreement. 24.2 Amendment costs If (a) an Obligor requests an amendment, waiver or consent, (b) an amendment is required pursuant to Clause 37.9 (Change of currency), Clause 43.4 (Replacement of Published Rate) or (c) a RFR Supplement or Compounding Methodology Supplement is to be entered into, the Company shall, within three Business Days of written demand, reimburse the Agent for the amount of all costs and expenses (including reasonable legal fees) reasonably incurred by the Agent in responding to, evaluating, negotiating or complying with that request or requirement, RFR Supplement or Compounding Methodology Supplement. The Finance Parties agree that no Obligor or member of the

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74 SECTION 7 GUARANTEE 25. GUARANTEE AND INDEMNITY 25.1 Guarantee and indemnity (a) Subject to the limitations and exceptions provided in this Clause 25 or in any Accession Deed by which it became a Guarantor, each Guarantor irrevocably and unconditionally jointly and severally: (i) guarantees to each Finance Party punctual performance by each other Obligor of all that Obligor’s obligations under the Finance Documents; (ii) undertakes with each Finance Party that whenever another Obligor does not pay any amount when due under or in connection with any Finance Document, that Guarantor shall immediately on demand pay that amount as if it was the principal obligor; and (iii) agrees with each Finance Party that if any obligation guaranteed by it is or becomes unenforceable, invalid or illegal, it will, as an independent and primary obligation, indemnify that Finance Party immediately on demand against any cost, loss or liability it incurs as a result of an Obligor not paying any amount which would, but for such unenforceability, invalidity or illegality, have been payable by it under any Finance Document on the date when it would have been due. The amount payable by a Guarantor under this indemnity will not exceed the amount it would have had to pay under this Clause 25 if the amount claimed had been recoverable on the basis of a guarantee. (b) Notwithstanding anything to the contrary contained herein or in any other Finance Document, with respect to any obligation of a U.S. Obligor, no CFC Obligor shall guarantee the U.S. Obligor’s obligations herein or under any Finance Document. 25.2 Continuing Guarantee This guarantee is a continuing guarantee and will extend to the ultimate balance of sums payable by any Obligor under the Finance Documents, regardless of any intermediate payment or discharge in whole or in part. 25.3 Reinstatement If any discharge, release or arrangement (whether in respect of the obligations of any Obligor or any security for those obligations or otherwise) is made by a Finance Party in whole or in part on the basis of any payment, security or other disposition which is avoided or must be restored in insolvency, liquidation, administration or otherwise, without limitation, then the liability of each Guarantor under this Clause 25 will continue or be reinstated as if the discharge, release or arrangement had not occurred.

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75 25.4 Waiver of defences The obligations of each Guarantor under this Clause 25 will not be affected by an act, omission, matter or thing which, but for this Clause 25, would reduce, release or prejudice any of its obligations under this Clause 25 (without limitation and whether or not known to it or any Finance Party) including: (a) any time, waiver or consent granted to, or composition with, any Obligor or other person; (b) the release of any other Obligor or any other person under the terms of any composition or arrangement with any creditor of any member of the Restricted Group; (c) the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets of, any Obligor or other person or any non- presentation or non-observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any security; (d) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of an Obligor or any other person; (e) any amendment, novation, supplement, extension, restatement (however fundamental and whether or not more onerous) or replacement of a Finance Document or any other document or security including, without limitation, any change in the purpose of, any extension of or increase in any facility or the addition of any new facility under any Finance Document or other document or security; (f) any unenforceability, illegality or invalidity of any obligation of any person under any Finance Document or any other document or security; or (g) any insolvency or similar proceedings. 25.5 Guarantor Intent Without prejudice to the generality of Clause 25.4 (Waiver of defences) but subject to the limitations and exceptions provided in this Clause 25 or any Accession Deed by which it became a guarantor, each Guarantor expressly confirms that it intends that this guarantee shall extend from time to time to any (however fundamental and of whatsoever nature and whether or not more onerous) variation, increase, extension or addition of or to any of the Finance Documents and/or any facility or amount made available under any of the Finance Documents for the purposes of or in connection with any of the following: business acquisitions of any nature; increasing working capital; enabling investor distributions to be made; carrying out restructurings; refinancing existing facilities; refinancing any other indebtedness; making facilities available to new borrowers; any other variation or extension of the purposes for which any such facility or amount might be made available from time to time; and any fees, costs and/or expenses associated with any of the foregoing.

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76 25.6 Immediate recourse Each Guarantor waives any right it may have of first requiring any Finance Party (or any trustee or agent on its behalf) to proceed against or enforce any other rights or security or claim payment from any person before claiming from that Guarantor under this Clause 25. This waiver applies irrespective of any law or any provision of a Finance Document to the contrary. 25.7 Appropriations Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full, each Finance Party (or any trustee or agent on its behalf) may: (a) refrain from applying or enforcing any other moneys, security or rights held or received by that Finance Party (or any trustee or agent on its behalf) in respect of those amounts, or apply and enforce the same in such manner and order as it sees fit (whether against those amounts or otherwise) and no Guarantor shall be entitled to the benefit of the same; and (b) hold in an interest-bearing suspense account any moneys received from any Guarantor or on account of any Guarantor’s liability under this Clause 25. 25.8 Deferral of Guarantors’ rights (a) Until all amounts which may be or become payable by the Obligors under or in connection with the Finance Documents have been irrevocably paid in full and unless the Agent otherwise directs, no Guarantor will exercise any rights which it may have by reason of performance by it of its obligations under the Finance Documents or by reason of any amount being payable, or liability arising, under this Clause 25: (i) to be indemnified by an Obligor; (i) to claim any contribution from any other guarantor of any Obligor’s obligations under the Finance Documents; (ii) to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under the Finance Documents or of any other guarantee or security taken pursuant to, or in connection with, the Finance Documents by any Finance Party; (iii) to bring legal or other proceedings for an order requiring any Obligor to make any payment, or perform any obligation, in respect of which any Guarantor has given a guarantee, undertaking or indemnity under Clause 25.1 (Guarantee and Indemnity); (iv) to exercise any right of set-off against any Obligor; and/or (v) to claim or prove as a creditor of any Obligor in competition with any Finance Party.

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77 (b) If a Guarantor receives any benefit, payment or distribution in relation to such rights it shall hold that benefit, payment or distribution to the extent necessary to enable all amounts which may be or become payable to the Finance Parties by the Obligors under or in connection with the Finance Documents to be repaid in full on trust (to the extent it is able to do so in accordance with any law applicable to it) for the Finance Parties and shall promptly pay or transfer the same, but subject to the limitations and exceptions provided in this Clause 25 or any Accession Deed by which it became a Guarantor, to the Agent or as the Agent may direct for application in accordance with Clause 37 (Payment mechanics). 25.9 Release of Guarantors’ right of contribution If any Guarantor (a “Retiring Guarantor”) ceases to be a Guarantor in accordance with the terms of the Finance Documents then on the date such Retiring Guarantor ceases to be a Guarantor: (a) that Retiring Guarantor is released by each other Guarantor from any liability (whether past, present or future and whether actual or contingent) to make a contribution to any other Guarantor arising by reason of the performance by any other Guarantor of its obligations under the Finance Documents; and (b) each other Guarantor waives any rights it may have by reason of the performance of its obligations under the Finance Documents to take the benefit (in whole or in part and whether by way of subrogation or otherwise) of any rights of the Finance Parties under any Finance Document or of any other security taken pursuant to, or in connection with, any Finance Document where such rights or security are granted by or in relation to the assets of the Retiring Guarantor. 25.10 Additional security This guarantee is in addition to and is not in any way prejudiced by any other guarantee or security now or subsequently held by any Finance Party. 25.11 Additional Guarantee Limitations This guarantee does not apply to any liability to the extent that it would result in this guarantee constituting unlawful financial assistance within the meaning of sections 678 or 679 of the Companies Act 2006 or any equivalent and applicable provisions under the laws of the jurisdiction of incorporation of the relevant Guarantor and, with respect to any Additional Guarantor, is subject to any limitations set out in the Accession Deed applicable to such Additional Guarantor.

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78 SECTION 8 REPRESENTATIONS, UNDERTAKINGS AND EVENTS OF DEFAULT 26. REPRESENTATIONS Save as expressly stated to the contrary, each Obligor and the Company make the following representations and warranties to each Finance Party at the times specified in Clause 26.33 (Times at which representations are made) and the Company acknowledges that the Finance Parties have entered into this Agreement in reliance on these representations and warranties: 26.1 Status (a) It and each of its Restricted Subsidiaries which is a Material Company is a person, in each case duly incorporated and validly existing under the law of its jurisdiction of incorporation. (b) It and each of its Restricted Subsidiaries which is a Material Company has the power to own its property and other assets and carry on its business as it is being conducted. 26.2 Binding obligations Subject to the Legal Reservations, the obligations expressed to be assumed by it in each Transaction Document to which it is a party are legal, valid, binding and enforceable obligations. 26.3 Non-conflict with other obligations The entry into and performance by it of, and the transactions contemplated by, the Transaction Documents to which it is or will be a party and the granting of the Transaction Security do not and will not conflict with: (a) any law or regulation applicable to it; (b) its constitutional documents; or (c) any agreement or instrument binding upon it or any member of the Restricted Group or any of its or any member of the Restricted Group’s assets (other than on or prior to the Seventh Amendment Effective Date, the Existing Notes and other agreements relating thereto) to the extent or in a manner that such conflict has a Material Adverse Effect. 26.4 Power and authority (a) It has the power to enter into, perform and deliver, and has taken all necessary action to authorise its entry into and performance of, the Transaction Documents to which it is or will be a party and the transactions contemplated by those Transaction Documents.

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79 (b) No limit on its powers will be exceeded as a result of the borrowing, granting of security or giving of guarantees or indemnities contemplated by the Transaction Documents to which it is or will be a party. 26.5 Validity and admissibility in evidence (a) All Authorisations required or desirable: (i) to enable it lawfully to enter into, exercise its rights and comply with its obligations in the Transaction Documents to which it is or will be a party; and (ii) to make the Transaction Documents to which it is or will be a party admissible in evidence in its Relevant Jurisdictions, have been obtained or effected (as applicable) and are in full force and effect. (b) All Authorisations required to carry on its business in the ordinary course and in all material respects have been obtained or effected (as applicable) and are in full force and effect except to the extent failure to obtain or effect those Authorisations would have a Material Adverse Effect. 26.6 Insolvency No: (a) corporate action, legal proceeding or other procedure or step described in paragraph (a) of Clause 30.7 (Insolvency proceedings); or (b) creditors’ process described in Clause 30.8 (Creditors’ process), has been taken or, to the knowledge of the Company, threatened in relation to a member of the Restricted Group and none of the circumstances described in Clause 30.6 (Insolvency) applies to a member of the Restricted Group. 26.7 Governing law and enforcement (a) Subject to the Legal Reservations: (i) the choice of New York law as the governing law of Schedule 17 (Restrictive Covenants) will be recognised and enforced in their Relevant Jurisdictions; and (ii) the choice of English law as the governing law of the Finance Documents (save for Schedule 17 (Restrictive Covenants)) will be recognised and enforced in their Relevant Jurisdictions. (b) Subject to the Legal Reservations, any judgment obtained in England in relation to a Finance Document will be recognised and enforced in its Relevant Jurisdictions.

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80 26.8 No filing Under the laws of its jurisdiction of incorporation it is not necessary that the Finance Documents be filed, recorded or enrolled with any court or other authority in that jurisdiction or that any stamp, registration, notarial or similar Taxes or fees be paid on or in relation to the Finance Documents or the transactions contemplated by the Finance Documents except any filing, recording or enrolling or any tax or fee payable in connection with the Transaction Security or notified to the Agent prior to the date of this Agreement or in the case of an Additional Guarantor prior to its accession to such Finance Documents. 26.9 Deduction of Tax It is not required to make any deduction for or on account of Tax from any payment it may make under any Finance Document to a Lender which is: (a) a Qualifying Lender: (i) falling within paragraph (a)(i) of the definition of Qualifying Lender; or (ii) except where a Direction has been given under section 931 of the ITA in relation to the payment concerned, falling within paragraph (a)(ii) of the definition of Qualifying Lender; or (iii) falling within paragraph (b) of the definition of Qualifying Lender or; (b) a UK Treaty Lender and the payment is one specified in a direction given by the Commissioners of Revenue & Customs under Regulation 2 of the Double Taxation Relief (Taxes on Income) (General) Regulations 1970 (SI 1970/488). 26.10 No Default No Default is continuing. 26.11 Base Case Model The Company: (a) does not regard as unreasonable or unattainable in any material respect any of the forecasts or projections in relation to the Restricted Group set out in the Base Case Model; (b) believes the assumptions taken as a whole upon which the forecasts and projections in relation to the Restricted Group contained in the Base Case Model were reasonable at the time they were made; and (c) has not withheld from any persons responsible for preparing the Base Case Model any material facts requested from it and known to it on the date the relevant request was made.

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81 26.12 No misleading information From the date of this Agreement, all other written factual information provided pursuant to the Finance Documents (including any amendment or waiver thereof) by any member of the Restricted Group (including its advisers) to the Agent in its capacity as such (other than any factual information contained in any financial statements which information is the subject of any representation or warranty given pursuant to Clause 26.13 (Financial statements)) was as at the date it was provided true, complete and accurate in all material respects and is not misleading in any material respect. 26.13 Financial statements (a) To the best of its knowledge and belief, its Original Financial Statements (if any) were prepared in accordance with GAAP consistently applied. (b) To the best of its knowledge and belief, its Original Financial Statements (if any) give a true and fair view of (or fairly represent in all material respects, where unaudited) its consolidated financial condition and operations during the relevant period. (c) As at the date provided, each set of financial statements delivered pursuant to Clause 27.1 (Financial statements) gives a true and fair view of (in the case of audited financial statements) or fairly represents in all material respects (in the case of unaudited financial statements) its financial condition and operations as at the date at which those financial statements were drawn up. 26.14 No proceedings pending or threatened No litigation, arbitration or administrative proceedings or investigations of or before any court, arbitral body or agency which, if reasonably likely to be adversely determined and if so adversely determined would have a Material Adverse Effect have been (to the best of its knowledge and belief) started or threatened against it. 26.15 No breach of laws (a) It has not (and none of its Restricted Subsidiaries has) breached any law or regulation which breach has or could reasonably be expected to have a Material Adverse Effect. (b) No labour disputes are current or, to the best of its knowledge and belief (having made due and careful enquiry), threatened against any member of the Restricted Group which have or could reasonably be expected to have a Material Adverse Effect. 26.16 Environmental and other laws (a) It and each of its Restricted Subsidiaries is in compliance with all Environmental Laws to which it is or they are subject where non-compliance would have a Material Adverse Effect. (b) To the best of the Company’s knowledge and belief after due enquiry, all Environmental Permits necessary in connection with the ownership and

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82 operation of its business as it is currently being conducted and each of its Restricted Subsidiaries’ business and the absence of which would have a Material Adverse Effect have been obtained and are in full force and effect. (c) To the best of the Company’s knowledge and belief after due enquiry, there are no circumstances which could reasonably be expected to prevent it or any of its Restricted Subsidiaries being in compliance with any Environmental Law or any Environmental Permit in a manner or to an extent which would have a Material Adverse Effect. (d) To the best of the Company’s knowledge and belief after due enquiry, there are no past or present acts or omissions of it or any of its Restricted Subsidiaries or events, state of facts or circumstances which have resulted in (or could reasonably be expected to result in) any third party taking any legal proceedings against it or any of its Restricted Subsidiaries under any Environmental Law, including remedial action or the revocation, suspension, variation or non-renewal of any Environmental Permit where in any such case non-compliance would have a Material Adverse Effect. (e) Neither it nor any of its Restricted Subsidiaries has received any statutory notice of any complaints, demands, civil claims, enforcement proceedings, requests for information, or of any action required by any regulatory authority and there are no investigations pending or (to the best of its knowledge and belief after due enquiry) threatened in relation to the failure of it or any of its Restricted Subsidiaries to obtain any Environmental Permit or comply with any Environmental Law, which in any such case relate to matters or circumstances which would have a Material Adverse Effect. 26.17 Taxation Other than those being contested in good faith and where such payment may be lawfully withheld (provided that appropriate cash reserves have been set aside for such payment), no claim is being or, to the best of its knowledge and belief (having made due and careful enquiry), is reasonably likely to be asserted against it (or any of its Restricted Subsidiaries) with respect to Taxes such that a liability of, or claim against it which is reasonably likely to be adversely determined and if adversely determined would have a Material Adverse Effect. 26.18 Security and Financial Indebtedness (a) No Security exists over all or any of the present or future assets of any member of the Restricted Group other than: (i) any Security permitted by this Agreement; and (ii) on or prior to three Business Days after the Seventh Amendment Date, Security securing the Existing Notes. (b) No member of the Restricted Group has any Financial Indebtedness outstanding other than (i) as permitted by this Agreement and (ii) on or prior to three

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83 Business Days after the Seventh Amendment Effective Date, Financial Indebtedness under the Existing Notes. 26.19 Ranking Subject to the Legal Reservations and applicable Permitted Liens and Permitted Collateral Liens, the terms of the Intercreditor Agreement and to any Security which is permitted under this Agreement, the Transaction Security ranks or will rank in priority as specified in the relevant Transaction Security Document and is not subject to any prior ranking or pari passu ranking Security. 26.20 Transaction Security Subject to the Legal Reservations, each Transaction Security Document to which it is a party validly creates the Security which is expressed to be created by that Transaction Security Document and evidences the Security it is expressed to evidence provided that no representation or warranty is given concerning whether any Security is of a fixed or floating nature. 26.21 Good title to assets Subject to any Permitted Liens and Permitted Collateral Liens, it and each of its Restricted Subsidiaries has a good, valid and marketable title to, or valid leases or licences of, and all appropriate Authorisations to use, the assets necessary to carry on its business as presently conducted. 26.22 Legal and beneficial ownership (a) Subject to any Permitted Liens and Permitted Collateral Liens, as at the time an Obligor enters into a Transaction Security Document it is the sole legal and beneficial owner or lessee or licensee of or is otherwise entitled to use all of the material assets necessary to carry on its business as presently conducted (including, in the case of any shares of any member of the Restricted Group which are the subject of the Transaction Security, but subject to any registrations required to be made by the board of directors of such member of the Restricted Group absolute legal and (where relevant) beneficial ownership thereof). (b) As at the time an Obligor enters into a Transaction Security Document the entire share capital of MUL is legally and beneficially owned by the Company and Red Football Junior Limited free from any claims, third party rights or competing interests other than pursuant to the Transaction Security Documents. 26.23 Shares The shares of any member of the Restricted Group (other than Dormant Subsidiaries) which are subject to the Transaction Security are fully paid and not subject to any option to purchase or similar rights.

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84 26.24 Intellectual Property In the case of the Company, as of the date of this Agreement, so far as it is aware there are no adverse circumstances relating to the validity, subsistence or use of any of the Restricted Group’s Intellectual Property which would have a Material Adverse Effect. 26.25 Group Structure As of 20 May 2013 and as of the Closing Date, the Group Structure Chart is true, complete and accurate in all material respects. 26.26 Obligors (a) All Material Companies which are members of the Restricted Group (other than Excluded Subsidiaries), Holding Companies of Material Companies (other than the Holding Company of the Company) and any member of the Restricted Group that is a guarantor in respect of the Notes on the Second Amendment Effective Date, are Guarantors; and (b) Subject to paragraph (c) of Clause 29.14 (Guarantors), the aggregate of the earnings before interest, tax, depreciation and amortisation (calculated on the same basis as Consolidated EBITDA) of the Guarantors and the aggregate gross assets of the Guarantors (in each case calculated on an unconsolidated basis and excluding all intra-Restricted Group items) represents not less than 85 per cent. of Consolidated EBITDA and consolidated gross assets of all members of the Restricted Group, in each case calculated by reference to the Original Financial Statements of the Company. 26.27 Holding Subsidiary Except as permitted under Clause 12 (Limitation on Holding Company Activities) of Schedule 17 (Restrictive Covenants), neither the Company nor Red Football Junior Limited have traded or incurred any liabilities or commitments (actual or contingent, present or future). 26.28 Accounting reference date The accounting reference date of each member of the Restricted Group is the Accounting Reference Date. 26.29 Centre of main interests and establishments (a) It has its “centre of main interests” (as that term is used in Article 3(1) of the Recast EU Union Regulation on Insolvency Proceedings 2015/848 (the “Regulation”)) in England or Wales; (b) It has no “establishment” (as that term is used in Article 2(h) of the Regulation) in any jurisdiction. 26.30 No adverse consequences (a) It is not necessary under the laws of its Relevant Jurisdictions:

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85 (i) in order to enable any Finance Party to enforce its rights under any Finance Document other than pursuant to Clause 20 (Tax gross up and indemnities); or (ii) by reason of the execution of any Finance Document or the performance by it of its obligations under any Finance Document, that any Finance Party should be licensed, qualified or otherwise entitled to carry on business in any of its Relevant Jurisdictions. (b) No Finance Party is or will be deemed to be resident, domiciled or carrying on business in its Relevant Jurisdictions by reason only of the execution, performance and/or enforcement of any Finance Document. 26.31 Pensions Except for the Football League Limited Pension and Life Assurance Scheme and the Professional Footballers’ Pension Scheme (and in the case of the Company only in so far as it is aware: (a) neither it nor any of its Restricted Subsidiaries is or has at any time been an employer (for the purposes of sections 38 to 51 of the Pensions Act 2004) of an occupational pension scheme which is not a money purchase scheme (both terms as defined in the Pension Schemes Act 1993); and (b) neither it nor any of its Restricted Subsidiaries is or has at any time been “connected” with or an “associate” of (as those terms are used in sections 39 and 43 of the Pensions Act 2004) such an employer. 26.32 Anti-Corruptions Law and Sanctions (a) The Company has implemented and maintains in effect policies and procedures designed to ensure compliance by the Company and its Subsidiaries and their respective directors, officers, employees, agents affiliates and representatives with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions. (b) The Company and its Subsidiaries and their respective directors and officers and, to the knowledge of the Company, their respective employees, agents, affiliates and representatives are in compliance with Anti-Corruption Laws, Anti-Money Laundering Laws and applicable Sanctions in all material respects and are not knowingly engaged in any activity that would reasonably be expected to result in the Company or its Subsidiaries being designated as a Sanctioned Person. (c) Neither the Company nor any of its Subsidiaries or any of their respective directors or officers, or to the knowledge of the Company, any employee, agent, affiliate or representative of the Company or any of its Subsidiaries that will act in any capacity in connection with or benefit from the credit facility established hereby, is a Sanctioned Person.

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86 (d) No Utilisation, use of proceeds or other transaction contemplated by this Agreement will violate Anti- Corruption Laws, Anti-Money Laundering Laws or applicable Sanctions. (e) Any provision of this Clause 26.32 shall not apply to any person if and to the extent that it is or would be unenforceable by or in respect of that person by reason of breach of any applicable Blocking Law (as defined in Clause 29.10 (Sanctions)). 26.33 Times at which representations are made (a) Save where otherwise specified below, all the representations and warranties in this Clause 26 are made to each Finance Party on the date of this Agreement. (b) The Repeating Representations are deemed to be made by each Obligor to each Finance Party on the date of this Agreement, the date of each Utilisation Request and on each Utilisation Date and on the first day of each Interest Period. (c) The Repeating Representations and each of the representations and warranties set out in Clause 26.5 (Validity and admissibility in evidence), Clause 26.8 (No filing), Clause 26.16 (Environmental and other laws), Clause 26.17 (Taxation), Clause 26.18 (Security and Financial Indebtedness), Clause 26.20 (Transaction Security), Clause 26.22 (Legal and beneficial ownership) and Clause 26.31 (Pensions) are deemed to be made by each Additional Obligor to each Finance Party on the day on which it becomes an Additional Obligor. (d) Each representation or warranty deemed to be made after the date of this Agreement shall be made by reference to the facts and circumstances existing at the date the representation or warranty is made. 27. INFORMATION UNDERTAKINGS The undertakings in this Clause 27 remain in force from the date of this Agreement for so long as any amount is outstanding under the Finance Documents or any Commitment is in force. In this Clause 27: “Annual Financial Statements” means the financial statements for a Financial Year delivered pursuant to paragraph (a) of Clause 27.1 (Financial statements). “Quarterly Financial Statements” means the financial statements delivered pursuant to paragraph (b) of Clause 27.1 (Financial statements). 27.1 Financial statements The Company shall supply to the Agent in sufficient copies for all the Lenders: (a) within 150 days after the end of each of the Company’s Financial Years (commencing with the Financial Year ending 30 June 2013), annual reports containing the following information with a level of detail that is substantially comparable and similar in scope to the offering memorandum for the Notes

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87 (with appropriate revisions, as reasonably determined by the Company to reflect segment reporting): (i) audited consolidated balance sheets of the Company or its predecessors as of the end of the two most recent Financial Years and audited consolidated income statements and statements of cash flow of the Company for the three most recent Financial Years, including complete footnotes to such financial statements and the report of the Company’s independent auditors on the financial statements; (ii) pro forma income statement and balance sheet information of the Company, together with explanatory footnotes, for any material acquisitions, dispositions or recapitalisations (excluding acquisitions or dispositions of player registrations) that have occurred since the beginning of the most recently completed Financial Year as to which such annual report relates; (iii) an operating and financial review of the audited financial statements, including a discussion of the results of operations (including a discussion by business segment), financial condition and liquidity and capital resources, and a discussion of material commitments and contingencies and critical accounting policies; and (iv) a description of all material affiliate transactions and a description of all material debt instruments; and (b) within 60 days following the end of each of the first three Financial Quarters in each Financial Year of the Company (commencing with the Financial Year ending on or about 30 June 2016), its unaudited consolidated quarterly financial statements for that Financial Quarter and such quarterly financial statements shall contain the following information: (i) an unaudited condensed consolidated balance sheet of the Company as of the end of such Financial Quarter and unaudited condensed consolidated statements of income and cash flow of the Company for the quarterly and year to date periods ending on the unaudited condensed consolidated balance sheet date, and the comparable prior year periods for the Company, together with condensed footnote disclosure; (ii) pro forma income statement and balance sheet information of the Company, together with explanatory footnotes, for any material acquisitions, dispositions or recapitalisations (excluding acquisitions or dispositions of player registrations) that have occurred since the beginning of the most recently completed fiscal quarter as to which such quarterly report relates; and (iii) an operating and financial review of the unaudited financial statements (including a discussion by business segment), including a discussion of the consolidated financial condition and results of operations of the Company and any material change between the current quarterly period and the corresponding period of the prior year; and (c) promptly after the closing of any material acquisition, disposition or restructuring of the Company and the Restricted Subsidiaries, taken as a whole (in each case, excluding players unless publicly announced), or any senior management (other than the club manager unless publicly announced) changes at the Company or any Guarantor, or change in auditors of the Company, or any other material event that the Company announces publicly, in each case, a report containing a description of such event.

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88 27.2 Provision and contents of Compliance Certificate (a) The Company shall supply a Compliance Certificate to the Agent with each set of its audited consolidated Annual Financial Statements and each set of its consolidated Quarterly Financial Statements. (b) Each Compliance Certificate shall set out the matters, calculations and figures required by the form of Compliance Certificate attached in Schedule 9 (Form of Compliance Certificate). (c) Each Compliance Certificate shall be signed by an authorised signatory of the Company and, if required to be delivered with the consolidated Annual Financial Statements of the Company, shall be reported on by the Company’s Auditors in the form agreed by the Company and the Majority Lenders (unless it is such Auditors’ policy not to issue such reports). 27.3 Requirements as to financial statements (a) Each set of financial statements delivered pursuant to Clause 27.1 (Financial statements) shall be prepared in accordance with GAAP. (b) Contemporaneously with the furnishing of each such financial statement discussed above, the Company will also (i) file a press release with the appropriate internationally recognised wire services in connection with such report and (ii) post such report on a publicly accessible website of the Company. 27.4 Budget (a) For so long as the Original Lender and the Amendment Effective Date Lender collectively hold Commitments representing 50 per cent. or more of the original Total Commitments, the Company shall supply to the Agent for the Original Lender (and once the Original Lender has transferred its Commitment in accordance with the terms of this Agreement, the Amendment Effective Date Lender) only, as soon as the same become available but in any event within 75 days after the start of each of its Financial Years, an annual Budget for that Financial Year. (b) The Company shall ensure that each Budget: (i) is in a form reasonably acceptable to the Agent; (ii) is prepared in accordance with GAAP and the accounting practices and financial reference periods applied to financial statements under Clause 27.1 (Financial statements); and (iii) is accompanied by a reasonably detailed commentary from the Senior Management of the Restricted Group. 27.5 Meetings The Company will invite the Lenders to all public calls (to the extent held) for the holders of any of the Notes and give the Lenders reasonable notice of such calls

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89 provided that no Lender (or any other Finance Party) may speak during such calls other than to register their attendance. 27.6 Unrestricted Subsidiaries If any Subsidiaries of the Company have been designated as Unrestricted Subsidiaries, the information delivered under Clauses 27.1 (Financial statements) will include reasonably detailed information, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Restricted Group separate from that of the Unrestricted Subsidiaries. 27.7 Information: miscellaneous The Company shall supply to the Agent (in sufficient copies for all the Lenders, if the Agent so requests): (a) at the same time as they are dispatched, copies of all documents dispatched by the Company to its shareholders generally (or any class of them) or dispatched by the Company or any Obligors to its creditors generally (or any class of them); (b) promptly upon becoming aware of them, to the extent not covered by paragraph (c) of Clause 27.1 (Financial Statements), the details of any matter that has resulted in or could reasonably likely to result in a Material Adverse Effect; (c) promptly upon becoming aware of it, details of a Change of Control; and (d) promptly, such additional information regarding the business, financial or corporate affairs of the Company or any Subsidiary as the Agent may from time to time reasonably request. 27.8 Notification of default (a) The Company and each Obligor shall notify the Agent of any Default (and the steps, if any, being taken to remedy it) promptly upon becoming aware of its occurrence (unless that Obligor is aware that a notification has already been provided by another Obligor). (b) Promptly upon a request by the Agent, the Company shall supply to the Agent a certificate signed by two of its directors on its behalf certifying (without personal liability) that no Event of Default is continuing (or if an Event of Default is continuing, specifying the Event of Default and the steps, if any, being taken to remedy it). 27.9 “Know your customer” checks (a) If: (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement;

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90 (ii) any change in the status of an Obligor or the composition of the shareholders of an Obligor after the date of this Agreement; or (iii) a proposed assignment or transfer by a Lender of any of its rights and/or obligations under this Agreement to a party that is not a Lender prior to such assignment or transfer, obliges the Agent or any Lender (or, in the case of paragraph (iii) above, any prospective new Lender) to comply with “know your customer”, USA PATRIOT Act or similar identification procedures in circumstances where the necessary information is not already available to it, each Obligor shall promptly upon the request of the Agent or any Lender supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Agent (for itself or on behalf of any Lender) or any Lender (for itself or, in the case of the event described in paragraph (iii) above, on behalf of any prospective new Lender) in order for the Agent, such Lender or, in the case of the event described in paragraph (iii) above, any prospective new Lender to carry out and be satisfied it has complied with all necessary “know your customer”, USA PATRIOT Act or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Finance Documents. (b) Each Lender shall promptly upon the request of the Agent supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Agent (for itself) in order for the Agent to carry out and be satisfied it has complied with all necessary “know your customer”, USA PATRIOT Act or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Finance Documents. (c) The Company shall, by not less than 5 Business Days’ prior written notice to the Agent, notify the Agent (which shall promptly notify the Lenders) of its intention to request that one of its Subsidiaries becomes an Additional Obligor pursuant to Clause 33 (Changes to the Obligors). (d) Following the giving of any notice pursuant to paragraph (c) above, if the accession of such Additional Obligor obliges the Agent or any Lender to comply with “know your customer”, USA PATRIOT Act or similar identification procedures in circumstances where the necessary information is not already available to it, the Company shall promptly upon the request of the Agent or any Lender supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Agent (for itself or on behalf of any Lender) or any Lender (for itself or on behalf of any prospective new Lender) in order for the Agent or such Lender or any prospective new Lender to carry out and be satisfied it has complied with all necessary “know your customer”, USA PATRIOT Act or other similar checks under all applicable laws and regulations pursuant to the accession of such Restricted Subsidiary to this Agreement as an Additional Obligor.

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91 28. FINANCIAL COVENANT 28.1 Financial definitions In this Agreement: “Borrowings” means, at any time, the outstanding principal, capital or nominal amount (including any capitalised interest accretions in respect of any instrument issued at a discount and any other similar amount) of any Financial Indebtedness (other than under paragraph (f) of the definition thereof. “Capital Expenditure” means any expenditure or obligation in respect of expenditure which, in accordance with GAAP, is treated as capital expenditure. “Cashflow” means, in respect of any Financial Year, Consolidated EBITDA for that Financial Year after: (a) adding the amount of any decrease (and deducting the amount of any increase) in Working Capital for that Financial Year; (b) adding the amount of any cash receipts (and deducting the amount of any cash payments) during that Financial Year in respect of any Exceptional Items not already taken account of in calculating Consolidated EBITDA for that Financial Year; (c) adding the amount of any cash receipts during that Financial Year in respect of any Tax rebates or credits and deducting the amount actually paid or due and payable in respect of Taxes during that Financial Year by any member of the Restricted Group; (d) adding (to the extent not already taken into account in determining Consolidated EBITDA) the amount of any dividends or other profit distributions received in cash by any member of the Group during that Financial Year from any entity which is itself not a member of the Group and deducting (to the extent not already deducted in determining Consolidated EBITDA) the amount of any dividends paid in cash during the Financial Year to minority shareholders in members of the Restricted Group; (e) adding the amount of any increase in provisions, other non-cash debits and other non-cash charges (which are not Current Assets or Current Liabilities) and deducting the amount of any non-cash credits (which are not Current Assets or Current Liabilities) in each case to the extent taken into account in establishing Consolidated EBITDA; and (f) deducting the amount of any Capital Expenditure actually made in cash during that Financial Year by any member of the Restricted Group except (in each case) to the extent funded from the proceeds of any Disposal or insurance claims permitted to be retained for this purpose, and so that no amount shall be added (or deducted) more than once.

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92 “Consolidated EBITDA” means, for any Relevant Period, the consolidated profits of the Restricted Group from ordinary activities before taxation in respect of that Relevant Period and (without double counting): (a) before deducting any amount attributable to the amortisation or impairment of intangible assets (including goodwill) or the depreciation or impairment of tangible assets; (b) before deducting any Consolidated Net Finance Charges; (c) before deducting any one-off expenses or charges incurred in connection with the incurrence or issuance of (i) any Financial Indebtedness under or which is permitted by the Finance Documents or (ii) any other equity issuance which is permitted by the Finance Documents; (d) before taking into account any items treated as exceptional or extraordinary items; (e) before taking into account any accrued interest received by or owing to any member of the Restricted Group; (f) before taking into account any realised and unrealised exchange gains and losses including those arising on translation of currency debt; (g) before taking into account any gain or loss arising from an upward or downward revaluation of any asset or arising from the acquisition or disposal of player registrations; (h) after deducting the amount of any profit of any member of the Restricted Group which is attributable to minority interests; (i) after deducting the amount of any profit of any investment or entity (which is not itself a member of the Restricted Group) in which any member of the Restricted Group has an ownership interest to the extent that the amount of such profit included in the financial statements of the Restricted Group exceeds the amount (net of applicable withholding tax) received in cash by members of the Restricted Group through distributions by such investment or entity; (j) after excluding the amount of any profit or loss which is attributable to any Material Disposal made in the Relevant Period; and (k) after deducting, to the extent not already taken into account, all rent and other property costs of a revenue nature, in each case, to the extent added, deducted, taken into account or excluded, as the case may be, for the purposes of determining profits of the Restricted Group from ordinary activities before taxation. “Consolidated Net Finance Charges” means, for any Relevant Period, the aggregate amount of interest, all regular or periodic commission, fees or discounts in the nature of interest accrued in respect of Borrowings of the Restricted Group in respect of that Relevant Period and (without double counting): (a) excluding any such obligations owed to any other member of the Restricted Group;

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93 (b) including the interest element whether paid or payable, in respect of leasing and hire purchase payments under lease or hire purchase arrangements which would, in accordance with GAAP, be treated as finance or capital leases; (c) including any accrued commission, fees, discounts and other finance payments paid or payable by any member of the Restricted Group under any interest rate hedging arrangement; (d) deducting any accrued commission, fees, discounts and other finance payments owing to or received by any member of the Restricted Group under any interest rate hedging instrument; (e) deducting any accrued interest owing to or received by any member of the Restricted Group on any deposit or bank account or in respect of Cash Equivalent Investments; and (f) excluding any up-front arrangement fees, up-front underwriting fees, up-front commitment fees, up- front participation fees or up-front agency fees paid in connection with the Facility, the RCF Facilities Agreement or the Notes issued on the Seventh Amendment Effective Date by any member of the Restricted Group (except where any such fee is in excess of a reasonable market rate). “Current Assets” means the aggregate (on a consolidated basis) of all inventory, work in progress, trade and other receivables of each member of the Restricted Group including prepayments in relation to operating items and sundry debtors (but excluding Cash) expected to be realised within twelve months from the date of computation but excluding amounts in respect of: (a) receivables in relation to Tax; (b) Exceptional Items and other non-operating items; (c) insurance claims; and (d) any interest owing to any member of the Restricted Group. “Current Liabilities” means the aggregate (on a consolidated basis) of all liabilities (including trade creditors, accruals and provisions) of each member of the Restricted Group expected to be settled within twelve months from the date of computation but excluding amounts in respect of: (a) liabilities for Borrowings and Consolidated Net Finance Charges; (b) liabilities for Tax; (c) Exceptional Items and other non-operating items; (d) insurance claims; and (e) liabilities in relation to dividends declared but not paid by the Company or by a member of the Restricted Group in favour of a person which is not a member of the Restricted Group.

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94 “Exceptional Items” means any exceptional, one off, non-recurring or extraordinary items which represent gains or losses including those arising on: (a) the restructuring of the activities of an entity and reversals of any provisions for the cost of restructuring; (b) disposals, revaluations, write downs or impairment of non-current assets or any reversal of any write down or impairment; and (c) disposals of assets associated with discontinued operations. “Finance Lease” means any lease or hire purchase contract which would, in accordance with GAAP, be treated as a finance or capital lease. “Financial Quarter” means the period commencing on the day after one Quarter Date and ending on the next Quarter Date. “Financial Year” means the annual accounting period of the Restricted Group ending on or about 30 June in each year. “Quarter Date” means each of 31 March, 30 June, 30 September and 31 December. “Relevant Period” means each period of twelve months ending on the last day of each Financial Quarter. “Total Net Debt” means, at any time, the aggregate amount of all obligations of the Restricted Group for or in respect of the principal amount of Borrowings but: (a) excluding any such obligations to any other member of the Restricted Group; (b) Subordinated Liabilities (as such term is defined in the Intercreditor Agreement) shall not be included in Borrowings; (c) including, in the case of finance leases, only the capitalised value thereof; and (d) deducting the aggregate amount of Cash and Cash Equivalent Investments held by any member of the Restricted Group at that time, and so that no amount shall be included or excluded more than once. “Total Net Leverage Ratio” means the ratio of Total Net Debt to Consolidated EBITDA. “Working Capital” means, on any date, Current Assets less Current Liabilities. 28.2 Financial condition Subject to Clause 28.4 (Champions League Non Qualification Event), the Company shall ensure that, for each Relevant Period after the Seventh Amendment Effective Date, Consolidated EBITDA for such Relevant Period is not less than £125,000,000.

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95 28.3 Financial testing Subject to Clause 28.4 (Champions League Non Qualification Event) below, the financial covenant set out in Clause 28.2 (Financial condition) shall be calculated in accordance with GAAP and tested by reference to each of the financial statements delivered pursuant to paragraphs (a) and (b) of Clause 27.1 (Financial Statements) and/or each Compliance Certificate delivered pursuant to Clause 27.2 (Provision and contents of Compliance Certificate). 28.4 Champions League Non Qualification Event (a) For the purposes of calculating the financial covenant set out in Clause 28.2 (Financial condition), if a Champions League Non Qualification Event occurs, the Company may elect, at any time prior to the end of the Financial Year in which such Champions League Non Qualification Event occurs, to adjust the definition of Consolidated EBITDA for each Financial Quarter falling in the Financial Year in respect of which the first team of MUFC is not in the first round group stages (or its equivalent from time to time) of the Champions League by adding back an amount equal to “X” in each such Financial Quarter (the “Adjusted Quarters”) where: “X” corresponds to the amount set out in Schedule 16 (Table of Values for X) for that Financial Quarter minus the following: (i) the net amount received by the Restricted Group in that Financial Quarter in respect of matches (both home and away) and media payments relating to UEFA cup performances; and (ii) the net amount of any reduction to player salaries in that Financial Quarter arising out of the existing contractual provisions as a result of the Champions League Non Qualification Event. (b) At the same time as the Company makes an election under paragraph (a), it shall supply to the Agent a certificate signed by a director of the Company (i) confirming the value of X and the amount of each Adjustment and setting out (in reasonable detail) computation of those amounts and (ii) attaching a copy of the Champions League Adjustment Spreadsheet (following the Adjustments). (c) If the Majority Lenders give notice to the Agent that they do not agree with the calculations of any of the Adjustments contained in the certificate described in paragraph (b) above (acting reasonably), the Company and the Agent will consult in good faith for a period of not more than 10 Business Days with a view to correcting the calculations of the Adjustments. (d) If agreement has not been reached within the 10 Business Day period referred to in paragraph (c) above then, at the request of the Majority Lenders (and at the expense of the Company), the Agent may appoint an auditor of international repute (in consultation with the Company) to determine the amount of the Adjustments (and, consequently, the value of “X”) and such determination shall (in the absence of manifest error) be binding on the Parties.

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96 (e) For the avoidance of doubt, for the purposes of calculating the financial covenant set out in Clause 28.2 (Financial condition) only, Consolidated EBITDA in any Relevant Period which contains one or more Adjusted Quarters shall be calculated using the adjusted values of Consolidated EBITDA set out in paragraph (a) above for each such Adjusted Quarter. (f) The above election may only be made twice over the life of the Facility and may not be made during two consecutive Financial Years. 28.5 Equity Cure (a) No Event of Default under this Clause 28 insofar as it relates to a failure to comply with Clause 28.2 (Financial condition) will occur if all or part of the cash proceeds (the “Equity Investment”) received by the Company pursuant to any Additional Shareholder Funding or any Subordinated Shareholder Funding, during or after the end of that Relevant Period but no later than 20 Business Days after the earlier of (i) the date on which the relevant Compliance Certificate is required to be delivered to the Agent pursuant to Clause 27.2 (Provision and contents of Compliance Certificate) and (ii) the date on which it is delivered to the Agent, may be designated in writing by the Company to the Agent as being provided for the purposes of this Clause 28.5 (the “Equity Cure Amount”), and if designated as such shall have the effect that the financial covenant set out in Clause 28.2 (Financial condition) is calculated or, as the case may be, recalculated as if the Consolidated EBITDA of the Group had been increased by an amount equal to the Equity Investment and any Equity Investment so made in respect of a Relevant Period shall be deemed to have been made immediately prior to the last date of such Relevant Period. (b) The Company shall not be entitled to exercise its rights under this Clause 28.5 (an “Equity Cure Right”) on more than four occasions prior to the Termination Date or in respect of consecutive Financial Quarters. (c) There shall be no restriction on the amount of any Equity Investment exceeding the minimum amount required to prevent or, as the case may be, cure any failure to satisfy the financial test set out in Clause 28.2 (Financial condition), provided that, the amount of the Equity Cure Amount exceeding the minimum amount required to prevent or, as the case may be, cure any failure to satisfy the financial test set out in Clause 28.2 (Financial condition) shall be as soon as reasonably practicable applied to permanently repay or prepay any Senior Secured Debt. (d) Subject to paragraph (c) above, there shall be no requirement to apply any Equity Cure Amount in prepayment of any Facility. (e) Any Equity Cure Amount and any adjustments made under this Clause 28.5 shall not apply when calculating the applicable Margin for any Relevant Period. (f) Any Equity Cure Amount shall not count towards any other permission or usage or purpose (including in respect of the baskets relating to Restricted Payments (as defined in Schedule 17 (Restrictive Covenants)) as set out in Clause 2 (Restricted Payments) of Schedule 17 (Restrictive Covenants)) for so long as

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97 the Equity Cure Amount continues to be included in the calculation of Consolidated EBITDA as set out in paragraph (j) below. (g) In relation to any Equity Cure Amount provided prior to the date of delivery of the relevant Compliance Certificate for the Relevant Period, the Compliance Certificate for that Relevant Period shall set out the revised financial covenant calculations for the Relevant Period and confirm that such Equity Cure Amount has been provided. (h) In relation to any Equity Cure Amount provided following the date of delivery of the relevant Compliance Certificate for the Relevant Period, promptly following receipt of the Equity Cure Amount by the Company, the Company shall deliver a revised Compliance Certificate to the Agent setting out the revised financial covenant calculations for the Relevant Period. (i) If, after giving effect to the adjustment referred to in paragraph (a) above, the financial covenant in Clause 28.2 (Financial condition) would have been met, then the requirements of Clause 28.2 (Financial condition) shall be deemed to have been satisfied as at the relevant original date of determination and any breach of any term of the Finance Documents, Default or Event of Default occasioned thereby shall be deemed to have been permanently remedied and cured for all purposes under the Finance Documents. (j) For the avoidance of doubt, the Equity Cure Amount shall be deemed to be included in calculating Consolidated EBITDA for the purposes of the financial covenant in Clause 28.2 (Financial condition) until the date on which the Equity Cure Amount deemed to have been invested into the Group falls out of any subsequent Relevant Period. 29. GENERAL UNDERTAKINGS The undertakings in this Clause 29 remain in force from the date of this Agreement for so long as any amount is outstanding under the Finance Documents or any Commitment is in force. 29.1 Restrictive Covenants Each Obligor shall comply with the covenants set out in Schedule 17 (Restrictive Covenants). 29.2 Authorisations Each Obligor shall promptly: (a) obtain, comply with and do all that is necessary to maintain in full force and effect; and (b) supply (on request), certified copies to the Agent of, any Authorisation required under any law or regulation of a Relevant Jurisdiction to: (i) enable it to perform its obligations under the Finance Documents;

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98 (ii) subject to the Legal Reservations, ensure the legality, validity, enforceability or admissibility in evidence of any Finance Document; and (iii) enable it to carry on its business in the ordinary course except to the extent failure to do so has a Material Adverse Effect. 29.3 Compliance with laws Each Obligor shall comply in all respects with all laws to which it is subject, where failure so to comply has a Material Adverse Effect. 29.4 Senior Unsecured Notes The Company shall ensure that: (a) no scheduled principal payments with respect to Senior Unsecured Notes (as defined in the Intercreditor Agreement) fall due prior to the date falling six months after the Termination Date; (b) any Senior Unsecured Notes are not secured by any Security over any shares in any member of the Group or any asset of any member of the Group other than security over (i) the shares in the Senior Unsecured Note Issuer and any direct Subsidiary of the Company and (ii) any Senior Unsecured Note Proceeds Loan (as defined in the Intercreditor Agreement) and which is subject to, and is treated in all respects for the purposes of, the Intercreditor Agreement as Shared Security (as defined therein); (c) no member of the Group owes any Financial Indebtedness to a Senior Unsecured Issuer other than pursuant to a Senior Unsecured Note Proceeds Loan (as defined in the Intercreditor Agreement); (d) the Company shall ensure that any Senior Unsecured Notes are only issued or borrowed by the Senior Unsecured Note Issuer which is (and which remains at all times when any Senior Unsecured Notes issued or borrowed by it remain outstanding): (i) a Guarantor; (ii) not a Borrower or the issuer or borrower of any Senior Secured Debt; and (iii) other than Permitted Senior Unsecured Issuer Activities, has no assets, liabilities or business other than as permitted by this Clause 29 or in connection with the Senior Unsecured Notes (including any Senior Unsecured Notes Proceeds Loan) or reasonably incidental thereto and which does not directly or indirectly own any shares or equivalent ownership interests in any member of the Group; and (e) no member of the Group transfers any assets or makes any payment to a Senior Unsecured Note Issuer other than (without double counting):

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99 (i) as permitted by Clause 6.3 (Permitted Senior Unsecured Note Payments) and Clause 10.2(b) (Permitted Payments: Senior Unsecured Notes Proceeds Liabilities) of the Intercreditor Agreement; or (ii) (if no Event of Default is continuing or would result from the making of the relevant payment) payments reasonably required to allow the Senior Unsecured Issuer to pay when due amounts payable by it (A) with respect to Permitted Senior Unsecured Issuer Activities or (B) permitted by the Agent (acting on the instructions of the Majority Lenders (acting reasonably)). 29.5 [INTENTIONALLY LEFT BLANK] 29.6 Taxation Each Obligor shall (and the Company shall ensure that each member of the Restricted Group shall) duly and punctually pay and discharge all Taxes (or, where payments of Taxes must be made by reference to estimated amounts, such estimated Tax (calculated in good faith) as due and payable for the relevant period) imposed upon it or its assets within the time period allowed without incurring penalties unless and only to the extent that: (a) such payment is being contested in good faith; (b) adequate reserves are being maintained for those Taxes and the costs required to contest them to the extent required by GAAP; (c) such payment can be lawfully withheld; and (d) no Obligor may change its residence for Tax purposes where to do so would be materially prejudicial to the interests of the Lenders (taken as a whole) under the Finance Documents. 29.7 Change of business The Company shall procure that no substantial change is made to the general nature of the business of the Company, the Obligors or the Restricted Group (taken as a whole) from that carried on by the Restricted Group at the date of this Agreement. 29.8 Pari passu ranking Each Obligor shall ensure that at all times any unsecured and unsubordinated claims of a Finance Party held against it under the Finance Documents rank at least pari passu with the claims of all its other unsecured and unsubordinated creditors except those creditors whose claims are mandatorily preferred by laws of general application to companies and the Group’s Football Creditors in relation to matters set out in the Premier League Handbook. 29.9 Insurance (a) Each Obligor shall (and the Company shall ensure that each member of the Restricted Group will) maintain insurances (other than in respect of permanent

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100 disability for players occurring when players are playing, practising or training for a member of the Restricted Group) on and in relation to its business and assets against those risks and to the extent as is usual for companies carrying on the same or substantially similar business. (b) All insurances must be with reputable independent insurance companies or underwriters. 29.10 Sanctions (a) The Company will maintain in effect and enforce policies and procedures designed to ensure compliance by the Company, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions. (b) A Borrower will not request any Utilisation, and a Borrower shall not use, and the Company shall procure that no Obligor and its or their respective directors, officers, employees, agents, affiliates and representatives and, to the extent it has the power to so procure, joint venture partners shall not use, the proceeds of any Utilisation: (i) in furtherance of an offer, payment, promise to pay, or authorisation of the payment or giving of money, or anything else of value, to any Person in violation of any Anti-Corruption Laws or Anti-Money Laundering Laws; (ii) for the purpose of funding, financing or facilitating any activities, business or transaction of or with any Sanctioned Person, or in any Sanctioned Country; or (iii) in any manner that would result in the violation of any Sanctions applicable to any Party hereto. (c) Any provision of this Clause 29.10 shall not apply to any person if and to the extent that it is or would be unenforceable by or in respect of that person by reason of breach of any applicable Blocking Law. (d) For the purposes of this Clause 29.10 and Clause 26.32 (Anti-Corruption Laws and Sanctions), “Blocking Law” means: (i) any provision of Council Regulation (EC) No 2271/1996 of 22 November 1996 (or any law or regulation implementing such Regulation in any member state of the European Union or the United Kingdom); (ii) section 7 of the German Foreign Trade Regulation (Außenwirtschaftsverordnung); or (iii) any similar blocking or anti-boycott law implemented by a Sanctions Authority.

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101 29.11 Access While an Event of Default is continuing (or where the Agent reasonably suspects an Event of Default is continuing) each Obligor shall and the Company shall ensure that each member of the Restricted Group (subject to any confidentiality or secrecy obligations under this Agreement and all applicable laws) will permit the Agent and/or accountants or other professional advisers and contractors of the Agent to have access at all reasonable times during normal business hours (excluding match days) and on reasonable notice (for a reasonable period) at the reasonable cost of the Company to examine its corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss its affairs, finances and accounts with its Senior Management and independent public accountants, provided that in exercising such right, the Agent and/or accountants or other professional advisers and contracts (as appropriate) of the Agent shall have regard for the need to keep disruption to the business to a minimum. 29.12 [INTENTIONALLY LEFT BLANK] 29.13 Amendments In the period prior to the Original Lender making any assignment, transfer or sub-participation of any of its Commitments under this Agreement on its own accord (and such assignment, transfer or sub-participation is not at any Obligor’s request), no Obligors shall (and the Company shall ensure that no member of the Restricted Group will) amend, vary, novate, supplement, supersede, waive or terminate any term of: (a) the Note Documents, so as to bring forward the maturity or any amortisation of the Notes or reduce the Weighted Average Life to Maturity (as defined in Schedule 17 (Restrictive Covenants)) of the Notes; or (b) the RCF Facilities Agreement, except in a way which is not reasonably likely to materially and adversely affect the interests of the Lenders. 29.14 Guarantors (a) The Company shall ensure that at all times: (i) Subject to the Agreed Security Principles, all Material Companies which are members of the Restricted Group (other than an Excluded Subsidiary), Holding Companies of Material Companies (other than the Holding Company of the Company) and any member of the Restricted Group that is or becomes a guarantor in respect of the Notes, are Guarantors (in the case of any member of the Restricted Group that is or becomes a guarantor in respect of the Notes, simultaneously to becoming guarantors in respect of the Notes); and (ii) subject to paragraph (d) below, the aggregate of the earnings before interest, tax, depreciation and amortisation (calculated on the same basis as Consolidated EBITDA) of the Guarantors and the aggregate gross assets of the Guarantors (in each case calculated on an

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102 unconsolidated basis and excluding all intra-Restricted Group items) represents not less than 85 per cent. of Consolidated EBITDA and consolidated gross assets of all members of the Restricted Group ((in each case not including the Excluded Subsidiaries)), in each case calculated by reference (i) to the Original Financial Statements of the Company prior to the Closing Date; and (ii) thereafter, with each set of audited annual financial statements delivered under Clause 27.1 (Financial Statements) (the “Guarantor Coverage Test”). (b) The Company shall not have any obligation to procure that any member of the Restricted Group becomes an Additional Guarantor unless the Annual Financial Statements demonstrate that the same would be necessary in order to comply with the requirements of this Clause 29.14. (c) If the Guarantor Coverage Test is not complied with as at the time of delivery of any Compliance Certificate accompanying the Annual Financial Statements, no Default will occur provided that (subject to the Agreed Security Principles), the Company procures that additional members of the Group become Guarantors within 30 Business Days (or such longer period agreed between the Agent (acting reasonably) and the Company) of the delivery of such Compliance Certificate so that, when retested at the end of such 30 Business Day period (or if agreed, such longer period) by reference to the Annual Financial Statements accompanying such Compliance Certificate, the Guarantor Coverage Test is complied with. (d) The Company need only perform its obligations under paragraph (a) above, to the extent it is not unlawful for the relevant person to become a Guarantor and that person becoming a Guarantor would not result in personal liability for that person’s directors or other management. Each Obligor must use, and must procure that the relevant person uses, all reasonable endeavours lawfully available to avoid any such unlawfulness or personal liability. This includes agreeing to a limit on the amount guaranteed. The Agent may (but shall not be obliged to) agree to such a limit if, in its opinion, to do so would avoid the relevant unlawfulness or personal liability. (e) Any member of the Restricted Group (other than an Excluded Subsidiary) that becomes a Material Company and any Material Company (other than an Excluded Subsidiary) acquired in accordance with this Agreement after the Second Amendment Effective Date shall, subject to the Agreed Security Principles, become a Guarantor and grant Security as the Agent may require and shall accede to the Intercreditor Agreement within 30 Business Days (or such longer period agreed between the Agent (acting reasonably) and the Company) of delivery of any Compliance Certificate accompanying the audited annual financial statements delivered under Clause 27.1 (Financial Statements) or within 20 Business Days of its acquisition, as the case may be. (f) Nothing in this Agreement shall require any Excluded Subsidiary to accede as a Guarantor for so long as it is an Excluded Subsidiary.

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103 29.15 [INTENTIONALLY LEFT BLANK] 29.16 Further assurance (a) For the benefit of the Finance Parties, each Obligor shall (and the Company shall procure that each member of the Restricted Group shall) at all times promptly do all such acts or execute all such documents (including assignments, transfers, mortgages, charges, notices and instructions) as the Security Trustee may reasonably specify (and in such form as the Security Trustee may reasonably require in favour of the Security Trustee or its nominee(s)): (i) to perfect the Security created or intended to be created under or evidenced by the Transaction Security Documents (which may include the execution of a mortgage, charge, assignment or other Security over all or any of the assets which are, or are intended to be, the subject of the Transaction Security) or for the exercise of any rights powers and remedies of the Security Trustee or the Finance Parties provided by or pursuant to the Finance Documents or by law; (ii) to confer on the Security Trustee or confer on the Finance Parties Security over any property and assets of that Obligor located in any jurisdiction equivalent or similar to the Security intended to be conferred by or pursuant to the Transaction Security Documents; and/or (iii) to facilitate the realisation of the assets which are, or are intended to be, the subject of the Transaction Security. (b) Each Obligor shall (and the Company shall procure that each member of the Restricted Group shall) at all times take all such action as is available to it (including making all filings and registrations) as may be necessary for the purpose of the creation, perfection, protection or maintenance of any Security conferred or intended to be conferred on the Security Trustee or the Finance Parties by or pursuant to the Finance Documents. (c) The Company need only perform its obligations under paragraphs (a) and (b) above, to the extent it is not unlawful and would not result in personal liability for that person’s directors or other management. Each Obligor must use, and must procure that the relevant person uses, all reasonable endeavours lawfully available to avoid any such unlawfulness or personal liability. 29.17 Sponsorship Contracts and Arrangements The Company shall ensure no Unrestricted Subsidiary will: (a) enter into any sponsorship contract and/or arrangement; or (b) have transferred, assigned or novated to it any sponsorship contract and/or arrangement by any member of the Restricted Group. For the avoidance of doubt, sponsorship contracts and/or arrangements shall not include contracts and/or arrangements relating to (i) paragraphs (a) and (c) of the definition of

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104 New Holdco Business or (ii) the provision or supply of content, services or other products. 30. EVENTS OF DEFAULT Each of the events or circumstances set out in this Clause 30 (save for Clause 30.13 (Acceleration)) is an Event of Default. 30.1 Non-payment An Obligor does not pay: (a) on the due date any amount of principal payable pursuant to a Finance Document; or (b) within 30 days of the due date, any other amount payable pursuant to a Finance Document, at the place at and in the currency in which it is expressed to be payable unless, in the case of a payment of principal, its failure to pay is caused by administrative or technical error or a Disruption Event. 30.2 Breach of certain obligations Subject to Clause 28.4 (Champions League Non Qualification Event) and Clause 28.5 (Equity Cure), any requirement of Clause 28 (Financial covenant) is not satisfied. 30.3 Other obligations An Obligor does not comply with any provision of the Finance Documents (other than those referred to in Clause 30.1 (Non-payment) and Clause 30.2 (Breach of certain obligations)) unless such non-compliance is capable of remedy and is remedied within 60 days of the earlier of the Agent giving written notice thereof to the Company or any Obligor becoming aware of the failure to comply. 30.4 Misrepresentation Any representation or statement made or deemed to be made by an Obligor in the Finance Documents or in any other document delivered by or on behalf of any Obligor under or in connection with any Finance Document is or proves to have been incorrect or misleading (in the case of any representation or statement which is not subject to a materiality threshold in accordance with its terms, in any material respect) when made or deemed to be made and, if the circumstances causing such misrepresentation are capable of remedy within such period, such Obligor shall have failed to remedy such circumstances within 60 days after the earlier of the Agent giving written notice to the Company or the Company becoming aware of such misrepresentation. 30.5 Cross default (a) Any Financial Indebtedness of any member of the Restricted Group is not paid when due nor within any originally applicable grace period.

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105 (b) Any Financial Indebtedness of any member of the Restricted Group is declared to be or otherwise becomes due and payable prior to its specified maturity as a result of an event of default (however described). (c) Any commitment for any Financial Indebtedness of any member of the Restricted Group is cancelled or suspended by a creditor of any member of the Restricted Group as a result of an event of default (however described). (d) Any creditor of any member of the Restricted Group becomes entitled to declare any Financial Indebtedness of any member of the Restricted Group due and payable prior to its specified maturity as a result of an event of default (however described). (e) No Event of Default will occur under this Clause 30.5 if the aggregate amount of Financial Indebtedness or commitment for Financial Indebtedness falling within paragraphs (a) to (d) above is less than £25,000,000 (or its equivalent in any other currency or currencies). 30.6 Insolvency (a) A Material Company is unable or admits inability to pay its debts as they fall due or is declared to be unable to pay its debts under applicable law, suspends or threatens to suspend making payments on any of its debts as they fall due or, by reason of actual or anticipated financial difficulties, commences negotiations with one or more of its creditors with a view to rescheduling any of its indebtedness. (b) Any Material Company is or is deemed to be insolvent under any applicable law (other than section 123(2) of the Insolvency Act 1986) or (save the extent the same is frivolous or vexatious or is discharged, stayed or dismissed within 30 days of commencement) or where written demand is made in respect of an aggregate amount of not less than £10,000,000 (taking into account contingent and prospective liabilities). (c) A moratorium is declared in respect of any indebtedness of any Material Company. 30.7 Insolvency proceedings (a) Any corporate action, legal proceedings or other formal procedure or step is taken in relation to: (i) the suspension of payments, a moratorium of any indebtedness, winding-up, dissolution, administration or reorganisation (by way of voluntary arrangement, scheme of arrangement or otherwise) of any Material Company other than a solvent liquidation or reorganisation of any Material Company which is not an Obligor or a Permitted Reorganisation; (ii) a composition, compromise, assignment or arrangement with any creditor of any Material Company;

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106 (iii) the appointment of a liquidator (other than in respect of a solvent liquidation of a Material Company which is not an Obligor or a Permitted Reorganisation), receiver, administrator, administrative receiver, compulsory manager or other similar officer in respect of any Material Company or any of its assets having an aggregate value of £10,000,000 or greater; (iv) enforcement of any Security over any assets having an aggregate value of £10,000,000 or greater of any Material Company, or any analogous procedure or step is taken in any jurisdiction. (b) Paragraph (a) shall not apply to: (i) any procedure or step in relation to a Dormant Subsidiary; (ii) any winding-up petition or (to the extent relevant) other procedural step in relation to the appointment of a receiver, administrator, administrative receiver, compulsory manager or similar officer (but not excluding the actual appointment thereof) which is frivolous or vexatious or is discharged, stayed or dismissed within 60 days of commencement; or (iii) any application for the appointment of an administrator is discharged at least five days prior to the first hearing of that application. 30.8 Creditors’ process Any expropriation, attachment, sequestration, distress or execution (including enforcement of Security) or any analogous process in any jurisdiction affects any asset or assets of Material Companies having an aggregate value of £25,000,000 and is not discharged within 60 days. 30.9 Unlawfulness and invalidity (a) It is or becomes unlawful for an Obligor or, in the case of the Intercreditor Agreement, a member of the Restricted Group, to perform any of its material obligations under any of the Finance Documents, or any of the Transaction Security created or expressed to be created or evidenced by the Transaction Security Documents ceases to be valid or becomes unlawful. (b) Any obligation or obligations of any Obligor under any Finance Documents or any member of the Restricted Group under the Intercreditor Agreement are not or cease to be legal, valid, binding or enforceable (other than as provided in the Legal Reservations) and the cessation individually or cumulatively materially and adversely affects the interests of the Lenders under the Finance Documents. (c) Any Finance Document ceases to be in full force and effect or any Transaction Security or any subordination created under this Agreement or the Intercreditor Agreement ceases to be legal, valid, binding, enforceable or effective (other than as provided in the Legal Reservations) and the cessation individually or cumulatively materially and adversely affects the interests of the Lenders under the Finance Documents.

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108 SECTION 9 CHANGES TO PARTIES 31. CHANGES TO THE LENDERS 31.1 Assignments and transfers by the Lenders Subject to this Clause 31 a Lender (the “Existing Lender”) may: (a) assign any of its rights; (b) transfer by novation any of its rights and obligations; or (c) enter into a sub-participation in relation to its rights and obligations, under any Finance Document to another bank or financial institution or to a trust, fund or other entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets or to any other person (the “New Lender”), which in each case, unless an Event of Default is continuing, is a “U.S. Qualifying Lender” (as defined in Clause 20.1 (Definitions)). 31.2 Conditions of assignment or transfer (a) The consent of the Company is required for an assignment, transfer or sub-participation by an Existing Lender, unless the assignment, transfer or sub-participation is: (i) to another Lender or an Affiliate of a Lender; (ii) if the Existing Lender disposing of its interest by sub-participation in any commitments or undertakings retains (x) all of the voting rights with respect to such commitments or undertakings and (y) more than two thirds of the economic interest in the commitments or undertakings; or (iii) made at a time when an Event of Default is continuing. (b) The consent of the Company to an assignment or transfer must not be unreasonably withheld or delayed. The Company will be deemed to have given its consent ten Business Days after the Existing Lender has requested it unless consent is expressly refused by the Company within that time in accordance with this paragraph (b). (c) Unless the Company and the relevant Existing Lender otherwise agree in respect of transfers between Existing Lenders and their Affiliates a transfer of part of a Commitment or Commitments by the Existing Lender must be of a minimum amount of $1,000,000, provided that if the Existing Lender retains any Commitment or Commitments it is (or they are) of a minimum amount of $1,000,000 in aggregate across the Facility. (d) In determining whether the requirements of paragraph (c) above as to the minimum amount in respect of the Facility to be retained by an Existing Lender are satisfied, the amount of any Commitment or Commitments of any Affiliate

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109 of the relevant Existing Lender to be retained shall be aggregated with the Commitment or Commitments of the Existing Lender to be transferred and/or retained (as the case may be). (e) An assignment will only be effective on: (i) receipt by the Agent (whether in the Assignment Agreement or otherwise) of written confirmation from the New Lender (in form and substance satisfactory to the Agent) that the New Lender will assume the same obligations to the other Finance Parties and the other Secured Parties as it would have been under if it was an Original Lender; (ii) the New Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (iii) the performance by the Agent of all necessary “know your customer”, USA PATRIOT Act or other similar checks under all applicable laws and regulations in relation to such assignment to a New Lender, the completion of which the Agent shall promptly notify to the Existing Lender and the New Lender. (f) A transfer will only be effective on: (i) the New Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (ii) procedure set out in Clause 31.5 (Procedure for transfer) being complied with. (g) If: (i) a Lender assigns or transfers any of its rights or obligations under the Finance Documents or changes its Facility Office; and (ii) as a result of circumstances existing at the date the assignment, transfer or change occurs, an Obligor would be obliged to make a payment to the New Lender or Lender acting through its new Facility Office under Clause 20 (Tax gross-up and indemnities) or Clause 21 (Increased Costs), then the New Lender or Lender acting through its new Facility Office is only entitled to receive payment under those Clauses to the same extent as the Existing Lender or Lender acting through its previous Facility Office would have been if the assignment, transfer or change had not occurred. This paragraph (g) shall not apply in relation to Clause 20.2 (Tax gross-up), to a Treaty Lender that has included a confirmation of its scheme reference number and its jurisdiction of tax residence in accordance with paragraph (h)(ii)(B) of Clause 20.2 (Tax gross-up) if the Obligor making the payment has not made a Borrower DTTP Filing in respect of that Treaty Lender. (h) Each New Lender, by executing the relevant Transfer Certificate or Assignment Agreement, confirms, for the avoidance of doubt, that the Agent has authority

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110 to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the transfer or assignment becomes effective in accordance with this Agreement and that it is bound by that decision to the same extent as the Existing Lender would have been had it remained a Lender. 31.3 Assignment or transfer fee Unless the Agent otherwise agrees and excluding an assignment or transfer (i) to an Affiliate of a Lender or (ii) to a Related Fund, the New Lender shall, on the date upon which an assignment or transfer takes effect, pay to the Agent (for its own account) a fee of $3,500. 31.4 Limitation of responsibility of Existing Lenders (a) Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Transaction Documents, the Transaction Security or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor or any other member of the Restricted Group of its obligations under the Transaction Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with any Transaction Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Lender confirms to the Existing Lender and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender or any other Finance Party in connection with any Transaction Document or the Transaction Security; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (c) Nothing in any Finance Document obliges an Existing Lender to: (i) accept a re-transfer or re-assignment from a New Lender of any of the rights and obligations assigned or transferred under this Clause 31; or

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111 (ii) support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. 31.5 Procedure for transfer (a) Subject to the conditions set out in Clause 31.2 (Conditions of assignment or transfer) a transfer is effected in accordance with paragraph (c) below when the Agent executes an otherwise duly completed Transfer Certificate delivered to it by the Existing Lender and the New Lender and update the Register in accordance with Clause 34.19 (Register). The Agent shall, subject to paragraph (b) below, as soon as reasonably practicable after receipt by it of a duly completed Transfer Certificate appearing on its face to comply with the terms of this Agreement and delivered in accordance with the terms of this Agreement, execute that Transfer Certificate. (b) The Agent shall only be obliged to execute a Transfer Certificate delivered to it by the Existing Lender and the New Lender once it is satisfied it has complied with all necessary “know your customer”, USA PATRIOT Act or other similar checks under all applicable laws and regulations in relation to the transfer to such New Lender. (c) Subject to Clause 31.9 (Pro rata interest settlement), on the Transfer Date: (i) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer by novation its rights and obligations under the Finance Documents and in respect of the Transaction Security each of the Obligors and other members of the Restricted Group party to any Finance Document and the Existing Lender shall be released from further obligations towards one another under the Finance Documents and in respect of the Transaction Security and their respective rights against one another under the Finance Documents and in respect of the Transaction Security shall be cancelled (being the “Discharged Rights and Obligations”); (ii) each of the Obligors and other members of the Restricted Group party to any Finance Document and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor or other member of the Restricted Group and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; and (iii) the New Lender shall become a Party as a “Lender”. 31.6 Procedure for assignment (a) Subject to the conditions set out in Clause 31.2 (Conditions of assignment or transfer) an assignment may be effected in accordance with paragraph (c) below when the Agent executes an otherwise duly completed Assignment Agreement delivered to it by the Existing Lender and the New Lender. The Agent shall,

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112 subject to paragraph (b) below, as soon as reasonably practicable after receipt by it of a duly completed Assignment Agreement appearing on its face to comply with the terms of this Agreement and delivered in accordance with the terms of this Agreement, execute that Assignment Agreement. (b) The Agent shall only be obliged to execute an Assignment Agreement delivered to it by the Existing Lender and the New Lender once it is satisfied it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assignment to such New Lender. (c) Subject to Clause 31.9 (Pro rata interest settlement), on the Transfer Date: (i) the Existing Lender will assign absolutely to the New Lender its rights under the Finance Documents and in respect of the Transaction Security expressed to be the subject of the assignment in the Assignment Agreement; (ii) the Existing Lender will be released from the obligations (the “Relevant Obligations”) expressed to be the subject of the release in the Assignment Agreement (and any corresponding obligations by which it is bound in respect of the Transaction Security); and (iii) the New Lender shall become a Party as a “Lender” and will be bound by obligations equivalent to the Relevant Obligations. (d) Lenders may utilise procedures other than those set out in this Clause 31.6 to assign their rights under the Finance Documents (but not, without the consent of the Company or unless in accordance with Clause 31.5 (Procedure for transfer), to obtain a release by each Obligor from the obligations owed to that Obligor by the Lenders nor the assumption of equivalent obligations by a New Lender) provided that they comply with the conditions set out in Clause 31.2 (Conditions of assignment or transfer). 31.7 Copy of Transfer Certificate or Assignment Agreement to Company The Agent shall, as soon as reasonably practicable after it has executed a Transfer Certificate or an Assignment Agreement, send to the Company a copy of that Transfer Certificate or Assignment Agreement. 31.8 Security over Lenders’ rights In addition to the other rights provided to Lenders under this Clause 31, each Lender may without consulting with or obtaining consent from any Obligor, at any time charge, assign or otherwise create Security in or over (whether by way of collateral or otherwise) all or any of its rights under any Finance Document to secure obligations of that Lender including, without limitation: (a) any charge, assignment or other Security to secure obligations to a federal reserve or central bank; and

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113 (b) in the case of any Lender which is a fund, any charge, assignment or other Security granted to any holders (or trustee or representatives of holders) of obligations owed, or securities issued, by that Lender as security for those obligations or securities, except that no such charge, assignment or Security shall: (i) release a Lender from any of its obligations under the Finance Documents or substitute the beneficiary of the relevant charge, assignment or other Security for the Lender as a party to any of the Finance Documents; or (ii) require any payments to be made by an Obligor or grant to any person any more extensive rights than those required to be made or granted to the relevant Lender under the Finance Documents. 31.9 Pro rata interest settlement If the Agent has notified the Lenders that it is able to distribute interest payments on a “pro rata basis” to Existing Lenders and New Lenders then (in respect of any transfer pursuant to Clause 31.5 (Procedure for transfer) or any assignment pursuant to Clause 31.6 (Procedure for assignment) the Transfer Date of which, in each case, is after the date of such notification and is not on the last day of an Interest Period): (a) any interest or fees in respect of the relevant participation which are expressed to accrue by reference to the lapse of time shall continue to accrue in favour of the Existing Lender up to but excluding the Transfer Date (“Accrued Amounts”) and shall become due and payable to the Existing Lender (without further interest accruing on them) on the last day of the current Interest Period (or, if the Interest Period is longer than six Months, on the next of the dates which falls at six-Monthly intervals after the first day of that Interest Period); and (b) the rights assigned or transferred by the Existing Lender will not include the right to the Accrued Amounts so that, for the avoidance of doubt: (i) when the Accrued Amounts become payable, those Accrued Amounts will be payable for the account of the Existing Lender; and (ii) the amount payable to the New Lender on that date will be the amount which would, but for the application of this Clause 31.10, have been payable to it on that date, but after deduction of the Accrued Amounts. 32. [INTENTIONALLY LEFT BLANK] 33. CHANGES TO THE OBLIGORS 33.1 Assignment and transfers by Obligors No Obligor or any other member of the Restricted Group may assign any of its rights or transfer any of its rights or obligations under the Finance Documents (save in the case of a Permitted Change of Borrower).

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114 33.2 Additional Borrowers (a) Subject to compliance with the provisions of paragraphs (c) and (d) of Clause 27.9 (“Know your customer” checks), the Company may request that any of its Subsidiaries which is a member of the Restricted Group becomes an Additional Borrower. That Subsidiary shall become an Additional Borrower if: (i) all the Lenders approve the addition of that Subsidiary; (ii) the Company and that Subsidiary delivers to the Agent a duly completed and executed Accession Deed; (iii) the Company confirms that no Event of Default is continuing or would occur as a result of that Subsidiary becoming an Additional Borrower; and (iv) the Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions precedent) in relation to that Additional Borrower, each in form and substance satisfactory to the Agent. (b) The Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions precedent). (c) Other than to the extent that the Majority Lenders notify the Agent in writing to the contrary before the Agent gives the notification described in paragraph (b) above, the Lenders authorise (but do not require) the Agent to give that notification. The Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving any such notification. 33.3 Resignation of a Borrower (a) The Company may request that a Borrower ceases to be a Borrower by delivering to the Agent a Resignation Letter. (b) The Agent shall accept a Resignation Letter and notify the Company and the Lenders of its acceptance if: (i) the Company has confirmed that no Default is continuing or would result from the acceptance of the Resignation Letter; and (ii) the relevant Borrower is under no actual or contingent obligations as a Borrower under any Finance Documents, whereupon that company shall cease to be a Borrower and shall have no further rights or obligations under the Finance Documents as a Borrower.

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115 33.4 Additional Guarantors (a) Subject to compliance with the provisions of paragraphs (c) and (d) of Clause 27.9 (“Know your customer” checks), the Company may request that any of its Subsidiaries which is a member of the Restricted Group become a Guarantor. (b) A member of the Restricted Group shall become an Additional Guarantor if: (i) the Company and the proposed Additional Guarantor deliver to the Agent a duly completed and executed Accession Deed; and (ii) the Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent) in relation to that Additional Guarantor, each in form and substance satisfactory to the Agent. (c) The Agent shall notify the Company and the Lenders promptly upon being satisfied that it has received (in form and substance satisfactory to it) all the documents and other evidence listed in Part II of Schedule 2 (Conditions Precedent). (d) Other than to the extent that the Majority Lenders notify the Agent in writing to the contrary before the Agent gives the notification described in paragraph (c) above, the Lenders authorise (but do not require) the Agent to give that notification. The Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving any such notification. 33.5 Resignation of a Guarantor (a) In this Clause 33.5 and Clause 33.7 (Resignation and release of Security on disposal), “Third Party Disposal” means the disposal of an Obligor to a person which is not a member of the Restricted Group where that disposal is permitted under this Agreement (and the Company has confirmed this is the case) or made with the approval of the Majority Lenders. (b) The Company may request that a Guarantor (other than the Company and (for so long as it directly owns any shares in MUL) Red Football Junior Limited) ceases to be a Guarantor by delivering to the Agent a Resignation Letter if: (i) that Guarantor is being disposed of by way of a Third Party Disposal or a Permitted Reorganisation; (ii) that Guarantor has become an Unrestricted Subsidiary in accordance with the terms of this Agreement; (iii) the Guarantor is subject to a merger and/or consolidation not prohibited under Schedule 17 (Restrictive Covenants); or (iv) all the Lenders have consented to the resignation of that Guarantor.

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116 (c) The Agent shall accept a Resignation Letter and notify the Company and the Lenders of its acceptance if: (i) the Company has confirmed that no Event of Default is continuing or would result from the acceptance of the Resignation Letter; and (ii) no payment is due from the Guarantor under Clause 25.1 (Guarantee and indemnity). (d) Subject to paragraph (e) below, upon notification by the Agent to the Company of its acceptance of the Resignation Letter, that company shall cease to be a Guarantor and shall have no further rights or obligations under the Finance Documents as a Guarantor. (e) The resignation of a Guarantor which is the subject of a Third Party Disposal, Permitted Reorganisation or designation as an Unrestricted Subsidiary shall not take effect (and the Guarantor will continue to have rights and obligations under the Finance Documents) until the date on which the Third Party Disposal, Permitted Reorganisation or, as the case may be, designation as an Unrestricted Subsidiary takes effect. 33.6 Repetition of Representations Delivery of an Accession Deed constitutes confirmation by the relevant Restricted Subsidiary that the representations and warranties referred to in paragraph (c) of Clause 26.33 (Times at which representations are made) are true and correct in relation to it as at the date of delivery as if made by reference to the facts and circumstances then existing. 33.7 Resignation and release of Security on disposal Without prejudice to the provisions of the Intercreditor Agreement, if a Guarantor is or is proposed to be the subject of a Third Party Disposal or a Permitted Reorganisation or if there is a disposal of Charged Property (including pursuant to a Permitted Reorganisation) or that is permitted by the Intercreditor Agreement then: (a) where that Guarantor created Transaction Security over any of its assets or business in favour of the Security Trustee (including the assets or business of any of its Subsidiaries that is to cease to be a member of the Group as a result of the disposal or Permitted Reorganisation), or Transaction Security in favour of the Security Trustee was created over the shares (or equivalent) of that Guarantor (or any of its Subsidiaries that is to cease to be a member of the Group as a result of the disposal or Permitted Reorganisation), the Security Trustee shall, at the cost and request of the Company, release those assets, business or shares (or equivalent) and issue certificates of non-crystallisation in accordance with the Intercreditor Agreement; (b) the resignation of that Guarantor and related release of Transaction Security referred to in paragraph (a) above shall not become effective until the date of that disposal or Permitted Reorganisation, as applicable; and

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118 SECTION 10 THE FINANCE PARTIES 34. ROLE OF THE AGENT 34.1 Appointment of the Agent (a) Each of the Lenders appoints the Agent to act as its agent under and in connection with the Finance Documents. The provisions of this Section 10 are solely for the benefit of the Agent and the Lenders, and no Obligor shall have rights as a third party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or in any other Finance Documents (or any other similar term) with reference to the Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. (b) Each of the Lenders authorises the Agent to exercise the rights, powers, authorities and discretions specifically given to the Agent under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions. 34.2 Duties of the Agent (a) Subject to paragraph (b) below, the Agent shall promptly forward to a Party the original or a copy of any document which is delivered to the Agent for that Party by any other Party. (b) Without prejudice to Clause 31.7 (Copy of Transfer Certificate or Assignment Agreement to Company), paragraph (a) above shall not apply to any Transfer Certificate or any Assignment Agreement. (c) Except where a Finance Document specifically provides otherwise, the Agent is not obliged to review or check the adequacy, accuracy or completeness of any document it forwards to another Party. (d) If the Agent receives written notice from a Party referring to this Agreement, describing a Default and stating that the circumstance described is a Default, it shall promptly notify the other Finance Parties. (e) If the Agent is aware of the non-payment of any principal, interest, commitment fee or other fee payable to a Finance Party under this Agreement it shall promptly notify the other Finance Parties. (f) The Agent’s duties under the Finance Documents are solely mechanical and administrative in nature. (g) The Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Finance Document by or through any one or more sub-agents appointed by the Agent. The Agent and any such sub-agent may perform any and all of its duties and exercise its rights and powers by or

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119 through their respective Representatives. The exculpatory provisions of this Section 10 shall apply to any such sub-agent and to the Representatives of the Agent and any such sub-agent, and shall apply to their respective activities in connection with the Facility provided for herein as well as activities as Agent. The Agent shall not be responsible for the negligence or misconduct of any sub-agents except to the extent that the Agent acted with gross negligence or wilful misconduct in the selection of such sub- agents. 34.3 No fiduciary duties (a) Nothing in this Agreement constitutes the Agent as a trustee or fiduciary of any other person. (b) The Agent shall not be bound to account to any Lender for any sum or the profit element of any sum received by it for its own account. 34.4 Business with the Group The Agent may accept deposits from, lend money to, own securities of, act as the financial advisor or in any other advisory capacity for and generally engage in any kind of banking or other business with any member of the Group. 34.5 Rights and discretions (a) The Agent may rely on: (i) any representation, notice or document believed by it to be genuine, correct and appropriately authorized, and shall not be responsible for or have any duty to ascertain or inquire into (A) any statement, warranty or representation made in or in connection with this Agreement or any other Finance Document, (B) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith, (C) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein or the occurrence of any Default, or (D) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Finance Document; and (ii) any statement made by a director, authorised signatory or employee of any person regarding any matters which may reasonably be assumed to be within his knowledge or within his power to verify. (b) The Agent may assume (unless it has received written notice to the contrary in its capacity as agent for the Lenders) that: (i) no Default has occurred (unless it has actual knowledge of a Default arising under Clause 30.1 (Non-payment)); (ii) any right, power, authority or discretion vested in any Party or any group of Lenders has not been exercised;

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120 (iii) any notice or request made by the Company (other than a Utilisation Request) is made on behalf of and with the consent and knowledge of all the Obligors; (iv) any instructions received by it from the Majority Lenders, any Lenders or any group of Lenders are duly given in accordance with the terms of the Finance Documents; and (v) unless it has received notice of revocation, that those instructions have not been revoked. (c) The Agent may engage, pay for and rely on the advice or services of any lawyers, accountants, surveyors or other experts. (d) The Agent may act in relation to the Finance Documents through its personnel and agents. (e) The Agent may disclose to any other Party any information it reasonably believes it has received as agent under this Agreement. (f) Notwithstanding any other provision of any Finance Document to the contrary, the Agent is not obliged to do or omit to do anything if it would or might in its reasonable opinion constitute a breach of any law or regulation or a breach of a fiduciary duty or duty of confidentiality. (g) Without prejudice to the generality of paragraph (c) above or paragraph (h) below, the Agent may at any time engage and pay for the services of any lawyers to act as independent counsel to the Agent (and so separate from any lawyers instructed by the Lenders) if the Agent in its reasonable opinion deems this to be desirable. (h) The Agent may rely on the advice or services of any lawyers, accountants, tax advisers, surveyors or other professional advisers or experts (whether obtained by the Agent or by any other Party) and shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever arising as a result of its so relying. (i) Notwithstanding any provision of any Finance Document to the contrary, the Agent (acting in such role) is not obliged to expend or risk its own funds or otherwise incur any financial liability in the performance of its duties, obligations or responsibilities or the exercise of any right, power, authority or discretion if it has grounds for believing the repayment of such funds or adequate indemnity against, or security for, such risk or liability is not reasonably assured to it. 34.6 Instructions (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise or refrain from exercising any right, power, authority or discretion vested in it as Agent in accordance with any instructions given to it by: (A) all Lenders if the relevant Finance Document stipulates the matter is an all Lender decision; (B) Lenders comprising 80 per cent. of the Total Commitments if the

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121 relevant Finance Document stipulates the matter is a decision of the Lenders comprising 80 per cent. of the Total Commitments; and (C) in all other cases, the Majority Lenders and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with paragraph (i) above. (b) The Agent shall be entitled to request instructions, or clarification of any instruction, from the Majority Lenders (or if the relevant Finance Document stipulates the matter is a decision for any other Lender or group of Lenders, from that Lender or group of Lenders) as to whether, and in what manner, it should exercise or refrain from exercising any right, power, authority or discretion and the Agent may refrain from acting unless and until it receives any such instructions or clarification that it has requested. (c) Save in the case of decisions stipulated to be a matter for any other Lender or group of Lenders under the relevant Finance Document and unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders shall override any conflicting instructions given by any other Parties and will be binding on all the Finance Parties other than the Security Trustee. (d) The Agent may refrain from acting in accordance with the instructions of any Lender or group of Lenders until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. (e) In the absence of instructions from the required Lender or group of Lenders, the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Lenders. (f) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This paragraph (f) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents. (g) The Agent shall not be required to take any action that, in its opinion or the opinion of its counsel, may expose the Agent to liability or that is contrary to any Finance Document or applicable law, including for the avoidance of doubt any action that may be in violation of the automatic stay under any insolvency or similar proceedings. 34.7 Responsibility for documentation The Agent: (a) is not responsible or liable for the adequacy, accuracy and/or completeness of any information (whether oral or written) supplied by the Agent, an Obligor or any other person given in or in connection with any Finance Document or the transactions contemplated in the Finance Documents or any other agreement,

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122 arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; (b) is not responsible for the legality, validity, effectiveness, adequacy or enforceability of any Finance Document or the Transaction Security or any other agreement, arrangement or document entered into, made or executed in anticipation of or in connection with any Finance Document or the Transaction Security; or (c) is not responsible for any determination as to whether any information provided or to be provided to any Finance Party is non-public information the use of which may be regulated or prohibited by applicable law or regulation relating to insider dealing or otherwise. 34.8 No duty to monitor The Agent shall not be bound to enquire: (a) whether or not any Default has occurred; (b) as to the performance, default or any breach by any Party of its obligations under any Finance Document; or (c) whether any other event specified in any Finance Document has occurred. 34.9 Exclusion of liability (a) Without limiting paragraph (b) below (and without prejudice to the provisions of paragraph (e) of Clause 37.11 (Disruption to Payment Systems etc.)), the Agent will not be liable (including, without limitation, for negligence or any other category of liability whatsoever) for: (i) any damages, costs or losses to any person, any diminution in value, or any liability whatsoever arising as a result of taking or not taking any action under or in connection with any Finance Document or the Transaction Security, unless directly caused by its gross negligence or wilful misconduct; (ii) exercising, or not exercising, any right, power, authority or discretion given to it by, or in connection with, any Finance Document, the Transaction Security or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with, any Finance Document or the Transaction Security; or (iii) without prejudice to the generality of paragraphs (i) and (ii) above, any damages, costs or losses to any person, any diminution in value or any liability whatsoever arising as a result of: (A) any act, event or circumstance not reasonably within its control; or

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123 (B) the general risks of investment in, or the holding of assets in, any jurisdiction, including (in each case and without limitation) such damages, costs, losses, diminution in value or liability arising as a result of: nationalisation, expropriation or other governmental actions; any regulation, currency restriction, devaluation or fluctuation; market conditions affecting the execution or settlement of transactions or the value of assets (including any Disruption Event); breakdown, failure or malfunction of any third party transport, telecommunications, computer services or systems; natural disasters or acts of God; war, terrorism, insurrection or revolution; or strikes or industrial action. (b) No Party (other than the Agent) may take any proceedings against any officer, employee or agent of the Agent in respect of any claim it might have against the Agent or in respect of any act or omission of any kind by that officer, employee or agent in relation to any Finance Document or any Transaction Document and any officer, employee or agent of the Agent may rely on this paragraph subject to Clause 1.5 (Third party rights) and the provisions of the Third Parties Act. (c) The Agent will not be liable for any delay (or any related consequences) in crediting an account with an amount required under the Finance Documents to be paid by the Agent if the Agent has taken all necessary steps as soon as reasonably practicable to comply with the regulations or operating procedures of any recognised clearing or settlement system used by the Agent for that purpose. (d) Nothing in this Agreement shall oblige the Agent to carry out any “know your customer”, USA PATRIOT Act or other checks in relation to any person on behalf of any Lender and each Lender confirms to the Agent that it is solely responsible for any such checks it is required to carry out and that it may not rely on any statement in relation to such checks made by the Agent. (e) Without prejudice to any provision of any Finance Document excluding or limiting the Agent’s liability, any liability of the Agent arising under or in connection with any Finance Document or the Transaction Security shall be limited to the amount of actual loss suffered (as determined by reference to the date of default of the Agent or, if later, the date on which the loss arises as a result of such default) but without reference to any special conditions or circumstances known to the Agent at any time which increase the amount of that loss. In no event shall the Agent be liable for any loss of profits, goodwill, reputation, business opportunity or anticipated saving, or for special, punitive, indirect or consequential damages, whether or not the Agent has been advised of the possibility of such loss or damages. 34.10 Lenders’ indemnity to the Agent Each Lender shall (in proportion to its share of the Total Commitments or, if the Total Commitments are then zero, to its share of the Total Commitments immediately prior to their reduction to zero) indemnify the Agent, within three Business Days of demand, against any cost, loss or liability (including, without limitation, for negligence or any

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124 other category of liability whatsoever) incurred by the Agent (otherwise than by reason of the Agent’s gross negligence or wilful misconduct) (or, in the case of any cost, loss or liability pursuant to Clause 37.11 (Disruption to Payment Systems etc.) notwithstanding the Agent’s negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) in acting as Agent under the Finance Documents (unless the Agent has been reimbursed by an Obligor pursuant to a Finance Document). 34.11 Resignation of the Agent (a) The Agent may resign and appoint one of its Affiliates acting through an office in the United Kingdom as successor by giving notice to the Lenders and the Company. (b) Alternatively the Agent may resign by giving notice to the Lenders and the Company, in which case the Majority Lenders (after, to the extent reasonably practicable, consultation with the Company for no more than 5 Business Days) may appoint a successor Agent. (c) If the Majority Lenders have not appointed a successor Agent in accordance with paragraph (b) above within 30 days after notice of resignation was given, the retiring Agent (after consultation with the Company) may appoint a successor Agent (acting through an office in the United Kingdom). (d) If the Agent wishes to resign because (acting reasonably) it has concluded that it is no longer appropriate for it to remain as agent and the Agent is entitled to appoint a successor Agent under paragraph (c) above, the Agent may (if it concludes (acting reasonably) that it is necessary to do so in order to persuade the proposed successor Agent to become a party to this Agreement as Agent) agree with the proposed successor Agent amendments to this Clause 34 and any other term of this Agreement dealing with the rights or obligations of the Agent consistent with the current market practice for the appointment and protection of corporate trustees together with any reasonable amendments to the agency fee payable under this Agreement which are consistent with the successor Agent’s normal fee rates and those amendments will bind the Parties. (e) The retiring Agent shall, at its own cost, make available to the successor Agent such documents and records and provide such assistance as the successor Agent may reasonably request for the purposes of performing its functions as Agent under the Finance Documents. (f) The Agent’s resignation notice shall only take effect upon the appointment of a successor. (g) Upon the appointment of a successor, the retiring Agent shall be discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (e) above) but shall remain entitled to the benefit of this Clause 34. Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party.

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125 (h) After, to the extent reasonably practicable, consultation with the Company for not more than 5 Business Days, the Majority Lenders may, by notice to the Agent, require it to resign in accordance with paragraph (b) above. In this event, the Agent shall resign in accordance with paragraph (b) above but the cost referred to in paragraph (e) above shall be for the account of the Company. (i) The Agent shall resign in accordance with paragraph (b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Agent pursuant to paragraph (c) above) if on or after the date which is three months before the earliest FATCA Application Date relating to any payment to the Agent under the Finance Documents, either: (i) the Agent fails to respond to a request under Clause 20.10 (FATCA Information) and the Company or a Lender reasonably believes that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; (ii) the information supplied by the Agent pursuant to Clause 20.10 (FATCA Information) indicates that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or (iii) the Agent notifies the Company and the Lenders that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date, and (in each case) the Company or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Agent were a FATCA Exempt Party, and the Company or that Lender, by notice to the Agent, requires it to resign. 34.12 Replacement of the Agent (a) After consultation with the Company, the Majority Lenders may, by giving 30 days’ notice to the Agent (or, at any time the Agent is an Impaired Agent, by giving any shorter notice determined by the Majority Lenders), replace the Agent by appointing a successor Agent (acting through an office in the United Kingdom). (b) The retiring Agent shall (at its own cost if it is an Impaired Agent and otherwise at the expense of the Lenders) make available to the successor Agent such documents and records and provide such assistance as the successor Agent may reasonably request for the purposes of performing its functions as Agent under the Finance Documents. (c) The appointment of the successor Agent shall take effect on the date specified in the notice from the Majority Lenders to the retiring Agent. As from this date, the retiring Agent shall be discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph (b) above) but shall remain entitled to the benefit of this Clause 34 (and any agency fees

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126 for the account of the retiring Agent shall cease to accrue from (and shall be payable on) that date). (d) Any successor Agent and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party. 34.13 Confidentiality (a) In acting as agent for the Finance Parties, the Agent shall be regarded as acting through its agency division which shall be treated as a separate entity from any other of its divisions or departments. (b) If information is received by another division or department of the Agent, it may be treated as confidential to that division or department and the Agent shall not be deemed to have notice of it. (c) Notwithstanding any other provision of any Finance Document to the contrary, the Agent is not obliged to disclose to any other person (i) any confidential information or (ii) any other information if the disclosure would or might in its reasonable opinion constitute a breach of any law or a breach of a fiduciary duty. 34.14 Relationship with the Lenders (a) Subject to Clause 31.9 (Pro rata interest settlement), the Agent may treat the person shown in its records as Lender at the opening of business (in the place of the Agent’s principal office as notified to the Finance Parties from time to time) as the Lender acting through its Facility Office: (i) entitled to or liable for any payment due under any Finance Document on that day; and (ii) entitled to receive and act upon any notice, request, document or communication or make any decision or determination under any Finance Document made or delivered on that day, unless it has received not less than five Business Days’ prior notice from that Lender to the contrary in accordance with the terms of this Agreement. (b) Each Lender shall supply the Agent with any information that the Security Trustee may reasonably specify (through the Agent) as being necessary or desirable to enable the Security Trustee to perform its functions as Security Trustee. Each Lender shall deal with the Security Trustee exclusively through the Agent and shall not deal directly with the Security Trustee. (c) Any Lender may by notice to the Agent appoint a person to receive on its behalf all notices, communications, information and documents to be made or despatched to that Lender under the Finance Documents. Such notice shall contain the address, fax number and (where communication by electronic mail or other electronic means is permitted under Clause 39.5 (Electronic communication)) electronic mail address and/or any other information required to enable the sending and receipt of information by that means (and, in each

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127 case, the department or officer, if any, for whose attention communication is to be made) and be treated as a notification of a substitute address, fax number, electronic mail address, department and officer by that Lender for the purposes of Clause 39.2 (Addresses) and paragraph (a)(iii) of Clause 39.5 (Electronic communication) and the Agent shall be entitled to treat such person as the person entitled to receive all such notices, communications, information and documents as though that person were that Lender. 34.15 Credit appraisal by the Lenders Without affecting the responsibility of any Obligor for information supplied by it or on its behalf in connection with any Finance Document, each Lender confirms to the Agent that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under or in connection with any Finance Document including but not limited to: (a) the financial condition, status and nature of each member of the Group; (b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document and the Transaction Security and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document or the Transaction Security; (c) whether that Finance Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under or in connection with any Finance Document, the Transaction Security or the transactions contemplated by the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; (d) the adequacy, accuracy and/or completeness of any information provided by the Agent, any Party or by any other person under or in connection with any Finance Document, the transactions contemplated by the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; and (e) the right or title of any person in or to, or the value or sufficiency of any part of the Charged Property, the priority of any of the Transaction Security or the existence of any Security affecting the Charged Property. 34.16 Agent’s management time Any amount payable to the Agent under Clause 22.3 (Indemnity to the Agent), Clause 24 (Costs and expenses) and Clause 34.10 (Lenders’ indemnity to the Agent) shall include the cost of utilising the Agent’s management time or other resources and will be calculated on the basis of such reasonable daily or hourly rates as the Agent may notify to the Company and the Lenders, and is in addition to any fee paid or payable to the Agent under Clause 19 (Fees).

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128 34.17 Deduction from amounts payable by the Agent If any Party owes an amount to the Agent under the Finance Documents the Agent may, after giving notice to that Party, deduct an amount not exceeding that amount from any payment to that Party which the Agent would otherwise be obliged to make under the Finance Documents and apply the amount deducted in or towards satisfaction of the amount owed. For the purposes of the Finance Documents that Party shall be regarded as having received any amount so deducted. 34.18 Reliance and engagement letters Each Finance Party confirms that the Agent has authority to accept on its behalf (and ratifies the acceptance on its behalf of any letters or reports already accepted by the Agent) any reports or letters provided by accountants in connection with the Finance Documents or the transactions contemplated in the Finance Documents and to bind it in respect of those reports or letters and to sign such letters on its behalf and further confirms that it accepts the terms and qualifications set out in such letters. 34.19 Register (a) The Agent, on behalf of each Borrower, shall maintain a register (the “Register”) for the registration and transfer of the Loans, and shall enter the names and addresses of the registered holders of the Loans, the transfers, of the Loan and the names and addresses of the transferees (including all assignees, successors and participants) of the Loans. (b) Each Borrower shall be provided reasonable opportunities to inspect the Register from time to time. (c) Each Borrower shall treat any registered holder as the absolute owner of any Loans held by such holder, as indicated in the Register (absent manifest error), for the purpose of receiving payment of all amounts payable with respect to such Loans and for all other purposes. (d) The Loans are registered obligations and the right, title and interest of any Lender and its assignees in and to such Loans, shall be transferable only upon notation of such transfer in the Register. (e) Solely for the purposes of this Clause 34.19 the Agent shall be the Borrowers’ agent for purposes of maintaining the Register. (f) This Clause 34.19 shall be construed so that the Loans are at all times maintained in “registered form” within the meaning of sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any other relevant or successor provisions of the Code or such regulations). 35. CONDUCT OF BUSINESS BY THE FINANCE PARTIES No provision of this Agreement will: (a) interfere with the right of any Finance Party to arrange its affairs (tax or otherwise) in whatever manner it thinks fit;

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129 (b) oblige any Finance Party to investigate or claim any credit, relief, remission or repayment available to it or the extent, order and manner of any claim; or (c) oblige any Finance Party to disclose any information relating to its affairs (tax or otherwise) or any computations in respect of Tax. 36. SHARING AMONG THE FINANCE PARTIES 36.1 Payments to Finance Parties Subject to paragraph (b) below, if a Finance Party (a “Recovering Finance Party”) receives or recovers any amount from an Obligor other than in accordance with Clause 37 (Payment mechanics) (a “Recovered Amount”) and applies that amount to a payment due under the Finance Documents then: (a) the Recovering Finance Party shall, within three Business Days, notify details of the receipt or recovery to the Agent; (b) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 37 (Payment mechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (c) the Recovering Finance Party shall, within three Business Days of demand by the Agent, pay to the Agent an amount (the “Sharing Payment”) equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with Clause 37.6 (Partial payments). 36.2 Redistribution of payments The Agent shall treat the Sharing Payment as if it had been paid by the relevant Obligor and distribute it between the Finance Parties (other than the Recovering Finance Party) (the “Sharing Finance Parties”) in accordance with Clause 37.6 (Partial payments) towards the obligations of that Obligor to the Sharing Finance Parties. 36.3 Recovering Finance Party’s rights On a distribution by the Agent under Clause 36.2 (Redistribution of payments), of a payment received by a Recovering Finance Party from an Obligor, as between the relevant Obligor and the Recovering Finance Party, an amount of the Recovered Amount equal to the Sharing Payment will be treated as not having been paid by that Obligor. 36.4 Reversal of redistribution If any part of the Sharing Payment received or recovered by a Recovering Finance Party becomes repayable and is repaid by that Recovering Finance Party, then:

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131 SECTION 11 ADMINISTRATION 37. PAYMENT MECHANICS 37.1 Payments to the Agent (a) On each date on which an Obligor or a Lender is required to make a payment under a Finance Document, that Obligor or Lender shall make the same available to the Agent (unless a contrary indication appears in a Finance Document) for value on the due date at the time and in such funds specified by the Agent as being customary at the time for settlement of transactions in the relevant currency in the place of payment. (b) Payment shall be made to such account in the principal financial centre of the country of that currency pursuant to the wiring instructions listed in Schedule 4 (Wiring Information) or such substitute wiring instructions as the Agent may notify the relevant Obligor by not less than 5 Business Days’ notice. 37.2 Distributions by the Agent Each payment received by the Agent under the Finance Documents for another Party shall, subject to Clause 37.3 (Distributions to an Obligor) and Clause 37.4 (Clawback) be made available by the Agent as soon as practicable after receipt to the Party entitled to receive payment in accordance with this Agreement (in the case of a Lender, for the account of its Facility Office), to such account as that Party may notify to the Agent by not less than five Business Days’ notice with a bank in the principal financial centre of the country of that currency. 37.3 Distributions to an Obligor The Agent may (with the consent of the Obligor or in accordance with Clause 38 (Set-Off)) apply any amount received by it for that Obligor in or towards payment (on the date and in the currency and funds of receipt) of any amount due from that Obligor under the Finance Documents or in or towards purchase of any amount of any currency to be so applied. 37.4 Clawback (a) Where a sum is to be paid to the Agent under the Finance Documents for another Party, the Agent is not obliged to pay that sum to that other Party (or to enter into or perform any related exchange contract) until it has been able to establish to its satisfaction that it has actually received that sum. (b) If the Agent pays an amount to another Party and it proves to be the case that the Agent had not actually received that amount, then the Party to whom that amount (or the proceeds of any related exchange contract) was paid by the Agent shall on demand refund the same to the Agent together with interest on that amount from the date of payment to the date of receipt by the Agent, calculated by the Agent to reflect its cost of funds.

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132 37.5 Impaired Agent (a) If, at any time, the Agent becomes an Impaired Agent, an Obligor or a Lender which is required to make a payment under the Finance Documents to the Agent in accordance with Clause 37.1 (Payments to the Agent) may instead either pay that amount direct to the required recipient or pay that amount to an interest-bearing account held with an Acceptable Bank within the meaning of paragraph (a) of the definition of “Acceptable Bank” and in relation to which no Insolvency Event has occurred and is continuing, in the name of the Obligor or the Lender making the payment and designated as a trust account for the benefit of the Party or Parties beneficially entitled to that payment under the Finance Documents. In each case such payments must be made on the due date for payment under the Finance Documents. (b) All interest accrued on the amount standing to the credit of the trust account shall be for the benefit of the beneficiaries of that trust account pro rata to their respective entitlements. (c) A Party which has made a payment in accordance with this Clause 37.5 shall be discharged of the relevant payment obligation under the Finance Documents and shall not take any credit risk with respect to the amounts standing to the credit of the trust account. (d) Promptly upon the appointment of a successor Agent in accordance with Clause 34.12 (Replacement of the Agent), each Party which has made a payment to a trust account in accordance with this Clause 37.5 shall give all requisite instructions to the bank with whom the trust account is held to transfer the amount (together with any accrued interest) to the successor Agent for distribution in accordance with Clause 37.2 (Distributions by the Agent). 37.6 Partial payments (a) If the Agent receives a payment for application against amounts due in respect of any Finance Documents that is insufficient to discharge all the amounts then due and payable by an Obligor under those Finance Documents, the Agent shall apply that payment towards the obligations of that Obligor under those Finance Documents in the following order: (i) first, in or towards payment pro rata of any unpaid fees, costs and expenses of the Agent; (ii) secondly, in or towards payment pro rata of any accrued interest, fee or commission due but unpaid under those Finance Documents; (iii) thirdly, in or towards payment pro rata of any principal due but unpaid under those Finance Documents; and (iv) fourthly, in or towards payment pro rata of any other sum due but unpaid under the Finance Documents. (b) The Agent shall, if so directed by the Majority Lenders, vary the order set out in paragraphs (a)(ii) to (iv) above.

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133 (c) Paragraphs (a) and (b) above will override any appropriation made by an Obligor. 37.7 Set-off by Obligors All payments to be made by an Obligor under the Finance Documents shall be calculated and be made without (and free and clear of, and without condition or any deduction for) set-off, counterclaim, defense or recoupment. 37.8 Business Days (a) Any payment under the Finance Documents which is due to be made on a day that is not a Business Day shall be made on the next Business Day in the same calendar month (if there is one) or the preceding Business Day (if there is not). (b) During any extension of the due date for payment of any principal or Unpaid Sum under this Agreement interest is payable on the principal or Unpaid Sum at the rate payable on the original due date. 37.9 Currency of account (a) Subject to paragraphs (b) to (e) below, the applicable Base Currency is the currency of account and payment for any sum due from an Obligor under any Finance Document. (b) A repayment of a Utilisation or Unpaid Sum or a part of a Utilisation or Unpaid Sum shall be made in the currency in which that Utilisation or Unpaid Sum is denominated on its due date. (c) Each payment of interest shall be made in the currency in which the sum in respect of which the interest is payable was denominated when that interest accrued. (d) Each payment in respect of costs, expenses or Taxes shall be made in the currency in which the costs, expenses or Taxes are incurred. (e) Any amount expressed to be payable in a currency other than the Base Currency shall be paid in that other currency. 37.10 Change of currency (a) Unless otherwise prohibited by law, if more than one currency or currency unit are at the same time recognised by the central bank of any country as the lawful currency of that country, then: (i) any reference in the Finance Documents to, and any obligations arising under the Finance Documents in, the currency of that country shall be translated into, or paid in, the currency or currency unit of that country designated by the Agent (after consultation with the Company); and (ii) any translation from one currency or currency unit to another shall be at the official rate of exchange recognised by the central bank for the

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134 conversion of that currency or currency unit into the other, rounded up or down by the Agent (acting reasonably). (b) If a change in any currency of a country occurs, this Agreement will, to the extent the Agent (acting reasonably and after consultation with the Company) specifies to be necessary, be amended to comply with any generally accepted conventions and market practice in the Relevant Interbank Market and otherwise to reflect the change in currency. 37.11 Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 43 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 37.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above. 37.12 Amounts paid in error (a) If the Agent pays an amount to another Party and the Agent notifies that Party that such payment was an Erroneous Payment then the Party to whom that amount was paid by the Agent shall on demand refund the same to the Agent together with interest on that amount from the date of payment to the date of receipt by the Agent, calculated by the Agent to reflect its cost of funds. (b) Neither:

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135 (i) the obligations of any Party to the Agent; nor (ii) the remedies of the Agent, (whether arising under this Clause 37.12 or otherwise) which relate to an Erroneous Payment will be affected by any act, omission, matter or thing which, but for this paragraph (b), would reduce, release or prejudice any such obligation or remedy (whether or not known by the Agent or any other Party). (c) All payments to be made by a Party to the Agent (whether made pursuant to this Clause 37.12 or otherwise) which relate to an Erroneous Payment shall be calculated and be made without (and free and clear of any deduction for) set-off or counterclaim. (d) In this Agreement, “Erroneous Payment” means a payment of an amount by the Agent to another Party which the Agent determines (in its sole discretion) was made in error. 38. SET-OFF Whilst an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. 39. NOTICES 39.1 Communications in writing Any communication to be made under or in connection with the Finance Documents shall be made in writing and, unless otherwise stated, may be made by electronic mail, fax or letter. 39.2 Addresses The address, email address and fax number (and the department or officer, if any, for whose attention the communication is to be made) of each Party for any communication or document to be made or delivered under or in connection with the Finance Documents is: (a) in the case of the Company, a Borrower or any Guarantor, that identified with its name below; (b) in the case of each Lender or any other Obligor, that notified in writing to the Agent on or prior to the date on which it becomes a Party; and (c) in the case of the Agent, that identified with its name below,

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136 or any substitute address, email address, fax number or department or officer as the Party may notify to the Agent (or the Agent may notify to the other Parties, if a change is made by the Agent) by not less than five Business Days’ notice. 39.3 Delivery (a) Any communication or document made or delivered by one person to another under or in connection with the Finance Documents will only be effective: (i) if by way of fax, when received in legible form; or (ii) if by way of letter, when it has been left at the relevant address or five Business Days after being deposited in the post postage prepaid in an envelope addressed to it at that address, and, if a particular department or officer is specified as part of its address details provided under Clause 39.2 (Addresses), if addressed to that department or officer. (b) Any communication or document to be made or delivered to the Agent will be effective only when actually received by the Agent and then only if it is expressly marked for the attention of the department or officer identified with the Agent’s signature below (or any substitute department or officer as the Agent shall specify for this purpose). (c) All notices from or to an Obligor shall be sent through the Agent. (d) Any communication or document made or delivered to the Company in accordance with this Clause 39.3 will be deemed to have been made or delivered to each of the Obligors. 39.4 Notification of address and fax number Promptly upon receipt of notification of an address, email address or fax number or change of address, email address or fax number pursuant to Clause 39.2 (Addresses) or changing its own address, email address or fax number, the Agent shall notify the other Parties. 39.5 Electronic communication (a) Any communication to be made between the Agent and a Lender or Obligor under or in connection with the Finance Documents may be made by electronic mail or other electronic means, if the Agent and the relevant Lender or Obligor: (i) agree that, unless and until notified to the contrary, this is to be an accepted form of communication; (ii) notify each other in writing of their electronic mail address and/or any other information required to enable the sending and receipt of information by that means; and

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137 (iii) notify each other of any change to their address or any other such information supplied by them. (b) Any electronic communication made between the Agent and a Lender or an Obligor will be effective only when actually received in readable form and in the case of any electronic communication made by a Lender or an Obligor to the Agent and/or any member of the Restricted Group only if it is addressed in such a manner as the Agent shall specify for this purpose. 39.6 Communication when Agent is Impaired Agent If the Agent is an Impaired Agent the Parties may, instead of communicating with each other through the Agent, communicate with each other directly and (while the Agent is an Impaired Agent) all the provisions of the Finance Documents which require communications to be made or notices to be given to or by the Agent shall be varied so that communications may be made and notices given to or by the relevant Parties directly. This provision shall not operate after a replacement Agent has been appointed. 39.7 Use of websites (a) The Company may satisfy its obligation under this Agreement to deliver any information in relation to those Lenders (the “Website Lenders”) who accept this method of communication by posting this information onto an electronic website designated by the Company and the Agent (the “Designated Website”) if: (i) the Agent expressly agrees (after consultation with each of the Lenders) that it will accept communication of the information by this method; (ii) both the Company and the Agent are aware of the address of and any relevant password specifications for the Designated Website; and (iii) the information is in a format previously agreed between the Company and the Agent. If any Lender (a “Paper Form Lender”) does not agree to the delivery of information electronically then the Agent shall notify the Company accordingly and the Company shall, at its own cost, supply the information to the Agent (in sufficient copies for each Paper Form Lender) in paper form. In any event the Company shall, at its own cost, supply the Agent with at least one copy in paper form of any information required to be provided by it. (b) The Agent shall supply each Website Lender with the address of and any relevant password specifications for the Designated Website following designation of that website by the Company and the Agent. (c) The Company shall promptly upon becoming aware of its occurrence notify the Agent if: (i) the Designated Website cannot be accessed due to technical failure;

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138 (ii) the password specifications for the Designated Website change; (iii) any new information which is required to be provided under this Agreement is posted onto the Designated Website; (iv) any existing information which has been provided under this Agreement and posted onto the Designated Website is amended; or (v) the Company becomes aware that the Designated Website or any information posted onto the Designated Website is or has been infected by any electronic virus or similar software. If the Company notifies the Agent under paragraph (c)(i) or paragraph (c)(v) above, all information to be provided by the Company under this Agreement after the date of that notice shall be supplied in paper form unless and until the Agent and each Website Lender is satisfied that the circumstances giving rise to the notification are no longer continuing. (d) Any Website Lender may request, through the Agent, one paper copy of any information required to be provided under this Agreement which is posted onto the Designated Website. The Company shall at its own cost comply with any such request within 10 Business Days. 39.8 English language (a) Any notice given under or in connection with any Finance Document must be in English. (b) All other documents provided under or in connection with any Finance Document must be: (i) in English; or (ii) if not in English, and if so required by the Agent, (acting reasonably), accompanied by a certified English translation and, in this case, the English translation will prevail unless the document is a constitutional, statutory or other official document. 40. CALCULATIONS AND CERTIFICATES 40.1 Accounts In any litigation or arbitration proceedings arising out of or in connection with a Finance Document, the entries made in the accounts maintained by a Finance Party are prima facie evidence of the matters to which they relate. 40.2 Certificates and determinations Any certification or determination by a Finance Party of a rate or amount under any Finance Document is, in the absence of manifest error, conclusive evidence of the matters to which it relates.

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139 40.3 Day count convention (a) Any interest, commission or fee accruing under a Finance Document will accrue from day to day and the amount of any such interest, commission or fee is calculated: (i) on the basis of the actual number of days elapsed and a year of 360 days (or, in any case where the practice in the Relevant Market (as defined in Schedule 19 (RFR Terms)) differs, in accordance with that market practice); and (ii) subject to paragraph (b)) below without rounding. (b) The aggregate amount of any accrued interest, commission or fee which is or becomes, payable by an Obligor under a Finance Document shall be rounded to 2 decimal places. 40.4 Personal Liability If an individual signs a certificate on behalf of any member of the Group and the certificates proves to be incorrect, the individual will incur no personal liability as a result, unless the individual acted fraudulently or with gross negligence in giving the certificate. In this case any liability of the individual will be determined in accordance with applicable law. 41. PARTIAL INVALIDITY If, at any time, any provision of the Finance Documents is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions nor the legality, validity or enforceability of such provision under the law of any other jurisdiction will in any way be affected or impaired. 42. REMEDIES AND WAIVERS No failure to exercise, nor any delay in exercising, on the part of any Finance Party or Secured Party, any right or remedy under the Finance Documents shall operate as a waiver of any such right or remedy or constitute an election to affirm any of the Finance Documents. No single or partial exercise of any right or remedy shall prevent any further or other exercise or the exercise of any other right or remedy. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law. 43. AMENDMENTS AND WAIVERS 43.1 Intercreditor Agreement This Clause 43 is subject to the terms of the Intercreditor Agreement.

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140 43.2 Required consents (a) Subject to Clause 43.3 (Exceptions) any term of the Finance Documents (other than the Mandate Letter) may be amended or waived only with the consent of the Majority Lenders and the Company and any such amendment or waiver will be binding on all Parties. (b) The Agent may effect, on behalf of any Finance Party, any amendment or waiver permitted by this Clause 43. (c) Each Obligor agrees to any such amendment or waiver permitted by this Clause 43 which is agreed to by the Company. This includes any amendment or waiver which would, but for this paragraph (c), require the consent of all of the Guarantors. 43.3 Exceptions (a) An amendment or waiver that has the effect of changing or which relates to: (i) the definitions of “Majority Lenders” and “Super Majority Lenders” in Clause 1.1 (Definitions); (ii) an extension to the date of scheduled payment of any amount under the Finance Documents; (iii) an extension of the Availability Period; (iv) a reduction in the Margin or a reduction in the amount of any payment of principal, interest, fees or commission payable (other than as a result of the application of the Margin ratchet); (v) a change in currency of payment of any amount under the Finance Documents; (vi) an increase in or an extension of any Commitment or Total Commitments; (vii) a change to the Borrowers or Guarantors other than in accordance with Clause 33 (Changes to the Obligors); (viii) any provision which expressly requires the consent of all the Lenders; (ix) Clause 2.2 (Finance Parties’ rights and obligations), Clause 29.13 (Amendments), Clause 31 (Changes to the Lenders), Clause 36 (Sharing among the Finance Parties) or this Clause 43; or (x) subject to the terms of the Intercreditor Agreement, any amendment to the order of priority or subordination under the Intercreditor Agreement or the manner in which the proceeds of enforcement of the Transaction Security are distributed; shall not be made without the prior consent of all the Lenders.

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141 (b) An amendment or waiver which relates to the rights or obligations of the Agent may not be effected without the consent of the Agent. (c) Any amendment or waiver that has the effect of changing or that relates to: (i) subject to the terms of the Intercreditor Agreement, the nature or scope of the Charged Property (except insofar as it relates to a sale or disposal of an asset which is the subject of the Transaction Security where such sale or disposal is expressly permitted under this Agreement or any other Finance Document); (ii) the nature or scope of or release of any guarantee and indemnity granted under Clause 25 (Guarantee and indemnity) or, subject to the terms of the Intercreditor Agreement, of any Transaction Security unless permitted under this Agreement or any other Finance Document or relating to a sale or disposal of an asset which is the subject of the Transaction Security where such sale or disposal is expressly permitted under this Agreement or any other Finance Document; or (iii) any provision which expressly requires the consent of the Super Majority Lenders (save for this Clause 43); may only be made with the consent of the Super Majority Lenders. (d) Any amendment or waiver that has the effect of changing or that relates to a change to Clause 14 (Mandatory prepayments) (including, subject to compliance by the Lenders and the Agent with any “know your client” or other requirements, the definition of “Change of Control”) may only be made with the consent of a Lender or Lenders whose Commitments aggregate more than 80 per cent. of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated more than 80 per cent. of the Total Commitments immediately prior to that reduction). (e) If a Lender does not accept or reject a request for consent within 15 Business Days (unless the Company and the Agent agree to a longer time period in relation to any request) of that request being made and Lenders whose Commitments aggregate more than 50 per cent. of the Total Commitments have given their consent, its Commitment shall not be included for the purpose of calculating the Total Commitments or participations under the Facility when ascertaining whether the requisite level of Total Commitments has been obtained to approve that request. 43.4 Replacement of Published Rate Subject to Clause 43.3(b) (Exceptions), if a Published Rate Replacement Event has occurred in relation to any Published Rate for a currency which can be selected for a Loan, any amendment or waiver which relates to: (a) providing for the use of a Replacement Benchmark in relation to that currency in place of that Published Rate; and

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142 (i) aligning any provision of any Finance Document to the use of that Replacement Benchmark; (ii) enabling that Replacement Benchmark to be used for the calculation of interest under this Agreement (including, without limitation, any consequential changes required to enable that Replacement Benchmark to be used for the purposes of this Agreement); (iii) implementing market conventions applicable to that Replacement Benchmark; (iv) providing for appropriate fallback (and market disruption) provisions for that Replacement Benchmark; or (v) adjusting the pricing to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value from one Party to another as a result of the application of that Replacement Benchmark (and if any adjustment or method for calculating any adjustment has been formally designated, nominated or recommended by the Relevant Nominating Body, the adjustment shall be determined on the basis of that designation, nomination or recommendation), may be made with the consent of the Agent (acting on the instructions of the Majority Lenders) and the Company. (b) An amendment or waiver that relates to, or has the effect of, aligning the means of calculation of interest on a RFR Loan in any currency under this Agreement to any recommendation of a Relevant Nominating Body which: (i) relates to the use of an RFR on a compounded basis in the international or any relevant domestic syndicated loan markets; and (ii) is issued on or after the date of the Sixth Amendment Effective Date, may be made with the consent of the Agent (acting on the instructions of the Majority Lenders) and the Company. (c) If any Lender fails to respond to a request for an amendment or waiver described in paragraph (a) above within 10 Business Days (or such longer time period in relation to any request which the Company and the Agent may agree) of that request being made: (i) its Commitment(s) shall not be included for the purpose of calculating the Total Commitments under the relevant Facility/ies when ascertaining whether any relevant percentage of Total Commitments has been obtained to approve that request; and (ii) its status as a Lender shall be disregarded for the purpose of ascertaining whether the agreement of any specified group of Lenders has been obtained to approve that request. (d) In this Clause 43.4:

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143 “Published Rate” means a RFR. “Published Rate Replacement Event” means, in relation to a Published Rate: (i) the methodology, formula or other means of determining that Published Rate has, in the opinion of the Majority Lenders and the Company, materially changed; (ii) (A) the administrator of that Published Rate or its supervisor publicly announces that such administrator is insolvent; or (B) information is published in any order, decree, notice, petition or filing, however described, of or filed with a court, tribunal, exchange, regulatory authority or similar administrative, regulatory or judicial body which reasonably confirms that the administrator of that Published Rate is insolvent, provided that, in each case, at that time, there is no successor administrator to continue to provide that Published Rate; (iii) the administrator of that Published Rate publicly announces that it has ceased or will cease to provide that Published Rate permanently or indefinitely and, at that time, there is no successor administrator to continue to provide that Published Rate; (iv) the supervisor of the administrator of that Published Rate publicly announces that such Published Rate has been or will be permanently or indefinitely discontinued; (v) the administrator of that Published Rate or its supervisor announces that that Published Rate may no longer be used; (vi) the administrator of that Published Rate determines that that Published Rate should be calculated in accordance with its reduced submissions or other contingency or fallback policies or arrangements and either: (A) the circumstance(s) or event(s) leading to such determination are not (in the opinion of the Majority Lenders and the Company) temporary; or (B) that Published Rate is calculated in accordance with any such policy or arrangement for a period no less than the period which is specified as the “RFR Contingency Period” in the Compounded Rate Terms relating to that Published Rate; or (vii) in the opinion of the Majority Lenders and the Company, that Published Rate is otherwise no longer appropriate for the purposes of calculating interest under this Agreement.

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144 “Relevant Nominating Body” means any applicable central bank, regulator or other supervisory authority or a group of them, or any working group or committee sponsored or chaired by, or constituted at the request of, any of them or the Financial Stability Board. “Replacement Benchmark” means a benchmark rate which is: (i) formally designated, nominated or recommended as the replacement for a Published Rate by: (A) the administrator of that Published Rate (provided that the market or economic reality that such benchmark rate measures is the same as that measured by that Published Rate); or (B) any Relevant Nominating Body, and if replacements have, at the relevant time, been formally designated, nominated or recommended under both paragraphs, the Replacement Benchmark will be the replacement under paragraph (B) above; (ii) in the opinion of the Majority Lenders and the Company, generally accepted in the international or any relevant domestic syndicated loan markets as the appropriate successor to a Published Rate; or (iii) in the opinion of the Majority Lenders and the Company, an appropriate successor to a Published Rate. 43.5 Replacement or repayment of Lender (a) If at any time while there are at least two Lenders: (i) any Lender becomes a Non-Consenting Lender (as defined in paragraph (c) below); (ii) an Obligor becomes obliged to repay any amount in accordance with Clause 13.1 (Illegality) or to pay additional amounts pursuant to Clause 21.1 (Increased Costs) or Clause 20.2 (Tax gross- up) to any Lender in excess of amounts payable to the other Lenders generally; or (iii) any Lender that invokes Clause 18.1 (Market Disruption), then the Company may, on 10 Business Days’ prior written notice to the Agent and such Lender, prepay or replace such Lender by requiring such Lender to (and such Lender shall) transfer pursuant to Clause 31 (Changes to the Lenders) all (and not part only) of its rights and obligations under this Agreement to a Lender or other bank, financial institution, trust, fund or other entity (a “Replacement Lender”) selected by the Company which confirms its willingness to assume and does assume all the obligations of the transferring Lender (including the assumption of the transferring Lender’s participations on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer in an amount equal to the outstanding principal amount of such Lender’s participation in the outstanding Utilisations and all accrued

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145 interest, Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) The replacement or prepayment of a Lender pursuant to this Clause shall be subject to the following conditions: (i) the Company shall have no right to replace the Agent or Security Trustee; (ii) neither the Agent nor the Lender shall have any obligation to the Company to find a Replacement Lender; (iii) in the event of a replacement or prepayment of a Non-Consenting Lender such replacement must take place no later than 20 Business Days after the date the Non-Consenting Lender notifies the Company and the Agent of its failure or refusal to give a consent in relation to, or agree to any waiver or amendment to the Finance Documents requested by the Company; (iv) in the event of a replacement of a Non-Consenting Lender immediately following the transfer of a transferring Lender’s participations to the Replacement Lender, unanimous consent to the request for consent, waiver or amendment will be obtained; and (v) in no event shall the Lender replaced under this paragraph (b) be required to pay or surrender to such Replacement Lender any of the fees received by such Lender pursuant to the Finance Documents. (c) In the event that: (i) the Company or the Agent (at the request of the Company) has requested the Lenders to give a consent in relation to, or to agree to a waiver or amendment of, any provisions of the Finance Documents; (ii) the consent, waiver or amendment in question requires the approval of all the Lenders; and (iii) Lenders whose Commitments aggregate more than 85 per cent. of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated more than 85 per cent. of the Total Commitments prior to that reduction) have consented or agreed to such waiver or amendment, then any Lender who does not and continues not to consent or agree to such waiver or amendment shall be deemed a “Non-Consenting Lender” on the date falling 10 Business Days after the date on which such consent, waiver or amendment was requested.

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146 44. CONFIDENTIALITY 44.1 Confidential Information Each Finance Party agrees to keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by Clause 44.2 (Disclosure of Confidential Information) and Clause 44.3 (Disclosure to numbering service providers), and to ensure that all Confidential Information is protected with security measures and a degree of care that would apply to its own confidential information. 44.2 Disclosure of Confidential Information Any Finance Party may disclose: (a) to any of its Affiliates and Related Funds and any of its or their officers, directors, employees, professional advisers, auditors, partners and Representatives such Confidential Information as that Finance Party shall consider appropriate if any person to whom the Confidential Information is to be given pursuant to this paragraph (a) is informed in writing of its confidential nature and that some or all of such Confidential Information may be price-sensitive information except that there shall be no such requirement to so inform if the recipient is subject to professional obligations to maintain the confidentiality of the information or is otherwise bound by requirements of confidentiality in relation to the Confidential Information; (b) to any person: (i) to (or through) whom it assigns or transfers (or may potentially assign or transfer) all or any of its rights and/or obligations under one or more Finance Documents and to any of that person’s Affiliates, Related Funds, Representatives and professional advisers; (ii) with (or through) whom it enters into (or may potentially enter into), whether directly or indirectly, any sub-participation in relation to, or any other transaction under which payments are to be made or may be made by reference to, one or more Finance Documents and/or one or more Obligors and to any of that person’s Affiliates, Related Funds, Representatives and professional advisers; (iii) appointed by any Finance Party or by a person to whom paragraph (b)(i) or (ii) above applies to receive communications, notices, information or documents delivered pursuant to the Finance Documents on its behalf (including, without limitation, any person appointed under paragraph (c) of Clause 34.14 (Relationship with the Lenders)); (iv) who invests in or otherwise finances (or may potentially invest in or otherwise finance), directly or indirectly, any transaction referred to in paragraph (b)(i) or (b)(ii) above; (v) to whom information is required or requested to be disclosed by any court of competent jurisdiction or any governmental, banking, taxation

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147 or other regulatory authority or similar body, the rules of any relevant stock exchange or pursuant to any applicable law or regulation; (vi) to whom or for whose benefit that Finance Party charges, assigns or otherwise creates Security (or may do so) pursuant to Clause 31.8 (Security over Lenders’ rights); (vii) to whom information is required to be disclosed in connection with, and for the purposes of, any litigation, arbitration, administrative or other investigations, proceedings or disputes; (viii) who is a Party; or (ix) with the consent of the Company; in each case, such Confidential Information as that Finance Party shall consider appropriate if: (A) in relation to paragraphs (b)(i), (b)(ii) and (b)(iii) above, the person to whom the Confidential Information is to be given has entered into a Confidentiality Undertaking except that there shall be no requirement for a Confidentiality Undertaking if the recipient is a professional adviser and is subject to professional obligations to maintain the confidentiality of the Confidential Information; (B) in relation to paragraph (b)(iv) above, the person to whom the Confidential Information is to be given has entered into a Confidentiality Undertaking or is otherwise bound by requirements of confidentiality in relation to the Confidential Information they receive and is informed that some or all of such Confidential Information may be price-sensitive information; (C) in relation to paragraphs (b)(v), (b)(vi) and (b)(vii) above, the person to whom the Confidential Information is to be given is informed of its confidential nature and that some or all of such Confidential Information may be price-sensitive information except that there shall be no requirement to so inform if, in the opinion of that Finance Party (acting reasonably), it is not practicable so to do in the circumstances; (c) to any person appointed by that Finance Party or by a person to whom paragraph (b)(i) or (b)(ii)above applies to provide administration or settlement services in respect of one or more of the Finance Documents including without limitation, in relation to the trading of participations in respect of the Finance Documents, such Confidential Information as may be required to be disclosed to enable such service provider to provide any of the services referred to in this paragraph (c) if the service provider to whom the Confidential Information is to be given has entered into a confidentiality agreement substantially in the form of the LMA Master Confidentiality Undertaking for Use With Administration/Settlement Service Providers or such other form of

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149 (b) The Parties acknowledge and agree that each identification number assigned to this Agreement, the Facility and/or one or more Obligors by a numbering service provider and the information associated with each such number may be disclosed to users of its services in accordance with the standard terms and conditions of that numbering service provider. (c) Each Obligor represents that none of the information set out in paragraphs (i) to (xiii) of paragraph (a) above is, nor will at any time be, unpublished price sensitive information. (d) The Agent shall notify the Company and the other Finance Parties of: (i) the name of any numbering service provider appointed by the Agent in respect of this Agreement, the Facility and/or one or more Obligors; and (ii) the number or, as the case may be, numbers assigned to this Agreement, the Facility and/or one or more Obligors by such numbering service provider. 44.4 Entire agreement This Clause 44 (Confidentiality) constitutes the entire agreement between the Parties in relation to the obligations of the Finance Parties under the Finance Documents regarding Confidential Information and supersedes any previous agreement, whether express or implied, regarding Confidential Information. 44.5 Inside information Each of the Finance Parties acknowledges that some or all of the Confidential Information is or may be price- sensitive information and that the use of such information may be regulated or prohibited by applicable legislation including securities law relating to insider dealing and market abuse and each of the Finance Parties undertakes not to use any Confidential Information for any unlawful purpose. 44.6 Notification of disclosure Each of the Finance Parties agrees (to the extent permitted by law and regulation) to inform the Company: (a) of the circumstances of any disclosure of Confidential Information made pursuant to paragraph (b)(v) of Clause 44.2 (Disclosure of Confidential Information) except where such disclosure is made to any of the persons referred to in that paragraph during the ordinary course of its supervisory or regulatory function; and (b) upon becoming aware that Confidential Information has been disclosed in breach of this Clause 44 (Confidentiality).

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150 44.7 Continuing obligations The obligations in this Clause 44 (Confidentiality) are continuing and, in particular, shall survive and remain binding on each Finance Party for a period of twelve months from the earlier of: (a) the date on which all amounts payable by the Obligors under or in connection with the Finance Documents have been paid in full and all Commitments have been cancelled or otherwise cease to be available; and (b) the date on which such Finance Party otherwise ceases to be a Finance Party. 45. CONFIDENTIALITY OF FUNDING RATES 45.1 Confidentiality and Disclosure (a) The Agent and each Obligor agree to keep each Funding Rate confidential and not to disclose it to anyone, save to the extent permitted by paragraphs (b), (c) and (d) below. (b) The Agent may disclose: (i) any Funding Rate to a Borrower (or the Company) pursuant to Clause 16.4 (Notification of rates of interest); and (ii) any Funding Rate to any person appointed by it to provide administration services in respect of one or more of the Finance Documents to the extent necessary to enable such service provider to provide those services if the service provider to whom that information is to be given has entered into a confidentiality agreement substantially in the form of the LMA Master Confidentiality Undertaking for Use With Administration/Settlement Service Providers or such other form of confidentiality undertaking agreed between the Agent and the relevant Lender as the case may be. (c) The Agent and each Obligor may disclose any Funding Rate to: (i) any of its Affiliates and any of its or their officers, directors, employees, professional advisers, auditors, partners and Representatives if any person to whom that Funding Rate is to be given pursuant to this subparagraph (i) is informed in writing of its confidential nature and that it may be price-sensitive information except that there shall be no such requirement to so inform if the recipient is subject to professional obligations to maintain the confidentiality of that Funding Rate or is otherwise bound by requirements of confidentiality in relation to it; (ii) any person to whom information is required or requested to be disclosed by any court of competent jurisdiction or any governmental, banking, taxation or other regulatory authority or similar body, the rules of any relevant stock exchange or pursuant to any applicable law or regulation if the person to whom that Funding Rate is to be given is informed in writing of its confidential nature and that it may be price-sensitive

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151 information except that there shall be no requirement to so inform if, in the opinion of the Agent or the relevant Obligor, as the case may be, it is not practicable to do so in the circumstances; (iii) any person to whom information is required to be disclosed in connection with, and for the purposes of, any litigation, arbitration, administrative or other investigations, proceedings or disputes if the person to whom that Funding Rate is to be given is informed in writing of its confidential nature and that it may be price-sensitive information except that there shall be no requirement to so inform if, in the opinion of the Agent or the relevant Obligor, as the case may be, it is not practicable to do so in the circumstances; and (iv) any person with the consent of the relevant Lender. 45.2 Related Obligations (a) The Agent and each Obligor acknowledge that each Funding Rate is or may be price-sensitive information and that its use may be regulated or prohibited by applicable legislation including securities law relating to insider dealing and market abuse and the Agent and each Obligor undertake not to use any Funding Rate for any unlawful purpose. (b) The Agent and each Obligor agree (to the extent permitted by law and regulation) to inform the relevant Lender, as the case may be: (i) of the circumstances of any disclosure made pursuant to paragraph (c)(ii) of Clause 45.1 (Confidentiality and Disclosure) except where such disclosure is made to any of the persons referred to in that paragraph during the ordinary course of its supervisory or regulatory function; and (ii) upon becoming aware that any information has been disclosed in breach of this Clause 45.2. 45.3 No Event of Default No Event of Default will occur under Clause 30.3 (Other obligations) by reason only of a member of the Group’ failure to comply with this Clause 45. 46. COUNTERPARTS Each Finance Document may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of the Finance Document.

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152 SECTION 12 GOVERNING LAW AND ENFORCEMENT 47. GOVERNING LAW (a) Subject to paragraph (b) below, this Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law. (b) Schedule 17 (Restrictive Covenants) of this Agreement and any non-contractual obligations arising out of or in connection with it are governed by the laws of the State of New York. 48. ENFORCEMENT 48.1 Jurisdiction of English courts (a) The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including a dispute relating to the existence, validity or termination of this Agreement or the consequences of its nullity) or any non-contractual obligations arising out of or in connection with this Agreement (a “Dispute”). (b) The Parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and accordingly no Party will argue to the contrary. 48.2 Contractual recognition of bail-in Notwithstanding any other term of any Finance Document or any other agreement, arrangement or understanding between the Parties, each Party acknowledges and accepts that any liability of any Party to any other Party under or in connection with the Finance Documents may be subject to Bail-In Action by the relevant Resolution Authority and acknowledges and accepts to be bound by the effect of: (a) any Bail-In Action in relation to any such liability, including (without limitation): (i) a reduction, in full or in part, in the principal amount, or outstanding amount due (including any accrued but unpaid interest) in respect of any such liability; (ii) a conversion of all, or part of, any such liability into shares or other instruments of ownership that may be issued to, or conferred on, it; and (iii) a cancellation of any such liability; and (b) a variation of any term of any Finance Document to the extent necessary to give effect to any Bail-In Action in relation to any such liability.

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156 SCHEDULE 2 CONDITIONS PRECEDENT PART I CONDITIONS PRECEDENT TO INITIAL UTILISATION 1. Obligors (a) A copy of the Constitutional Documents and of the constitutional documents of each Original Obligor. (b) A copy of a resolution of the board of directors (or, if applicable, a committee of the board) of each Original Obligor: (i) approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute, deliver and perform the Finance Documents to which it is a party; (ii) authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; (iii) authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party; and (iv) in the case of an Obligor other than the Company, authorising the Company to act as its agent in connection with the Finance Documents. (c) If applicable, a copy of a resolution of the board of directors of the Original Obligor, establishing the committee referred to in paragraph (b) above. (d) A specimen of the signature of each person authorised by the resolution referred to in paragraph (b) above in relation to the Finance Documents and related documents. (e) A copy of a resolution signed by all the holders of the issued shares in each Original Guarantor, approving the terms of, and the transactions contemplated by, the Finance Documents to which the Original Guarantor is a party. (f) A copy of a resolution of the board of directors of each corporate shareholder of each Original Guarantor approving the terms of the resolution referred to in paragraph (e) above. (g) A certificate of an authorised signatory of the Company confirming that borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar limit binding on any Original Obligor to be exceeded. (h) A certificate of an authorised signatory of the Company and each Original Obligor certifying that each copy document relating to it specified in this Part I

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159 PART II CONDITIONS PRECEDENT REQUIRED TO BE DELIVERED BY AN ADDITIONAL OBLIGOR 1. An Accession Deed executed by the Additional Obligor and the Company. 2. A copy of the constitutional documents of the Additional Obligor. 3. A copy of a resolution of the board or, if applicable, a committee of the board of directors of the Additional Obligor: (a) approving the terms of, and the transactions contemplated by, the Accession Deed and the Finance Documents and resolving that it execute, deliver and perform the Accession Deed and any other Finance Document to which it is a party; (b) authorising a specified person or persons to execute the Accession Deed and other Finance Documents on its behalf; (c) authorising a specified person or persons, on its behalf, to sign and/or despatch all other documents and notices (including, in relation to an Additional Borrower, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party; and (d) authorising the Company to act as its agent in connection with the Finance Documents. 4. If applicable, a copy of a resolution of the board of directors of the Additional Obligor, establishing the committee referred to in paragraph 3 above. 5. A specimen of the signature of each person authorised by the resolution referred to in paragraph 3 above. 6. A copy of a resolution signed by all the holders of the issued shares of the Additional Obligor, approving the terms of, and the transactions contemplated by, the Finance Documents to which the Additional Obligor is a party. 7. A copy of a resolution of the board of directors of each corporate shareholder of each Additional Obligor approving the terms of the resolution referred to in paragraph 6 above. 8. A certificate of an Authorised Signatory of the Additional Obligor confirming that borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar limit binding on it to be exceeded. 9. A certificate of an authorised signatory of the Additional Obligor certifying that each copy document listed in this Part II of Schedule 2 is correct, complete and in full force and effect and has not been amended or superseded as at a date no earlier than the date of the Accession Deed.

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160 10. A copy of any other authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration or other document, opinion or assurance which the Agent considers to be necessary or desirable in connection with the entry into and performance of the transactions contemplated by the Accession Letter or for the validity and enforceability of any Finance Document. 11. If available, the latest audited financial statements of the Additional Obligor. 12. The following legal opinions, each addressed to the Agent, the Security Trustee and the Lenders: (a) A legal opinion of the legal advisers to the Agent in England, as to English law in the form distributed to the Lenders prior to signing the Accession Deed. (b) If the Additional Obligor is incorporated in or has its “centre of main interest” or “establishment” (as referred to in Clause 26.29 (Centre of main interests and establishments)) in a jurisdiction other than England and Wales or is executing a Finance Document which is governed by a law other than English law, a legal opinion of the legal advisers to the Agent in the jurisdiction of its incorporation, “centre of main interest” or “establishment” (as applicable) or, as the case may be, the jurisdiction of the governing law of that Finance Document (the “Applicable Jurisdiction”) as to the law of the Applicable Jurisdiction and in the form distributed to the Lenders prior to signing the Accession Deed. 13. Any security documents which are required by the Agent to be executed by the proposed Additional Obligor. 14. Any notices or documents required to be given or executed under the terms of those security documents. 15. If the Additional Obligor is incorporated in England and Wales, Scotland or Northern Ireland evidence that the Additional Obligor has done all that is necessary (including, without limitation, by re-registering as a private company) to comply with sections 677 to 683 of the Companies Act 2006 in order to enable that Additional Obligor to enter into the Finance Documents and perform its obligations under the Finance Documents.

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166 (c) [not a Qualifying Lender];* and that it is also (d) a U.S. Qualifying Lender. 5. [The New Lender confirms that the person beneficially entitled to interest payable to that Lender in respect of an advance under a Finance Document is either: (a) a company resident in the United Kingdom for United Kingdom tax purposes; (b) a partnership each member of which is: (i) a company so resident in the United Kingdom; or (ii) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account in computing its chargeable profits (within the meaning of section 19 of the CTA) the whole of any share of interest payable in respect of that advance that falls to it by reason of Part 17 of the CTA; or (c) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account interest payable in respect of that advance in computing the chargeable profits (within the meaning of section 19 of the CTA) of that Company.] [5./6.] [The New Lender confirms that it holds a passport under the HMRC DT Treaty Passport scheme (reference number [ ]) and is tax resident in [ ] 2, so that interest payable to it by each Borrower is generally subject to full exemption from UK withholding tax, and requests that the Company notify each Borrower that it wishes that scheme to apply to the Agreement.]3 [6./7.] [We refer to Clause [19.5] (Change of RCF Lender) of the Intercreditor Agreement. In consideration of the New Lender being accepted as a [Pari Passu] Creditor for the purposes of the Intercreditor Agreement (and as defined therein), the New Lender confirms that, as from the Transfer Date, it intends to be party to the Intercreditor Agreement as a [Pari Passu] Creditor, and undertakes to perform all the obligations expressed in the Intercreditor Agreement to be assumed by a [Pari Passu] Creditor and agrees that it shall be bound by all the provisions of the Intercreditor Agreement, as if it had been an original party to the Intercreditor Agreement.] * Delete as applicable - each New Lender is required to confirm which of these three categories it falls within, and also that it is a US Qualifying Lender. 2 Insert jurisdiction of tax residence. 3 Include if New Lender holds a passport under the HMRC DT Treaty Passport scheme and wishes that scheme to apply to the Agreement.

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169 SCHEDULE 6 FORM OF ASSIGNMENT AGREEMENT To: Bank of America Europe Designated Activity Company as Agent, [●] as Security Trustee and Red Football Limited as Company for and on behalf of each Obligor From: [the Existing Lender] (the “Existing Lender”) and [the New Lender] (the “New Lender”) Dated: Red Football Limited / Manchester United Football Club Limited – $225,000,000 Facility Agreement dated 20 May 2013 (as amended, the “Facility Agreement”) 1. We refer to the Facility Agreement and to the Intercreditor Agreement (as defined in the Facility Agreement). This is an Assignment Agreement. This agreement (as amended, the “Agreement”) shall take effect as an Assignment Agreement for the purpose of the Facility Agreement and as a Creditor/Creditor Representative Accession Undertaking for the purposes of the Intercreditor Agreement (and as defined in the Intercreditor Agreement). Terms defined in the Facility Agreement have the same meaning in this Agreement unless given a different meaning in this Agreement. 2. We refer to Clause 31.6 (Procedure for assignment) of the Facility Agreement: (a) The Existing Lender assigns absolutely to the New Lender all the rights of the Existing Lender under the Facility Agreement, the other Finance Documents and in respect of the Transaction Security which correspond to that portion of the Existing Lender’s Commitments and participations in Utilisations under the Facility Agreement as specified in the Schedule. (b) The Existing Lender is released from all the obligations of the Existing Lender which correspond to that portion of the Existing Lender’s Commitments and participations in Utilisations under the Facility Agreement specified in the Schedule. (c) The New Lender becomes a Party as a Lender and is bound by obligations equivalent to those from which the Existing Lender is released under paragraph (b) above. 3. The proposed Transfer Date is []. 4. On the Transfer Date the New Lender becomes: (a) party to the relevant Finance Documents (other than the Intercreditor Agreement) as a Lender; and (b) party to the Intercreditor Agreement as a [Pari Passu] Creditor.

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170 5. The Facility Office and address, fax number and attention details for notices of the New Lender for the purposes of Clause 39.2 (Addresses) of the Facility Agreement are set out in the Schedule. 6. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations set out in paragraph (c) of Clause 31.4 (Limitation of responsibility of Existing Lenders) of the Facility Agreement. 7. The New Lender confirms, for the benefit of the Agent and without liability to any Obligor, that it is: (a) [a Qualifying Lender falling within paragraph (i)(A) [or paragraph (ii)] of the definition of Qualifying Lender;] (b) [a UK Treaty Lender;] (c) [not a Qualifying Lender]; and that it is also (d) a U.S. Qualifying Lender. 8. [The New Lender confirms that the person beneficially entitled to interest payable to that Lender in respect of an advance under a Finance Document is either: (a) a company resident in the United Kingdom for United Kingdom tax purposes; (b) a partnership each member of which is: (i) a company so resident in the United Kingdom; or (ii) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account in computing its chargeable profits (within the meaning of section 19 of the CTA) the whole of any share of interest payable in respect of that advance that falls to it by reason of Part 17 of the CTA; or (c) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent establishment and which brings into account interest payable in respect of that advance in computing the chargeable profits (within the meaning of section 19 of the CTA) of that company.] [8./9.] [The New Lender confirms that it holds a passport under the HMRC DT Treaty Passport scheme (reference number [ ]) and is tax resident in [ ]4, so that interest payable to it by each Borrower is generally subject to full exemption from UK withholding tax, and requests that the Company notify each Borrower that it wishes that scheme to apply to the Agreement.] 4 Insert jurisdiction of tax residence.

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173 SCHEDULE 7 FORM OF ACCESSION DEED To: Bank of America Europe Designated Activity Company as Agent and [●] as Security Trustee for itself and each of the other parties to the Intercreditor Agreement referred to below From: [Restricted Subsidiary] and Red Football Limited Dated: Red Football Limited / Manchester United Football Club Limited – $225,000,000 Facility Agreement dated 20 May 2013 (as amended, the “Facility Agreement”) 1. We refer to the Facility Agreement and to the Intercreditor Agreement. This deed (the “Accession Deed”) shall take effect as an Accession Deed for the purposes of the Facility Agreement and as a Debtor Accession Deed for the purposes of the Intercreditor Agreement (and as defined in the Intercreditor Agreement). Terms defined in the Facility Agreement have the same meaning in paragraphs 1 to 3 of this Accession Deed unless given a different meaning in this Accession Deed. 2. [Restricted Subsidiary] agrees to become an Additional [Borrower]/[Guarantor] and to be bound by the terms of the Facility Agreement and the other Finance Documents (other than the Intercreditor Agreement) as an Additional [Borrower]/[Guarantor] pursuant to [Clause 33.2 (Additional Borrowers)]/[Clause 33.4 (Additional Guarantors)] of the Facility Agreement. [Restricted Subsidiary] is a company duly incorporated under the laws of [name of relevant jurisdiction] and is a limited liability company and registered number [ ]. 3. [The Company confirms that no Event of Default is continuing or would occur as a result of [Subsidiary] becoming an Additional Borrower.] 5 4. [Restricted Subsidiary’s] administrative details for the purposes of the Facility Agreement and the Intercreditor Agreement are as follows: Address: Fax No.: Attention: 5. [Restricted Subsidiary] (for the purposes of this paragraph 5, the “Acceding Debtor”) intends to [incur Liabilities under the following documents]/[give a guarantee, indemnity or other assurance against loss in respect of Liabilities under the following documents]: [Insert details (date, parties and description) of relevant documents] the “Relevant Documents”. 5 Include in the case of an Additional Borrower.

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174 IT IS AGREED as follows: (a) Terms defined in the Intercreditor Agreement shall, unless otherwise defined in this Accession Deed, bear the same meaning when used in this paragraph 5. (b) The Acceding Debtor and the Security Trustee agree that the Security Trustee shall hold: (i) [any Security in respect of Liabilities created or expressed to be created pursuant to the Relevant Documents; (ii) all proceeds of that Security; and] (iii) all obligations expressed to be undertaken by the Acceding Debtor to pay amounts in respect of the Liabilities to the Security Trustee as trustee for the Secured Parties (in the Relevant Documents or otherwise) and secured by the Transaction Security together with all representations and warranties expressed to be given by the Acceding Debtor (in the Relevant Documents or otherwise) in favour of the Security Trustee as trustee for the Secured Parties, on trust for the Secured Parties on the terms and conditions contained in the Intercreditor Agreement. (c) The Acceding Debtor confirms that it intends to be party to the Intercreditor Agreement as a Debtor, undertakes to perform all the obligations expressed to be assumed by a Debtor under the Intercreditor Agreement and agrees that it shall be bound by all the provisions of the Intercreditor Agreement as if it had been an original party to the Intercreditor Agreement. (d) [In consideration of the Acceding Debtor being accepted as an Intra-Group Lender for the purposes of the Intercreditor Agreement, the Acceding Debtor also confirms that it intends to be party to the Intercreditor Agreement as an Intra-Group Lender, and undertakes to perform all the obligations expressed in the Intercreditor Agreement to be assumed by an Intra-Group Lender and agrees that it shall be bound by all the provisions of the Intercreditor Agreement, as if it had been an original party to the Intercreditor Agreement]. [5]/[6] This Accession Deed and any non-contractual obligations arising out of or in connection with it are governed by English law.

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177 SCHEDULE 8 AGREED SECURITY PRINCIPLES 1. Security Principles (a) The guarantees and Security to be provided will be given in accordance with the principles set out in this Schedule. This Schedule addresses the manner in which the principles will impact on the guarantees and Security proposed to be taken in relation to this transaction. (b) The principles in this Schedule embody recognition by all parties that there may be certain legal and practical difficulties in obtaining guarantees and Security from members of the Group in their respective jurisdiction of incorporation. In particular: (i) general statutory limitations, financial assistance, corporate benefit, fraudulent preference, fraudulent conveyance, “thin capitalisation” and “capital maintenance” rules, retention of title claims and similar principles may limit the ability of a member of the Group to provide a guarantee or Security or may require that the guarantee be limited by an amount or otherwise; (ii) notwithstanding any term of any Finance Document, no obligation under this Agreement or under any Finance Document of a U.S. Obligor may be, directly or indirectly, (A) secured by any assets of a CFC (including any shares held directly or indirectly by a CFC); or (B) secured by a pledge in excess of 65% of the share capital (measured by the total combined voting power of the issued and outstanding voting shares) of a CFC. In no event shall any CFC Obligor grant or be permitted to grant Security over any assets of such CFC Obligor with respect to any obligation of a U.S. Obligor; (iii) in the case of any joint venture or non-wholly owned subsidiary all guarantees and security will be limited to comply with restrictions in the joint venture, shareholders’ or other agreement or by law provided that the Company will use reasonable endeavours to avoid or overcome such restrictions; (iv) the Security and extent of its perfection will be agreed taking into account whether, in the opinion of the Agent (acting reasonably), the cost to the Group of providing Security is disproportionate to the benefit accruing to the Lenders (including where a class of assets to be secured includes material and immaterial assets, if the cost of granting security over the immaterial assets is disproportionate to the benefit of such security, security will be granted over the material assets only); (v) any assets subject to third party arrangements which are permitted or not prohibited by the Finance Documents and which prevent those assets from being charged will be excluded from any relevant Transaction Security provided that reasonable endeavours to obtain consent to

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178 charging any such assets shall be used by the relevant member of the Group if the relevant asset is material to the Group as a whole; (vi) members of the Group will not be required to give guarantees or enter into Transaction Security Documents if it is not within the legal capacity of the relevant member of the Group or that would conflict with the fiduciary duties of their directors or contravene any legal prohibition or result in a risk of personal or criminal liability on the part of any officer provided that the relevant member of the Group shall use reasonable endeavours to overcome any such obstacle; (vii) perfection of Security, when required, and other required legal formalities will be completed as soon as practicable and, in any event, within the relevant time periods specified in the Finance Documents or, if earlier or to the extent no such time periods are specified in the Finance Documents, within the time periods specified by applicable law in order to ensure due perfection; (viii) unless granted under a global Transaction Security Document governed by the law of the jurisdiction of incorporation of the applicable Obligor or under English law all Security (other than any Security granted over certain of its subsidiaries as agreed) shall be governed by the law of and secure assets located in the jurisdiction of incorporation of that Obligor; (ix) only floating security will be granted over the hedging agreements entered into by members of the Group; (x) the Security Trustee will hold one set of security for all Lenders unless local law requires separate ranking security for different classes of debt; and (xi) no guarantee or security shall guarantee or secure any “Excluded Swap Obligations” defined in accordance with the LSTA Market Advisory Update dated February 15, 2013 entitled “Swap Regulations’ Implications for Loan Documentation”, and any update thereto by the LSTA For the avoidance of doubt, in these Agreed Security Principles, “cost” includes, but is not limited to, income tax cost, registration taxes payable on the creation or enforcement or for the continuance of any Security, stamp duties, out-of-pocket expenses, and other fees and expenses directly incurred by the relevant grantor of Security or any of its direct or indirect owners, subsidiaries or Affiliates. 2. Guarantors and Security (a) To the extent possible, each guarantee will be an upstream, cross-stream and downstream guarantee and each guarantee and Security will be for all liabilities of the relevant chargor under the Finance Documents in accordance with, and subject to, the requirements of the principles set out in this Schedule in each relevant jurisdiction.

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179 (b) To the extent possible, all security shall be given in favour of the Security Trustee and not the Finance Parties individually. “Parallel debt” provisions will be used where necessary. To the extent possible, there should be no action required to be taken in relation to the guarantees or security when any Lender transfers any of its participation in the Facility to a new Lender. (c) No guarantees or security shall be granted by an Excluded Subsidiary or Unrestricted Subsidiary. (d) Security may only be granted over 65% of New Holdco’s share capital (measured by the total combined voting power of the issued and outstanding voting shares) and no security will be granted over the assets of New Holdco and/or any Subsidiary of New Holdco (including for the avoidance of doubt over any shares of a Subsidiary of New Holdco). 3. Terms of Security Documents The following principles will be reflected in the terms of any security taken as part of this transaction: (a) the Security will be first ranking to the extent possible; (b) Security will not be enforceable until an Acceleration Event occurs and is continuing; (c) rights of set off (other than for netting purposes) will not be exercisable until an Event of Default occurs and is continuing; (d) the provisions of each Transaction Security Document will not be unduly burdensome on the relevant Obligor or interfere unreasonably with the operation of its business, will be limited to those required by applicable local law to create or perfect security and will not impose commercial obligations; (e) in the Transaction Security Documents there will be no repetition or extension of clauses set out in any Finance Document including those relating to notices, costs and expenses, indemnities, tax gross-up, distribution of proceeds and release of security; representations and undertakings shall be included in the Transaction Security Documents only to the extent relating to title to assets or required by local law in order to create or perfect the security expressed to be created thereby; (f) security will, where possible and practical, automatically create security over future assets of the same type as those already secured; (g) the Transaction Security Documents should not operate so as to prevent transactions which are permitted or not prohibited under the Finance Documents. 4. Bank Accounts (a) Except as otherwise provided in the Debt Documents, each Obligor shall, prior to the occurrence of an Acceleration Event, be entitled to receive, withdraw or

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180 otherwise transfer any credit balance from time to time on any bank account over which security has been granted (other than any Assigned Account). (b) No Obligor shall be entitled to receive, withdraw or otherwise transfer any credit balance from time to time on any Assigned Account except with the prior consent of the Security Trustee (acting reasonably) or as permitted or not prohibited pursuant to the terms of the Debt Documents. (c) After the occurrence of an Acceleration Event, no Obligor shall be entitled to receive, withdraw or otherwise transfer any credit balance from time to time on any bank account over which security has been granted except with the prior consent of the Security Trustee (acting reasonably). (d) If required by local law to perfect the security, notice of the security will be served on the account bank within 5 Business Days of the Security being granted and the Obligor shall use its reasonable endeavours to obtain an acknowledgement of that notice within 30 Business Days of service. If the Obligor has used its reasonable endeavours but has not been able to obtain acknowledgement its obligation to obtain acknowledgement shall cease on the expiry of that 30 Business Days provided, however, if within those 30 Business Days, the relevant account bank has agreed to provide such acknowledgement, but has not yet done so, the relevant Obligor must continue to use all reasonable endeavours to obtain such acknowledgment until such acknowledgment is provided or if the relevant account bank indicates it no longer agrees to provide the acknowledgement. This provision does not apply to Assigned Accounts in respect of which notice will be provided in accordance with the provisions of the Existing Debenture. 5. Fixed Assets (a) Except as otherwise provided in the Debt Documents, if an Obligor grants security over its fixed assets it shall, prior to the occurrence of an Acceleration Event, be free to deal with those assets in the course of its business. (b) Subject to any requirements under the Existing Security Documents, no notice whether to third parties or by attaching a notice to the fixed assets shall be prepared or given until an Acceleration Event occurs and is continuing. 6. Insurance (a) Except as otherwise provided in the Debt Documents, if an Obligor grants security over its insurance policies it shall, prior to the occurrence of an Acceleration Event, be free to deal with those policies in the course of its business. (b) If required by local law to perfect the security, notice of the security will be served on the insurance provider within 5 Business Days of the security being granted and the Obligor shall use its reasonable endeavours to obtain an acknowledgement of that notice within 30 Business Days of service. If the Obligor has used its reasonable endeavours but has not been able to obtain acknowledgement its obligation to obtain acknowledgement shall cease on the

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181 expiry of the specified 30 Business Day period provided, however, if within those 30 Business Days, the relevant insurance provider has agreed to provide such acknowledgement, but has not yet done so, the relevant Obligor must continue to use all reasonable endeavours to obtain such acknowledgment until such acknowledgment is provided or if the relevant insurance provider indicates it no longer agrees to provide the acknowledgement. This provision does not apply to an Insurance Policy (as that term is in the Existing Debenture) in respect of which notice will be provided in accordance with the provisions of the Existing Debenture. 7. Intellectual Property Except as otherwise provided in the Debt Documents, if an Obligor grants security over its intellectual property it shall, prior to the occurrence of an Acceleration Event, be free to deal with those assets in the course of its business (including allowing its intellectual property to lapse if no longer material to its business). 8. Intercompany receivables (a) Except as otherwise provided in the Debt Documents, if an Obligor grants security over its intercompany receivables it shall, prior to the occurrence of an Acceleration Event, be free to deal with those receivables in the course of its business. (b) If required by local law to perfect the security, notice of the security will be served on the relevant lender within 5 Business Days of the security being granted and the Obligor shall obtain an acknowledgement of that notice within 30 Business Days of service. Irrespective of whether notice of the security is required for perfection if the service of notice would prevent the Obligor from dealing with an intercompany receivable in the course of its business no notice of security shall be served until an Acceleration Event occurs and is continuing. This provision does not apply to intercompany receivables charged under the Existing Debenture in respect of which notice will be provided in accordance with the provisions of the Existing Debenture. 9. Trade receivables (a) Except as otherwise provided in the Debt Documents, if an Obligor grants security over its trade receivables it shall, prior to the occurrence of an Acceleration Event, be free to deal with those receivables in the course of its business. (b) No notice of security may be served until an Acceleration Event occurs and is continuing. 10. Shares (a) Fixed charges and/or pledges over shares in joint ventures, Unrestricted Subsidiaries or over minority interests shall not be required. (b) The Transaction Security Document will be governed by the laws of the jurisdiction of incorporation of the entity whose shares are being secured and

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195 SCHEDULE 16 TABLE OF VALUES FOR X 1. The value of X in any Financial Year will be the amount determined using the Champions League Adjustment Spreadsheet and set out in the row labelled “EBITDA” in the column corresponding to that Financial Year after the following adjustments (the “Adjustments”) have been made in the electronic version of the spreadsheet (and, for the avoidance of doubt, with no other adjustments): (a) the figure in the “Sub total – Cup Income” income row of the spreadsheet for a Financial Year (the “Relevant Year”) will be determined by: (i) adjusting the revenue in the line item entitled “European Cups” in the Annual Financial Statements for the most recent Financial Year in which the first team of MUFC participated in the Champions League (the “Previous Year”) to reflect any increase or decrease in ticket prices announced prior to the start of the Relevant Year that would be applicable in the Relevant Year; (ii) aggregating the amount described in paragraph (i) above with the revenue (increased or decreased for the then prevailing rate (RPI) of inflation or deflation) in the line items entitled “Hospitality – Match Day” and “Catering and other income (match day)” (minus any intra-Restricted Group items) in the Annual Financial Statements for the Previous Year; (iii) dividing the sum of the amount described in paragraph (ii) by the number of Champions League matches played at the Existing Stadium and/or the New Stadium in the Previous Year; and (iv) multiplying the product of paragraph (iii) by four; (b) any increase or decrease in the Sterling Equivalent (as defined in Schedule 17 (Restrictive Covenants)) of media and sponsorship revenues that would have been received by the Restricted Group from UEFA in respect of the Champions League (or, in each case, any replacement body or competition) had the first team of MUFC qualified for the league phase of the Champions League (or any successor thereof) will be taken into account in calculating the figure in the row labelled “Broadcasting – Total European TV & Radio Income” in the column corresponding to that Financial Year; and (c) any increase or decrease in the portion of revenue from the Specified Contracts described in paragraph (a) of the definition thereof (as applicable) (or any replacement contract) that is dependent on the first team of MUFC qualifying for the Champions League in a Financial Year will be taken into account in calculating the figure in the row labelled “Adidas” in the column corresponding to that Financial Year. 2. The add back in respect of each Financial Year shall be applied according to the following quarterly schedule: Financial Quarter Ending Percentage Application September 20.0% December 45.0% March 35.0% June 0.0%

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196 SCHEDULE 17 RESTRICTIVE COVENANTS 1. ASSET SALES 1.1 The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, consummate an Asset Sale unless: (a) the Company (or the Restricted Subsidiary, as the case may be) receives consideration at the time of the Asset Sale at least equal to the Fair Market Value (measured as of the date of the definitive agreement with respect to such Asset Sale) of the assets or Equity Interests issued or sold or otherwise disposed of; and (b) at least 75 per cent. of the consideration received in the Asset Sale by the Company or such Restricted Subsidiary is in the form of cash or Cash Equivalents. For purposes of this provision, each of the following will be deemed to be cash: (i) any liabilities, as shown on the Company’s most recent consolidated balance sheet, of the Company or any of its Restricted Subsidiaries (other than contingent liabilities and liabilities that are by their terms subordinated to the Facility and any guarantee thereof) that are assumed by the transferee of any such assets pursuant to a customary novation or indemnity agreement that releases the Company or such Restricted Subsidiary from or indemnifies against further liability; (ii) any securities, notes or other obligations received by the Company or any such Restricted Subsidiary from such transferee that are converted by the Company or such Restricted Subsidiary into cash or Cash Equivalents within 90 days following the closing of the Asset Sale, to the extent of the cash or Cash Equivalents received in that conversion; (iii) Indebtedness of any Restricted Subsidiary of the Company or preferred stock of an Obligor other than the Company, in each case that is no longer a Restricted Subsidiary of the Company as a result of such Asset Sale, to the extent that the Company and its Restricted Subsidiaries following such Asset Sale are released from any guarantee of such Indebtedness or preferred stock in connection with such Asset Sale; (iv) consideration consisting of Indebtedness of the Company or any of its Restricted Subsidiaries or preferred stock of an Obligor other than the Company which is either repaid in full or cancelled in connection with such Asset Sale; and (v) any Capital Stock or assets of the kind referred to in paragraphs (b) or (d) of Clause 1.2 below, provided that, in no event will the Company or any of its Restricted Subsidiaries sell, lease, convey or otherwise dispose of all or part of the Specified Asset other than to an Obligor, provided further that, and for the avoidance of doubt, the Existing Stadium

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197 shall no longer constitute the Specified Asset on and from the New Stadium Designation Date. 1.2 Within 360 days after the receipt of any Net Proceeds from an Asset Sale, the Company (or the applicable Restricted Subsidiary, as the case may be) may apply such Net Proceeds: (a) to repay, repurchase, prepay or redeem (i) outstanding amounts of the Facility, (ii) Indebtedness of any Obligor incurred pursuant to paragraph (d) of Clause 3.2 below that is secured by a Lien on the Collateral and that is not subordinated in right of payment to the obligations of the Obligors hereunder (including without limitation Clause 25 (Guarantee and Indemnity)) or under any other Finance Document, and, if the Indebtedness repaid is revolving credit Indebtedness, to correspondingly reduce commitments with respect thereto, (iii) Indebtedness of a Restricted Subsidiary of the Company that is not a Guarantor to the extent that such Indebtedness is not subordinated in right of payment to the Facility and any guarantee thereof, (iv) the Notes pursuant to an offer to all holders of Notes at a purchase price equal to 100 per cent. of the principal amount, plus accrued and unpaid interest and Make-Whole Amount, if any, to the date of purchase (a “Notes Offer”), or (v) obligations under any pari passu Indebtedness that is secured by a Lien on the Collateral that ranks equal to the Lien on the Collateral securing the Facility and any guarantee thereof and that is not subordinated in right of payment to the Lenders hereunder (including without limitation Clause 25 (Guarantee and Indemnity)) or under any other Finance Document, and, if the Indebtedness repaid is revolving credit Indebtedness, to correspondingly reduce commitments with respect thereto, concurrently with an Excess Proceeds Prepayment Offer; (b) to acquire (or enter into a binding agreement to acquire, provided that such commitment will be subject only to customary conditions (other than financing) and such acquisition will be consummated within 180 days after the end of such 360 day period) all or substantially all of the assets of, or any Capital Stock of, another Permitted Business, if, after giving effect to any such acquisition of Capital Stock, the Permitted Business is or becomes a Restricted Subsidiary of the Company; (c) to make a capital expenditure; or (d) to acquire (or enter into a binding agreement to acquire, provided that such commitment will be subject only to customary conditions (other than financing) and such acquisition will be consummated within 180 days after the end of such 360 day period) other assets (other than Capital Stock) that are not classified as current assets under IFRS and that are used or useful in a Permitted Business, provided, however, that, pending the final application of any Net Proceeds, the Company (or the applicable Restricted Subsidiary) may temporarily reduce revolving credit borrowings or otherwise invest the Net Proceeds in any manner that is not prohibited by the Finance Documents. 1.3 Any Net Proceeds from Asset Sales that are not applied or invested as provided in Clause 1.2 above will constitute “Excess Proceeds.” When the aggregate amount of

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198 Excess Proceeds exceeds £50,000,000, within five Business Days thereof, the Company will make an offer (an “Excess Proceeds Prepayment Offer”) to the Lenders and may make an offer to all holders of the Notes or other Indebtedness that is pari passu with the Facility and any guarantee thereof containing provisions similar to those set forth in this Agreement with respect to offers to purchase, prepay, cancel or redeem with the proceeds of sales of assets in accordance with this Clause 1 (Asset Sales) to purchase, prepay, redeem or cancel the maximum principal amount of and correspondingly reduce commitments with respect thereto or cancel the Facility, the Notes and such other pari passu Indebtedness (plus accrued interest on the Indebtedness and the amount of all fees and expenses, including premiums, incurred in connection therewith) that may be purchased, prepaid, redeemed or cancelled out of the Excess Proceeds. The offer price in any Excess Proceeds Prepayment Offer will be equal to 100 per cent of the principal amount of all such Indebtedness offered to be prepaid, plus accrued and unpaid interest and Additional Amounts, if any, to the date of prepayment or cancellation. If any Excess Proceeds remain after consummation of an Excess Proceeds Prepayment Offer, the Company and its Restricted Subsidiaries may use those Excess Proceeds for any purpose not otherwise prohibited by this Agreement. If the aggregate principal amount of the Facility, the Notes and any other Indebtedness that is pari passu with the Facility and any guarantee thereof tendered into (or required to be prepaid, redeemed or cancelled in connection with) such Excess Proceeds Prepayment Offer exceeds the amount of Excess Proceeds, or if the aggregate principal amount of the Facility exceeds the amount of Net Proceeds to be so applied, such Net Proceeds shall be allocated to prepay the Facility, such Notes and such other Indebtedness that is pari passu with the Facility and any guarantee thereof to be prepaid on a pro rata basis based on the amounts tendered or required to be prepaid, redeemed or cancelled. For the purposes of calculating the principal amount of any such Indebtedness not denominated in U.S. Dollars, such Indebtedness shall be calculated by converting any such principal amounts into their U.S. Dollar Equivalent determined as of the Business Day immediately prior to the date on which the Excess Proceeds Prepayment Offer is announced. Upon completion of each Excess Proceeds Prepayment Offer, the amount of Excess Proceeds will be reset at zero. 2. RESTRICTED PAYMENTS 2.1 The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly: (a) declare or pay any dividend or make any other payment or distribution on account of the Company’s or any of its Restricted Subsidiaries’ Equity Interests (including, without limitation, any payment in connection with any merger or consolidation involving the Company or any of its Restricted Subsidiaries) or to the direct or indirect holders of the Company’s or any of its Restricted Subsidiaries’ Equity Interests in their capacity as such (other than dividends or distributions payable in Equity Interests (other than Disqualified Stock) of the Company and other than dividends or distributions payable to the Company or any of its Restricted Subsidiaries); (b) purchase, redeem or otherwise acquire or retire for value (including, without limitation, in connection with any merger or consolidation involving the Company) any Equity Interests of the Company or any direct or indirect parent entity of the Company;

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199 (c) make any payment on or with respect to, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness of the Company or any Obligor that is contractually subordinated to the Facility and any guarantee thereof (excluding (i) any intercompany Indebtedness between or among the Company and any of its Restricted Subsidiaries or (ii) the purchase, repurchase, redemption, defeasance or other acquisition or retirement of any Indebtedness of the Company or any Obligor that is contractually subordinated to the Facility or the guarantee thereof purchased in anticipation of satisfying a sinking fund obligation, principal instalment or final maturity, in each case due within one year of the date of purchase, repurchase, redemption, defeasance or other acquisition or retirement); (d) make any payment on or with respect to, or purchase, redeem, defease or otherwise acquire or retire for value any Subordinated Shareholder Funding; or (e) make any Restricted Investments; (all such payments and other actions set forth in the foregoing paragraphs (a) through (e) above being collectively referred to as “Restricted Payments”), unless, at the time of and after giving effect to such Restricted Payment: (i) no Default or Event of Default has occurred and is continuing or would occur as a consequence of such Restricted Payment; (ii) the Company would, at the time of such Restricted Payment and after giving pro forma effect thereto as if such Restricted Payment had been made at the beginning of the applicable four- quarter period, have been permitted to incur at least £1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth in paragraph (a) of Clause 3.1 (Incurrence of Indebtedness and Issuance of Preferred Stock) below; and (iii) such Restricted Payment, together with the aggregate amount of all other Restricted Payments made by the Company and its Restricted Subsidiaries since the Seventh Amendment Effective Date (excluding Restricted Payments permitted by paragraphs (b), (c), (e), (f), (g), (h), (i), (j), (k), (m) and (n) of Clause 2.2 (Restricted Payments)) is less than the sum, without duplication, of: (A) 50 per cent. of the Consolidated Net Income of the Company for the period (taken as one accounting period) from the beginning of the first fiscal quarter commencing after 30 June 2015 to the end of the Company’s most recently ended fiscal quarter for which internal financial statements are available at the time of such Restricted Payment (or, if such Consolidated Net Income for such period is a deficit, less 100 per cent. of such deficit); plus (B) 100 per cent. of the aggregate net cash proceeds received by the Company since the Seventh Amendment Effective Date as a contribution to its common equity capital or from the issue or

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200 sale of Equity Interests of the Company (other than Disqualified Stock and Excluded Contributions) or from Subordinated Shareholder Funding or from the issue or sale of convertible or exchangeable Disqualified Stock of the Company or convertible or exchangeable debt securities of the Company, in each case that have been converted into or exchanged for Equity Interests of the Company (including such cash proceeds received in connection with any such conversion or exchange) (other than Equity Interests (or Disqualified Stock or debt securities) sold to a Subsidiary of the Company), excluding, in each case, any such contribution that constitutes Relevant Equity; plus (C) to the extent that Restricted Investments which were made after the Seventh Amendment Effective Date are sold for cash and/or Cash Equivalents or otherwise liquidated or repaid for cash and/or Cash Equivalents, the lesser of (A) the cash return of capital with respect to such Restricted Investments (less the cost of disposition, if any) and (B) the initial amount of such Restricted Investments; plus (D) to the extent that any Unrestricted Subsidiary of the Company designated as such after the Seventh Amendment Effective Date is redesignated as a Restricted Subsidiary after the Seventh Amendment Effective Date, the lesser of (i) the Fair Market Value of the Company’s Investment in such Subsidiary as of the date of such redesignation or (ii) such Fair Market Value as of the date on which such Subsidiary was originally designated as an Unrestricted Subsidiary after the Seventh Amendment Effective Date; plus (E) upon the full and unconditional release of a Restricted Investment that is a guarantee made by the Company or one of its Restricted Subsidiaries to any Person, an amount equal to the amount of such guarantee; plus (F) the initial amount of any Restricted Investment made after the Seventh Amendment Effective Date in a Person that becomes a Restricted Subsidiary; plus (G) 100 per cent. of any dividends received in cash by the Company or a Restricted Subsidiary after the Seventh Amendment Effective Date from an Unrestricted Subsidiary, to the extent that such dividends were not otherwise included in the Consolidated Net Income of the Company for such period. 2.2 If no Default or Event of Default has occurred and is continuing or would occur as a consequence of such Restricted Payment, the provisions of Clause 2.1 (Restricted Payments) will not prohibit: (a) the payment of any dividend or the consummation of any irrevocable redemption within 60 days after the date of declaration of the dividend or giving

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201 of the redemption notice, as the case may be, if at the date of declaration or notice, the dividend or redemption payment would have complied with the provisions of this Agreement; (b) the making of any Restricted Payment in exchange for, or out of or with the net cash proceeds of the substantially concurrent sale (other than to a Subsidiary of the Company) of, Equity Interests of the Company (other than Disqualified Stock) or from the substantially concurrent contribution of common equity capital or Subordinated Shareholder Funding to the Company; (excluding any such contribution that constitutes Relevant Equity) provided that the amount of any such net cash proceeds that are utilised for any such Restricted Payment will be excluded from paragraph (iii)(B) of Clause 2.1 above; (c) the repurchase, redemption, defeasance or other acquisition or retirement for value of (i) Indebtedness of the Company or any Obligor that is contractually subordinated to the Facility and any guarantee thereof with the net cash proceeds from a substantially concurrent incurrence of Permitted Refinancing Indebtedness; or (ii) Indebtedness of the Company or any Obligor that is subordinated in right of payment to the Facility or any guarantee thereof (other than any Indebtedness so subordinated and held by Affiliates of the Issuer) upon a Change of Control or an Asset Sale to the extent required by the agreements governing such Indebtedness, but only if, prior to offering to purchase, purchasing or repaying such Indebtedness, (x) the Company shall have complied with its obligations under Clause 1 (Asset Sales) and shall have prepaid the full principal amount of the Facility required to be prepaid under Clause 1 (Asset Sales) and (y) the Obligors shall have otherwise complied with the terms of this Agreement; (d) the repurchase, redemption or other acquisition or retirement for value of any Equity Interests of the Company, any of its Restricted Subsidiaries or any Parent Entity held by any current or former officer, director, employee or consultant of the Company or any of its Restricted Subsidiaries pursuant to any equity subscription agreement, stock option agreement, shareholders’ agreement, employment agreements, or similar agreements or stock option plans; provided that the aggregate price paid for all such repurchased, redeemed, acquired or retired Equity Interests may not exceed £3,000,000 in any twelve month period; but provided, further, that such amount in any twelve-month period may be increased by an amount not to exceed the cash proceeds received by the Company or any of its Restricted Subsidiaries from the sale of Equity Interests of the Company, any of its Restricted Subsidiaries or any Parent Entity to current or former officers, directors, employees or consultants of the Company, any of its Restricted Subsidiaries or any Parent Entity to the extent the cash proceeds from the sale of Equity Interests have not otherwise been applied to the making of Restricted Payments pursuant to paragraph (iii) of Clause 2.1 (Restricted Payments) and do not constitute Relevant Equity; (e) the repurchase of Equity Interests of the Company or any Parent Entity deemed to occur upon the exercise of stock options to the extent such Equity Interests represent a portion of the exercise price of those stock options;

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202 (f) the declaration and payment of regularly scheduled or accrued dividends to holders of any class or series of Disqualified Stock of the Company or any preferred stock of any Restricted Subsidiary issued on or after the Seventh Amendment Effective Date in accordance with the Fixed Charge Coverage Ratio test set forth in paragraph (a) of Clause 3.1 (Incurrence of Indebtedness and Issuance of Preferred Stock); (g) payments of cash, dividends, distributions, advances or other Restricted Payments by the Company or any of its Restricted Subsidiaries to allow the payment of cash in lieu of the issuance of fractional shares upon (i) the exercise of options or warrants or (ii) the conversion or exchange of Capital Stock of any such Person; (h) the payment of any dividend (or, in the case of any partnership or limited liability company, any similar distribution) by a Restricted Subsidiary of the Company to the holders of its Equity Interests on a pro rata basis; (i) payments pursuant to any tax sharing agreement or arrangement relating to taxes among the Company and its Subsidiaries and other Persons with which the Company or any of its Subsidiaries is required or permitted to file a consolidated tax return or with which the Company or any of its Restricted Subsidiaries is a part of a group for tax purposes; provided, however, that such payments will not exceed the amount of tax that the Company and its Subsidiaries would owe on a standalone basis and the related tax liabilities of the Company and its Subsidiaries are relieved thereby; (j) the declaration and payment of dividends or other distributions, or the making of loans, by the Company or any of its Restricted Subsidiaries to any Parent Entity in amounts and at times required to pay: (i) franchise taxes and other fees, taxes and expenses required to maintain the corporate existence of any Parent Entity; (ii) general corporate overhead expenses of any Parent Entity to the extent such expenses are attributable to the ownership or operation of the Company and its Restricted Subsidiaries or related to the proper administration of such Parent Entity, including (i) fees and expenses properly incurred in the ordinary course of business to auditors and legal advisors; and (ii) payments in respect of services provided by directors, officers or employees of any such Parent Entity, not to exceed £3,000,000 in any calendar year; (iii) any income taxes (including, for the avoidance of doubt, United Kingdom corporation tax), to the extent such income taxes are attributable to the income or ownership of the Company and any of its Restricted Subsidiaries and, to the extent of the amount actually received in cash from its Unrestricted Subsidiaries, in amounts required to pay such taxes to the extent attributable to the income or ownership of such Unrestricted Subsidiaries;

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203 (iv) costs (including all professional fees and expenses) incurred by any Parent Entity in connection with reporting obligations under or otherwise incurred in connection with compliance with applicable laws, rules or regulations of any governmental, regulatory or self-regulatory body or stock exchange, the Finance Documents or any other agreement or instrument relating to Indebtedness of the Company or any of its Restricted Subsidiaries, including in respect of any reports filed with respect to the U.S. Securities Act, U.S. Exchange Act or the respective rules and regulations promulgated thereunder; and (v) fees and expenses of any Parent Entity incurred in relation to any public offering or other sale of Capital Stock or Indebtedness (A) where the net proceeds of such offering or sale are intended to be received by or contributed to the Company or any of its Restricted Subsidiaries; (B) in a prorated amount of such expenses in proportion to the amount of such net proceeds intended to be so received or contributed; or (C) otherwise on an interim basis prior to completion of such offering so long as any Parent Entity will cause the amount of such expenses to be repaid to the Company or the relevant Restricted Subsidiary out of the proceeds of such offering promptly if completed; (k) so long as the Consolidated EBITDA is equal to or greater than £250,000,000 for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date of such Restricted Payment, any Restricted Payment; (l) following a Public Equity Offering that results in a Public Market of the Capital Stock of the Company or any Parent Entity, the payment of dividends on the Capital Stock of the Company up to 6 per cent. per annum of the net cash proceeds received by the Company in any such Public Equity Offering or any subsequent public offering of such Capital Stock, or the net cash proceeds of any such Public Equity Offering or subsequent public offering of such Capital Stock of any Parent Entity that are contributed in cash to the Company’s equity (other than through the issuance of Disqualified Stock); provided that if such Public Equity Offering was of Capital Stock of a Parent Entity, the net proceeds of any such dividend are used to fund a corresponding dividend in equal or greater amount on the Capital Stock of such Parent Entity; (m) to the extent constituting a Restricted Payment, any transfer, assignment or novation by MUL and/or any other member of the Restricted Group of all or any portion of the assets described in paragraph (a) of the definition of “New Holdco Business” to any member of the New Holdco Group made in accordance with a Permitted Reorganisation, including without limitation the transfer of employees, assets (including goodwill) and/or relevant partner or supplier contracts; or (n) other Restricted Payments in an aggregate amount not to exceed £160,000,000 since the Seventh Amendment Effective Date. 2.3 The amount of all Restricted Payments (other than cash) will be the Fair Market Value on the date of the Restricted Payment of the asset(s) or securities proposed to be

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204 transferred or issued by the Company or such Restricted Subsidiary, as the case may be, pursuant to the Restricted Payment. 3. INCURRENCE OF INDEBTEDNESS AND ISSUANCE OF PREFERRED STOCK 3.1 The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become or remain directly or indirectly liable, contingently or otherwise, with respect to (collectively, “incur”) any Indebtedness (including Acquired Debt), and the Company will not, and will not permit any other Obligor to, issue any Disqualified Stock and will not permit any of its Restricted Subsidiaries to issue any shares of preferred stock; provided, however, that: (a) subject to Clause 3.3 below, the Company may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock, the Obligors (other than the Company) may issue Disqualified Stock, and the Obligors (other than the Company), any member of the New Stadium Group, New Holdco or any Restricted Subsidiary that is a Subsidiary of New Holdco (including without limitation, Sponsorship Newco) may incur Indebtedness (including Acquired Debt) or issue preferred stock, if the Fixed Charge Coverage Ratio for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred or such Disqualified Stock or such preferred stock is issued, as the case may be, would have been at least 2.0 to 1.0, in each case, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred or the Disqualified Stock or the preferred stock had been issued, as the case may be, at the beginning of such four-quarter period provided that, if the Indebtedness is to be incurred by New Holdco or any Restricted Subsidiary of New Holdco (including, without limitation, Sponsorship Newco) the creditor(s) or, as the case may be, representative of such creditor(s) of such Indebtedness shall have become parties to the Intercreditor Agreement or entered into an intercreditor agreement providing for pro-rata sharing of enforcement proceeds or payments upon default among such creditors and the Lenders and otherwise satisfactory to the Agent (acting reasonably and in good faith), provided that the terms of such intercreditor agreement are no more onerous to New Holdco and its Subsidiaries than the terms of the Intercreditor Agreement; and (b) if the Indebtedness to be incurred is Senior Secured Indebtedness, subject to Clause 3.3 below, the Obligors, any member of the New Stadium Group, New Holdco or any Restricted Subsidiary that is a Subsidiary of New Holdco (including without limitation, Sponsorship Newco) may incur such Senior Secured Indebtedness if the Consolidated Senior Secured Leverage Ratio for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred is less than 5.0 to 1.0 determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if such Indebtedness had been incurred at the beginning of such four-quarter period provided that, if the Senior Secured Indebtedness to be incurred is to be incurred by New Holdco or any Restricted Subsidiary of New Holdco

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205 (including, without limitation, Sponsorship Newco) the creditor(s) or, as the case may be, representative of such creditor(s) of such Indebtedness shall have become parties to the Intercreditor Agreement or entered into an intercreditor agreement providing for pro-rata sharing of enforcement proceeds or payments upon default among such creditors and the Lenders and otherwise satisfactory to the Agent (acting reasonably and in good faith), provided that the terms of such intercreditor agreement are no more onerous to New Holdco and its Subsidiaries than the terms of the Intercreditor Agreement and provided further that, if the Consolidated Senior Secured Leverage Ratio for the Company’s most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred is greater than 4.0 to 1.0 but equal to or less than 5.0 to 1.0 determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if such Indebtedness had been incurred at the beginning of such four-quarter period, then the proceeds of such additional Indebtedness may only be applied by the Obligors and/or any member of the New Stadium Group for the purposes described in the definition of “Stadium Financing” (including all Permitted Refinancing Indebtedness incurred in exchange for, or the net proceeds of which were used to renew, refund, refinance, replace, defease or discharge any Indebtedness incurred pursuant to this paragraph). 3.2 Subject to Clause 3.3 below, Clause 3.1 will not prohibit the incurrence of any of the following items of Indebtedness (collectively, the “Permitted Debt”): (a) the incurrence of Indebtedness under the Facility; (b) the incurrence by the Company and its Restricted Subsidiaries of Existing Indebtedness (other than as specified under paragraphs (e) and (o) below) provided that, on or prior to a date no later than three Business Days after the Seventh Amendment Effective Date, the Indebtedness of the Obligors evidenced by the Existing Notes and guaranteed pursuant to the Existing Note Guarantees shall be repaid in full; (c) the incurrence by the Company and the Obligors of Indebtedness evidenced by the Notes and the Note Guarantee; (d) Indebtedness under the RCF Facilities in an aggregate principal amount at any one time outstanding (with letters of credit being deemed to have a principal amount equal to the maximum potential liability of the Company and its Restricted Subsidiaries thereunder) not to exceed £400,000,000; (e) the incurrence by the Company or any of its Restricted Subsidiaries of Indebtedness represented by Capital Lease Obligations, mortgage financings or purchase money obligations, in each case, incurred for the purpose of financing or refinancing all or any part of the purchase price or cost of design, construction, lease, installation or improvement of property (real or personal), plant or equipment used or useful in a Permitted Business, in an aggregate principal amount, including all Permitted Refinancing Indebtedness incurred in exchange for, or the net proceeds of which were used to renew, refund, refinance, replace, defease or discharge any Indebtedness incurred pursuant to

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206 this paragraph (e), not to exceed £50,000,000 at any time outstanding, provided that any such Indebtedness incurred prior to, and outstanding as of, the Seventh Amendment Effective Date pursuant to this paragraph shall be deemed to have been incurred under, and to have utilized capacity available pursuant to, this paragraph, and the aggregate principal amount of such Indebtedness outstanding as of Seventh Amendment Effective Date shall reduce the amount available for incurrence under this paragraph on a pound-for-pound basis; provided further, that additional capacity under this paragraph shall become available only to the extent that any such Indebtedness outstanding as of the Seventh Amendment Effective Date is permanently repaid or otherwise retired after the Seventh Amendment Effective Date, in which case the amount so repaid or retired shall restore availability under this paragraph by a corresponding amount; (f) the incurrence by the Company or any of its Restricted Subsidiaries of Permitted Refinancing Indebtedness in exchange for, or the net proceeds of which are used to renew, refund, refinance, replace, defease or discharge any Indebtedness (other than intercompany Indebtedness) that was permitted by the Finance Documents to be incurred under Clause 3.1 or any of paragraphs (a), (b), (c), (d), (e), (f), (m) or (o) of this Clause 3.2; (g) the incurrence by the Company or any of its Restricted Subsidiaries of intercompany Indebtedness between or among the Company and any of such Restricted Subsidiaries; provided, however, that: (i) if any Obligor is the obligor on such Indebtedness and the payee is not an Obligor, such Indebtedness must be unsecured and expressly subordinated to the prior payment in full in cash of all Obligations then due with respect to the Facility and the Finance Documents; and (ii) (A) any subsequent issuance or transfer of Equity Interests that results in any such Indebtedness being held by a Person other than the Company or a Restricted Subsidiary of the Company and (B) any sale or other transfer of any such Indebtedness to a Person that is neither the Company nor a Restricted Subsidiary of the Company, will be deemed, in each case, to constitute an incurrence of such Indebtedness by the Company or such Restricted Subsidiary, as the case may be, that was not permitted by this paragraph (g); (h) the issuance by any Restricted Subsidiary of the Company to the Company or to any of the Company’s Restricted Subsidiaries of shares of preferred stock; provided, however, that: (i) any subsequent issuance or transfer of Equity Interests that results in any such preferred stock being held by a Person other than the Company or any of its Restricted Subsidiaries; and (ii) any sale or other transfer of any such preferred stock to a Person that is neither the Company nor any of its Restricted Subsidiaries, will be deemed, in each case, to constitute an issuance of such preferred stock by such Restricted Subsidiary that was not permitted by this paragraph (g);

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207 (i) the incurrence by the Company or any Restricted Subsidiary of Hedging Obligations in the ordinary course of business and not for speculative purposes; (j) the Guarantee by the Company or any of its Restricted Subsidiaries of Indebtedness of the Company or any of its Restricted Subsidiaries to the extent that the guaranteed Indebtedness was permitted to be incurred by another provision of this Clause 3.2; provided that if the Indebtedness being guaranteed is subordinated to or pari passu with the Facility and any guarantee thereof, then the Guarantee must be subordinated or pari passu, as applicable, to the same extent as the Indebtedness guaranteed; (k) the incurrence by the Company or any of its Restricted Subsidiaries of Indebtedness in respect of workers’ compensation claims, self-insurance obligations, bankers’ acceptances, customs, VAT and other tax guarantees, performance and surety bonds in the ordinary course of business; (l) the incurrence by the Company or any of its Restricted Subsidiaries of Indebtedness arising from the honouring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds, so long as such Indebtedness is covered within five Business Days; (m) Indebtedness of any Person outstanding on the date on which such Person becomes a Restricted Subsidiary of the Company or is merged, consolidated, amalgamated or otherwise combined with (including pursuant to any acquisition of assets and assumption of related liabilities) the Company or any of its Restricted Subsidiaries (other than Indebtedness incurred to provide all or any portion of the funds used to consummate the transaction or series of related transactions pursuant to which such Person became a Restricted Subsidiary of the Company or was otherwise acquired by the Company or any of its Restricted Subsidiaries); provided, however, with respect to this paragraph (1), that at the time of the acquisition or other transaction pursuant to which such Indebtedness was deemed to be incurred the Company would have been able to incur £1.00 of additional Indebtedness pursuant to paragraph (a) of Clause 3.1 after giving pro forma effect to the incurrence of such Indebtedness pursuant to this paragraph (l); (n) Indebtedness arising from agreements of the Company or any of its Restricted Subsidiaries providing for customary indemnification, obligations in respect of earnouts or other adjustments of purchase price or, in each case, similar obligations, in each case, incurred or assumed in connection with the acquisition or disposition of any business or assets or Person or any Equity Interests of a Subsidiary, provided that the maximum liability of the Company and its Restricted Subsidiaries in respect of all such Indebtedness shall at no time exceed the gross proceeds, including the Fair Market Value of non-cash proceeds (measured at the time received and without giving effect to any subsequent changes in value), actually received by the Company and its Restricted Subsidiaries in connection with such disposition; (o) the incurrence by the Company and its Restricted Subsidiaries of additional Indebtedness in an aggregate principal amount (or accreted value, as applicable) at any time outstanding not to exceed £50,000,000, provided that any such

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208 Indebtedness incurred prior to, and outstanding as of, the Seventh Amendment Effective Date pursuant to this paragraph shall be deemed to have been incurred under, and to have utilized capacity available pursuant to, this paragraph, and the aggregate principal amount of such Indebtedness outstanding as of the Seventh Amendment Effective Date shall reduce the amount available for incurrence under this paragraph on a pound-for-pound basis; provided further, that additional capacity under this paragraph shall become available only to the extent that any such Indebtedness outstanding as of the Seventh Amendment Effective Date is permanently repaid or otherwise retired after the Seventh Amendment Effective Date, in which case the amount so repaid or retired shall restore availability under this paragraph by a corresponding amount; and (p) the incurrence by New Holdco, Sponsorship Newco or any Restricted Subsidiary that is a Subsidiary of New Holdco of Intra-Group Liabilities (as defined in the Intercreditor Agreement) or Subordinated Liabilities (as defined in the Intercreditor Agreement), provided, however, that New Holdco or any Restricted Subsidiary that is a Subsidiary of New Holdco (including, without limitation, Sponsorship Newco) shall not be permitted to incur Indebtedness pursuant to paragraphs (a), (d), (e) and (o) of this Clause 3.2. 3.3 No Obligor will incur any Indebtedness (including Permitted Debt) that is contractually subordinated in right of payment to any other Indebtedness of the Obligors unless such Indebtedness is also contractually subordinated in right of payment to the Facility and any guarantee thereof on substantially identical terms; provided, however, that no Indebtedness will be deemed to be contractually subordinated in right of payment to any other Indebtedness of the Obligors solely by virtue of being unsecured or by virtue of being secured on a junior priority basis. 3.4 For purposes of determining compliance with this Clause 3, in the event that an item of Indebtedness meets the criteria of more than one of the categories of Permitted Debt described in paragraphs (a) through (p) of Clause 3.2 above, or is entitled to be incurred pursuant to paragraph (a) of Clause 3.1 above, the Company will be permitted to classify such item of Indebtedness on the date of its incurrence or later reclassify all or a portion of such item of Indebtedness, in any manner that complies with this Clause 3; provided that any item of Indebtedness that has been incurred prior to the Seventh Amendment Effective Date and meets the applicable category of Permitted Debt described in paragraphs (a), (b), (c), (d), (e), and (o) of Clause 3.2 above and shall not be permitted to be reclassified on or after the Seventh Amendment Effective Date. Notwithstanding the foregoing, for any Indebtedness incurred on or after the Seventh Amendment Effective Date under paragraphs (a), (d), (e) and (o) of Clause 3.2 above, the foregoing restrictions shall not apply and the Company will be permitted to classify such item of Indebtedness on the date of its incurrence or later reclassify all or a portion of such item of Indebtedness, in any manner that complies with this Clause 3. The accrual of interest or preferred stock dividends, the accretion or amortisation of original issue discount, the payment of interest on any Indebtedness in the form of additional Indebtedness with the same terms, the reclassification of preferred stock as Indebtedness due to a change in accounting principles, and the payment of dividends on preferred stock or Disqualified Stock in the form of additional shares of the same class of preferred stock or Disqualified Stock will not be deemed to be an incurrence of

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209 Indebtedness or an issuance of preferred stock or Disqualified Stock for purposes of this Clause 3; provided, in each such case, that the amount of any such accrual, accretion or payment is included in Consolidated Interest Expense of the Company as accrued. Notwithstanding any other provision of this Clause 3, the maximum amount of Indebtedness that the Company or any of its Restricted Subsidiaries may incur pursuant to this Clause 3 shall not be deemed to be exceeded solely as a result of fluctuations in exchange rates or currency values. 3.5 The amount of any Indebtedness outstanding as of any date will be: (a) the accreted value of the Indebtedness, in the case of any Indebtedness issued with original issue discount; (b) the principal amount of the Indebtedness, in the case of any other Indebtedness; (c) in respect of Indebtedness of another Person secured by a Lien on the assets of the specified Person, the lesser of: (i) the Fair Market Value of such assets at the date of determination; and (ii) the amount of the Indebtedness of the other Person; and (d) For purposes of determining compliance with any sterling-denominated restriction on the incurrence of Indebtedness, the Sterling Equivalent of the principal amount of Indebtedness denominated in another currency will be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was incurred, in the case of term Indebtedness, or first committed, in the case of Indebtedness incurred under a revolving credit facility; provided that (i) if such Indebtedness is incurred to refinance other Indebtedness denominated in a currency other than sterling, and such refinancing would cause the applicable sterling-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such refinancing, such sterling-denominated restriction will be deemed not to have been exceeded so long as the principal amount of such Permitted Refinancing Indebtedness does not exceed the principal amount of such Indebtedness being refinanced; and (ii) if and for so long as any such Indebtedness is subject to an agreement intended to protect against fluctuations in currency exchange rates with respect to the currency in which such Indebtedness is denominated covering principal and interest on such Indebtedness, the amount of such Indebtedness, if denominated in sterling, will be the amount of the principal payment required to be made under such currency agreement and, otherwise, the Sterling Equivalent of such amount plus the Sterling Equivalent of any premium which is at such time due and payable but is not covered by such currency agreement. 4. LIENS The Company will not and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create, incur, assume or otherwise cause or suffer to exist or become effective any Lien of any kind securing Indebtedness upon any of their property or assets, now owned or hereafter acquired, except (i) in the case of any property or

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210 asset that does not constitute Collateral, Permitted Liens and (ii) in the case of any property or asset that constitutes Collateral, Permitted Collateral Liens. 5. LIMITATIONS ON SALE AND LEASEBACK TRANSACTIONS 5.1 The Company will not, and will not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction with a Person other than the Company or a Restricted Subsidiary of the Company; provided that any Obligor may enter into a sale and leaseback transaction if: (a) such Obligor could have (i) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction under the Fixed Charge Coverage Ratio test in paragraph (a) of Clause 3.1 (Incurrence of Indebtedness and Issuance of Preferred Stock) above and (ii) incurred a Lien to secure such Indebtedness pursuant to Clause 4 (Liens); (b) the gross cash proceeds of that sale and leaseback transaction are at least equal to the Fair Market Value, as determined in good faith by the Board of Directors of the Company of the property that is the subject of that sale and leaseback transaction; and (c) the transfer of assets in that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction in compliance with, Clause 1 (Asset Sales). 6. DIVIDEND AND OTHER PAYMENT RESTRICTIONS AFFECTING RESTRICTED SUBSIDIARIES 6.1 The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, create or permit to exist or become effective any consensual encumbrance or restriction on the ability of any Restricted Subsidiary to: (a) pay dividends or make any other distributions on its Capital Stock to the Company or any of its Restricted Subsidiaries, or with respect to any other interest or participation in, or measured by, its profits, or pay any Indebtedness owed to the Company or any of its Restricted Subsidiaries; (b) make loans or advances to the Company or any of its Restricted Subsidiaries; or (c) sell, lease or transfer any of its properties or assets to the Company or any of its Restricted Subsidiaries. 6.2 The restrictions in Clause 6.1 above will not apply to encumbrances or restrictions existing under or by reason of: (a) agreements governing Existing Indebtedness and the Facility or any other agreement as in effect at or entered into on the Seventh Amendment Effective Date and any amendments, restatements, modifications, renewals, supplements, refundings, replacements or refinancings of those agreements; provided that the amendments, restatements, modifications, renewals, supplements,

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211 refundings, replacements or refinancings are not materially more restrictive, taken as a whole, with respect to such dividend and other payment restrictions than those contained in those agreements on the Seventh Amendment Effective Date; (b) the Existing Note Purchase Agreement, the Existing Notes, this Agreement, the RCF Facilities, the Notes, the Note Guarantee, the Existing RCF Facilities Agreement, the Intercreditor Agreement, any Stadium Financing and the Transaction Security Documents; (c) agreements governing other Indebtedness permitted to be incurred under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock) and any amendments, restatements, modifications, renewals, supplements, refundings, replacements or refinancings of those agreements; provided that the restrictions therein are not materially more restrictive, taken as a whole, than those contained in the Finance Documents; (d) applicable law, rule, regulation or order; (e) any agreement or instrument of or Capital Stock of a Person acquired by the Company or any of its Restricted Subsidiaries as in effect at the time of such acquisition (except to the extent such agreement or instrument was entered into or incurred in connection with or in contemplation of such acquisition) and any amendments, modifications, restatements, renewals, increases, supplements, refundings, replacements or refinancings of any such agreement or instrument, provided that the amendments, modifications, restatements, renewals, increases, supplements, refundings, replacements or refinancings are (i) no more restrictive or (ii) not materially less favourable as determined in good faith by the Company, than the dividend and other payment restrictions contained in such instrument at the time of such acquisition, which encumbrance or restriction is not applicable to any Person, or the properties or assets of any Person, other than the Person, or the property or assets of the Person, so acquired; provided that, in the case of Indebtedness, such Indebtedness was permitted by the terms of this Agreement to be incurred; (f) customary non-assignment provisions in contracts, leases and licenses entered into in the ordinary course of business; (g) purchase money obligations for property acquired in the ordinary course of business and Capital Lease Obligations that impose restrictions on the property purchased or leased of the nature described in paragraph (c) of Clause 5 (Limitations on Sale and Leaseback Transactions); (h) any agreement for the sale or other disposition of the Capital Stock or all or substantially all of the property and assets of a Restricted Subsidiary of the Company that restricts distributions by that Restricted Subsidiary pending its sale or other disposition; (i) Permitted Refinancing Indebtedness; provided that the restrictions contained in the agreements governing such Permitted Refinancing Indebtedness are not

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212 materially more restrictive, taken as a whole, than those contained in the agreements governing the Indebtedness being refinanced; (j) Liens permitted to be incurred under Clause 4 (Liens) that limit the right of the debtor to dispose of the assets subject to such Liens; (k) provisions limiting the disposition or distribution of assets or property in joint venture agreements, asset sale agreements, sale-leaseback agreements, stock sale agreements and other similar agreements (including agreements entered into in connection with a Restricted Investment) entered into with the approval of the Company’s Board of Directors, which limitation is applicable only to the assets that are the subject of such agreements; (l) restrictions on cash or other deposits or net worth imposed by customers or suppliers or required by insurance, surety or bonding companies, in each case, under contracts entered into in the ordinary course of business; (m) Hedging Obligations entered into from time to time; (n) any mortgage financing or mortgage refinancing that imposes restrictions on the real property (including any heritage building rights) securing such Indebtedness; and (o) agreements governing Indebtedness incurred pursuant to paragraphs (e) and (o) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) by a Restricted Subsidiary of the Company that is an Excluded Subsidiary under paragraph (e) of the definition thereof, provided that any encumbrance or restriction in any such agreement is not applicable to any Person, or the properties or assets of any other Person, other than such Restricted Subsidiary or its property or assets. 7. MERGER, CONSOLIDATION, ETC. 7.1 The Company and Red Football Junior Limited, will not, directly or indirectly: (x) consolidate or merge with or into another Person, whether or not the Company is the surviving corporation, or (y) sell, assign, transfer, convey or otherwise dispose of all or substantially all of the properties or assets of the Company and its Restricted Subsidiaries taken as a whole, in one or more related transactions, to another Person, unless: (a) either: (i) (1) the Company or (2) INEOS is the surviving corporation; or (ii) the Person formed by or surviving any such consolidation or merger (if other than the Company, Red Football Junior Limited or MUL) or to which such sale, assignment, transfer, conveyance or other disposition has been made is an entity organized or existing under the laws of any Permitted Jurisdiction; (b) the Person formed by or surviving any such consolidation or merger (if other than the Company, Red Football Junior Limited or MUL) or the Person

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213 (including for the avoidance of doubt, INEOS) to which such sale, assignment, transfer, conveyance or other disposition has been made assumes all the obligations of the Company, Red Football Junior Limited or, as the case may be, MUL under the Finance Documents to which the Company, Red Football Junior Limited or MUL (as applicable) is a party pursuant to agreements reasonably satisfactory to the Agent (acting on the instructions of the Majority Lenders); (c) immediately after such transaction, no Default or Event of Default exists; (d) the Company, Red Football Junior Limited or MUL (as applicable), INEOS or the Person formed by or surviving any such consolidation or merger (if other than the Company, Red Football Junior Limited or, as the case may be, MUL), or to which such sale, assignment, transfer, conveyance or other disposition has been made, on the date of such transaction after giving pro forma effect thereto and any related financing transactions as if the same had occurred at the beginning of the applicable four-quarter period, (i) would be permitted to incur at least £1.00 of additional Indebtedness pursuant to the Fixed Charge Coverage Ratio test set forth in paragraph (a) of Clause 3.1 (Incurrence of Indebtedness and Issuance of Preferred Stock) or (ii) the Fixed Charge Coverage Ratio would not be less than it was prior to such transaction; and (e) the Company delivers to the Agent an Officers’ Certificate and opinion of counsel, in each case, stating that such consolidation, merger or transfer and assumption of obligations under the Finance Documents comply with this Clause 7.1. 7.2 Except as otherwise provided in this Clause 7.2, no Obligor (other than an Obligor whose Guarantee is to be released in accordance with this Agreement) may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Obligor is the surviving Person) another Person, other than (i) in the case of the Issuer, the Company or another Obligor or (ii) in the case of any Obligor, the Issuer, the Company or another Obligor unless: (i) either (x) such Obligor is the surviving Person, or (y) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if other than such Obligor) (A) is organized under the laws of a Permitted Jurisdiction and (B) assumes all the obligations of that Obligor under the Finance Documents to which such Obligor is a party pursuant to agreements reasonably satisfactory to the Agent (acting on the instructions of the Majority Lenders); provided that, in either case, immediately after giving effect to that transaction, no Default or Event of Default exists; or (ii) in the case only of an Obligor that is not a Borrower, the Company or Red Football Junior Limited, the Net Proceeds of such sale are applied in accordance with the applicable provisions of the Finance Documents. 7.3 In addition, no Obligor will, directly or indirectly, lease all or substantially all of the properties and assets of it and its Restricted Subsidiaries taken as a whole, in one or more related transactions, to any other Person.

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214 7.4 Notwithstanding the foregoing, neither this Clause 7 nor Clause 11.2 will restrict the sale or other disposition of all or substantially all of the assets or merger or consolidation of (a) the Issuer or any Obligor with, into or to any Obligor or INEOS, (so long as INEOS assumes all of the obligations of the Issuer or such Obligor under the Finance Documents to which it is a party pursuant to agreements reasonably satisfactory to the Majority Lenders), (b) any non-Obligor Restricted Subsidiary with, into or to the Issuer, INEOS or any Obligor or with, into or to any non-Obligor Restricted Subsidiary, (y) any Permitted Reorganisation and (z) paragraph (d) of Clause 7.1 will not apply to any sale or other disposition of all or substantially all of the assets or merger or consolidation of the Issuer or any Obligor with, into or to an Affiliate solely for the purpose of reincorporating the Issuer or such Obligor in a Permitted Jurisdiction for tax reasons, provided that any such transaction is consummated in accordance with the terms hereunder. 8. TRANSACTIONS WITH AFFILIATES 8.1 The Company will not, and will not cause or permit any of its Restricted Subsidiaries to, make any payment to or sell, lease, transfer or otherwise dispose of any of its properties or assets to, or purchase any property or assets from, or enter into or make or amend any transaction, contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any Affiliate of the Company (each, an “Affiliate Transaction”), unless: (a) the Affiliate Transaction is on terms that are no less favourable to the Company or the relevant Restricted Subsidiary than those that would have been obtained in a comparable arm’s length transaction by the Company or such Restricted Subsidiary with a Person who is not an Affiliate of the Company or any of its Restricted Subsidiaries; and (b) the Company delivers to the Agent: (i) with respect to any Affiliate Transaction or series of related Affiliate Transactions involving aggregate consideration in excess of £20,000,000, a resolution of the Board of Directors of the Company set forth in an Officers’ Certificate certifying that such Affiliate Transaction complies with this Clause 8 and that such Affiliate Transaction has been approved by a majority of the disinterested members of the Board of Directors of the Company or, if there are no disinterested directors in respect of such Affiliate Transaction, an opinion as to the fairness to the Company or such Subsidiary of such Affiliate Transaction from a financial point of view issued by an accounting, appraisal or investment banking firm of international standing; and (ii) with respect to any Affiliate Transaction or series of related Affiliate Transactions involving aggregate consideration in excess of £40,000,000, an opinion as to the fairness to the Company or such Subsidiary of such Affiliate Transaction from a financial point of view issued by an accounting, appraisal or investment banking firm of international standing;

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215 provided, however, that, the following items will not be deemed to be Affiliate Transactions and, therefore, will not be subject to the foregoing provisions of this Clause 8: (a) any employment agreement, collective bargaining agreement, consultant agreement, employee benefit arrangements with any employee, consultant, officer or director of the Company or any of its Restricted Subsidiaries, including under any stock option, stock appreciation rights, stock incentive or similar plans, entered into in the ordinary course of business; (b) transactions between or among the Company and/or its Restricted Subsidiaries; (c) transactions with a Person (other than an Unrestricted Subsidiary of the Company) that is an Affiliate of the Company solely because the Company owns, directly or through a Restricted Subsidiary, an Equity Interest in, or controls, such Person; (d) payment of reasonable and customary fees and reimbursements of expenses (pursuant to indemnity arrangements or otherwise) of officers, directors, employees or consultants of the Company or any of its Restricted Subsidiaries; (e) any issuance of Equity Interests (other than Disqualified Stock) or Subordinated Shareholder Funding of the Company to Affiliates of the Company; (f) Restricted Payments that do not violate the provisions of Clause 2 (Restricted Payments); (g) Permitted Investments (other than Permitted Investments described in paragraphs (c), (m) and (o) of the definition thereof); (h) transactions pursuant to, or contemplated by, any agreement in effect on the Seventh Amendment Effective Date and disclosed in public filings made by the Company or any Parent Subsidiary with the SEC prior to the Seventh Amendment Effective Date on Form 20-F, Form 6-K or any other publicly available filing, and transactions pursuant to any amendment, modification or extension to such agreement, so long as such amendment, modification or extension, taken as a whole, is not materially more disadvantageous to the Lenders than the original agreement as in effect on the Seventh Amendment Effective Date; (i) transactions with customers, clients, suppliers, or purchasers or sellers of goods or services, in each case in the ordinary course of business and otherwise in compliance with the terms of the Finance Documents that are fair to the Company or its Restricted Subsidiaries, in the reasonable determination of the members of the Board of Directors of the Company or the senior management thereof, or are on terms at least as favourable as might reasonably have been obtained at such time from an unaffiliated Person; (j) any payments or other transactions pursuant to a tax sharing agreement or arrangement relating to taxes between the Company and any other Person or a Restricted Subsidiary of the Company and any other Person with which the

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216 Company or any of its Restricted Subsidiaries files a consolidated tax return or with which the Company or any of its Restricted Subsidiaries is part of a group for tax purposes or any tax advantageous group contribution made pursuant to applicable legislation; provided, however, that any such tax sharing or arrangement and payment does not permit or require payments in excess of the amounts of tax that would be payable by the Company and its Restricted Subsidiaries on a stand-alone basis; (k) Permitted Reorganisations; and (l) any sponsorship contracts and/or arrangements entered into at any time or any other similar business between Company or a Restricted Subsidiary and INEOS or its Affiliates. 9. LIMITATION ON ISSUANCES OF GUARANTEES OF INDEBTEDNESS 9.1 The Company will not cause or permit any of its Restricted Subsidiaries which are not Obligors, directly or indirectly, to guarantee, assume or in any manner become liable, whether as a borrower, an additional or co- borrower or otherwise, for or in respect of any other Indebtedness of the Company or any of the Company’s other Restricted Subsidiaries unless such specified Restricted Subsidiary shall simultaneously accede to this Agreement as an Additional Guarantor. 9.2 Notwithstanding the foregoing, without becoming a Guarantor pursuant to the provisions of this Clause 9, New Holdco or any Restricted Subsidiary that is a New Holdco Subsidiary (including without limitation, Sponsorship Newco) may directly or indirectly, guarantee, assume or in any manner become liable, whether as borrower, an additional or co-borrower or otherwise, for or in respect any Indebtedness of New Holdco or any Restricted Subsidiary that is a New Holdco Subsidiary (including without limitation, Sponsorship Newco) permitted to be incurred by New Holdco or any Restricted Subsidiary that is a New Holdco Subsidiary (including without limitation, Sponsorship Newco) under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock). 9.3 Such Additional Guarantor will automatically and unconditionally be released under the same conditions and circumstances that the guarantee of other Indebtedness will be released, so long as no Default or Event of Default is existing or would arise as a result and no other Indebtedness is at that time guaranteed by the relevant Additional Guarantor that would have resulted in the requirement that such Additional Guarantor become an Additional Guarantor pursuant to this Clause 9. 10. DESIGNATION OF RESTRICTED AND UNRESTRICTED SUBSIDIARIES 10.1 The Board of Directors of the Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Clause 2 (Restricted Payments) or under one or more paragraphs of the definition of Permitted Investments, as determined by the Company.

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217 That designation will only be permitted if the Investment would be permitted at that time, if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary and if the Restricted Subsidiary has not previously been designated an Unrestricted Subsidiary on or after the Seventh Amendment Effective Date. The Board of Directors of the Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default and if such Unrestricted Subsidiary has not previously been designated a Restricted Subsidiary on or after the Seventh Amendment Effective Date. 10.2 Any designation of a Subsidiary of the Company as an Unrestricted Subsidiary will be evidenced to the Agent by filing with the Agent a certified copy of a resolution of the Board of Directors giving effect to such designation and an Officers’ Certificate certifying that such designation complied with the preceding conditions and was permitted under Clause 2 (Restricted Payments). If, at any time, any Unrestricted Subsidiary would fail to meet the preceding requirements as an Unrestricted Subsidiary, it will thereafter cease to be an Unrestricted Subsidiary for purposes of the Finance Documents and any Indebtedness of such Subsidiary will be deemed to be incurred by a Restricted Subsidiary of the Company as of such date and, if such Indebtedness is not permitted to be incurred as of such date under Clause 3 (Incurrence of Indebtedness and issuance of preferred stock) the Company will be in default of such covenant. The Board of Directors of the Company may at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary; provided that such designation will be deemed to be an incurrence of Indebtedness by a Restricted Subsidiary of the Company of any outstanding Indebtedness of such Unrestricted Subsidiary, and such designation will only be permitted if (i) such Indebtedness is permitted under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock) calculated on a pro forma basis as if such designation had occurred at the beginning of the applicable reference period; and (ii) no Default or Event of Default would be in existence following such designation. 11. LIMITATION ON ISSUER ACTIVITIES 11.1 The Issuer will not create, incur, assume or suffer to exist any Lien over any of its property or assets, or any proceeds therefrom, to secure Indebtedness, except for Liens to secure the Existing Notes, the Notes, the RCF Facilities, the Facility, any Stadium Financing or other Indebtedness permitted to be incurred under the Finance Documents to the extent Liens securing such Indebtedness are permitted to be incurred under the Finance Documents. 11.2 The Issuer will not (i) merge, consolidate, amalgamate or otherwise combine with or into another Person (whether or not the Issuer is the surviving corporation), or (ii) sell, assign, transfer, lease, convey or otherwise dispose of any material property or assets to any Person in one or more related transactions, other than, (A) in the case of clause (i) or clause (ii), in accordance with Clause 7 above, or (B) solely in the case of clause (ii), in connection with the incurrence of a Permitted Collateral Lien. 11.3 Until the date on which all Commitments under (and as defined in) the Agreement have been cancelled and all amounts outstanding under the Facility have been fully repaid, none of the Company nor any of its Restricted Subsidiaries will commence or take any action or facilitate a winding-up, liquidation or other analogous proceeding in respect of the Issuer.

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218 12. LIMITATION ON HOLDING COMPANY ACTIVITIES 12.1 The Company will not, at any time, own any assets or property other than cash and Cash Equivalents, the Carrington Premises, Capital Stock in Red Football Junior Limited and MUL, assets that will be used to make a Restricted Payment (other than a Restricted Investment) permitted by Clause 2 (Restricted Payments) promptly following receipt thereof by the Company and other assets that are de minimis in nature. 12.2 Red Football Junior Limited will not, at any time, own any assets or property other than Capital Stock in MUL and other assets that are de minimis in nature. 12.3 In addition, neither the Company nor Red Football Junior Limited will trade, undertake any activity, carry on any business, own any assets, enter into any arrangement or incur any liability other than: (a) the ownership of shares of MUL and, in the case of the Company, Red Football Junior Limited or any other direct Subsidiary of the Company and/or Red Football Junior Limited (an “Additional Subsidiary”) that is a member of the Group, in each case to the extent such shares are subject to Transaction Security and provided that any Additional Subsidiary is the only member of the Group (other than Red Football Junior Limited) in which the Company directly owns shares; (b) the provision of administrative services (excluding treasury services) to its Subsidiaries of a type customarily provided by a holding company to its Subsidiaries and the receipt of any amounts related thereto to the extent expressly permitted under the Intercreditor Agreement; (c) incurring Indebtedness permitted under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock) (including activities reasonably incidental thereto, including performance of the terms and conditions of such Indebtedness, to the extent such activities are otherwise permissible under the Finance Documents); (d) rights and obligations arising under the Note Documents, the Intercreditor Agreement (or any additional intercreditor agreement entered into pursuant to the terms of the Intercreditor Agreement), the Transaction Security Documents, the RCF Facilities, any Stadium Financing, the Existing Note Documents, any Finance Document or any other agreement existing on the Seventh Amendment Effective Date to which it is a party relating to the issue and sale of the Notes issued on or the application of the proceeds therefrom; (e) directly related or reasonably incidental to the establishment and/or maintenance of its corporate existence; or (f) the holding of bank accounts and the making of loans (including activities reasonably incidental thereto) permitted by the Finance Documents, and the entry into any agreement in relation thereto. 13. GOVERNING LAW 13.1 This Schedule is governed by the laws of the State of New York.

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220 Definitions in this Schedule: “Acquired Debt” means, with respect to any specified Person: (a) Indebtedness of any other Person existing at the time such other Person is merged with or into or became a Restricted Subsidiary of such specified Person, whether or not such Indebtedness is incurred in connection with, or in contemplation of, such other Person merging with or into, or becoming a Restricted Subsidiary; and (b) Indebtedness secured by a Lien encumbering any asset acquired by such specified Person. “Additional Amounts” has the meaning given to such term in the Note Purchase Agreement (in its form at the Seventh Amendment Effective Date). “Affiliate” means, at any time, and with respect to any Person, any other Person that at such time directly or indirectly through one or more intermediaries Controls, or is Controlled by, or is under common Control with, such first Person, and, with respect to the Company, shall include any Person beneficially owning or holding, directly or indirectly, 10 per cent. or more of any class of voting or equity interests of the Company or any Subsidiary or any Person of which the Company and its Subsidiaries beneficially own or hold, in the aggregate, directly or indirectly, 10 per cent. or more of any class of voting or equity interests. Unless the context otherwise clearly requires, any reference to an “Affiliate” is a reference to an Affiliate of the Company. “Affiliate Transaction” is defined in Clause 8 (Transactions with Affiliates). “Agent” means the “Agent” under and as defined in the Facility Agreement. “Asset Sale” means: (a) the sale, lease, conveyance or other disposition of any assets or rights by the Company or any of its Restricted Subsidiaries; provided that the sale, lease, conveyance or other disposition of all or substantially all of the assets of the Company and its Restricted Subsidiaries taken as a whole will be governed by Clause 14 (Mandatory Prepayment) of the Facility Agreement and/or Clause 7 (Merger, Consolidation, Etc.) of this Schedule and not by the provisions of Clause 1 (Asset Sales); and (b) the issuance of Equity Interests by any Restricted Subsidiary of the Company or the sale by the Company or any of its Restricted Subsidiaries of Equity Interests in any of the Company’s Subsidiaries, in each case other than directors’ qualifying shares. Notwithstanding the preceding, none of the following items will be deemed to be an Asset Sale: (a) any single transaction or series of related transactions that involves assets having a Fair Market Value of less than £10,000,000;

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221 (b) a transfer of assets between or among the Company and its Restricted Subsidiaries; (c) an issuance of Equity Interests by a Restricted Subsidiary of the Company to the Company or to a Restricted Subsidiary of the Company made in accordance with Clause 1.3 (Asset Sales); (d) the sale, lease, assignment or other transfer of products, services or accounts receivable in the ordinary course of business and any sale or other disposition of damaged, worn-out or obsolete assets in the ordinary course of business (including the abandonment or other disposition of intellectual property that is, in the reasonable judgment of the Company, no longer economically practicable to maintain or useful in the conduct of the business of the Company and its Restricted Subsidiaries taken as whole); (e) licenses and sublicenses by the Company or any of its Restricted Subsidiaries of software in the ordinary course of business; (f) any surrender or waiver of contract rights or settlement, release, recovery on or surrender of contract, tort or other claims in the ordinary course of business; (g) the granting of Liens not prohibited under Clause 4 (Liens); (h) the sale or other disposition of cash or Cash Equivalents; (i) a Restricted Payment that does not violate Clause 2 (Restricted Payments) or a Permitted Investment; (j) the disposition of receivables in connection with the compromise, settlement or collection thereof in the ordinary course of business or in bankruptcy or similar proceedings and exclusive of factoring or similar arrangements; (k) the sale, lease, assignment, disposal or other transfer of player registrations; (l) any licence or other right of occupation that allows the beneficiary to attend one or more sporting events (including without limitation association football matches) or other events in the ordinary course of business; (m) any licence or other right of use of any intellectual property or other right if entered into in connection with the commercial exploitation of such intellectual property or other rights in the ordinary course of business; (n) the monetisation of any contract or arrangement (including the disposition of receivables sold or discounted on a non-recourse basis) related to (k), (l) and (m) above; (o) the foreclosure, condemnation or any similar action with respect to any property or other assets or a surrender or waiver of contract rights or the settlement, release or surrender of contract, tort or other claims of any kind; (p) the sale of all or substantially all of the assets or merger or consolidation of the Issuer with or into an Affiliate solely for purposes of reincorporating the Issuer

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222 in a Permitted Jurisdiction for tax reasons; provided any such transaction is consummated in accordance with Clause 7.4 (Merger, Consolidation, Etc.); and (q) the transfer of employees and assets in accordance with the definition of “Permitted Reorganisation”. “Attributable Debt” in respect of a sale and leaseback transaction means, at the time of determination, the present value of the obligation of the lessee for net rental payments during the remaining term of the lease included in such sale and leaseback transaction including any period for which such lease has been extended or may, at the option of the lessor, be extended. Such present value shall be calculated using a discount rate equal to the rate of interest implicit in such transaction, determined in accordance with IFRS; provided, however, that if such sale and leaseback transaction results in a Capital Lease Obligation, the amount of Indebtedness represented thereby will be determined in accordance with the definition of “Capital Lease Obligation” below. “Beneficial Owner” has the meaning assigned to such term in Rule 13d-3 and Rule 13d-5 under the U.S. Exchange Act, as in effect on the Seventh Amendment Effective Date, except that in calculating the beneficial ownership of any particular “person” (as that term is used in section 13(d)(3) of the U.S. Exchange Act), such “person” will be deemed to have beneficial ownership of all securities that such “person” has the right to acquire by conversion or exercise of other securities, whether such right is currently exercisable or is exercisable only after the passage of time. The terms “Beneficially Owns” and “Beneficially Owned” have a corresponding meaning. “Board of Directors” means: (a) with respect to a corporation, the board of directors (or analogous governing body) of the corporation or any committee thereof duly authorised to act on behalf of such board; (b) with respect to a partnership, the board of directors of the general partner of the partnership; (c) with respect to a limited liability company, the managing member or members (or analogous governing body) or any controlling committee of managing members thereof; and (d) with respect to any other Person, the board or committee of such Person serving a similar function. “Business Day” means any day other than a Saturday, a Sunday or a day on which commercial banks in New York, New York or London, England are required or authorized to be closed. “Capital Lease Obligation” means, at the time any determination is to be made, the amount of the liability in respect of a capital lease that would at that time be required to be capitalised on a balance sheet (excluding the footnotes thereto) prepared in accordance with IFRS as in effect on the Seventh Amendment Effective Date, and the Stated Maturity thereof shall be the date of the last payment of rent or any other amount

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223 due under such lease prior to the first date upon which such lease may be prepaid by the lessee without payment of a penalty. “Capital Stock” means: (a) in the case of a corporation, corporate stock; (b) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of corporate stock; (c) in the case of a partnership or limited liability company, partnership interests (whether general or limited) or membership interests; and (d) any other interest or participation that confers on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person, but excluding from all of the foregoing any debt securities convertible into Capital Stock, whether or not such debt securities include any right of participation with Capital Stock. “Carrington Premises” means the property known as the Trafford Training Centre and Academy at Carrington Manchester (title number GM785864), including any real property and fixtures related thereto but not any personal property. “Cash Equivalents” means: (a) direct obligations (or certificates representing an interest in such obligations) issued by, or unconditionally guaranteed by, the government of a member state of a Permitted Jurisdiction, the payment of which is backed by the full faith and credit of such Permitted Jurisdiction, and which are not callable or redeemable at the Company’s option; (b) overnight bank deposits, time deposit accounts, certificates of deposit, banker’s acceptances and money market deposits with maturities (and similar instruments) of 12 months or less from the date of acquisition issued by a bank or trust company which is organised under, or authorised to operate as a bank or trust company under, the laws of a Permitted Jurisdiction; provided that such bank or trust company has capital, surplus and undivided profits aggregating in excess of £500.0 million (or the foreign currency equivalent thereof as of the date of such investment) and whose long-term debt is rated “A-3” or higher by Moody’s Investor Services Limited or “A–” or higher by Standard & Poor’s Rating Services or the equivalent rating category of another internationally recognised rating agency; (c) repurchase obligations with a term of not more than 90 days for underlying securities of the types described in paragraphs (a) and (b) above entered into with any financial institution meeting the qualifications specified in paragraph (b) above; (d) commercial paper rated at the time of acquisition thereof at least P-1 by Moody’s Investor Services Limited or at least A-1 by Standard & Poor’s Rating

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224 Services and, in each case, maturing within one year after the date of acquisition; and (e) money market funds at least 95 per cent. of the assets of which constitute Cash Equivalents of the kinds described in paragraph (a) to (d) of this definition. “Change of Control” means the occurrence of any of the following: (a) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties or assets of the Company and its Restricted Subsidiaries taken as a whole to any Person (including any “person” (as that term is used in section 13(d)(3) of the Exchange Act)) other than a Principal or a Related Party of a Principal; (b) the adoption of a plan relating to the liquidation or dissolution of the Company; (c) the consummation of any transaction (including, without limitation, any merger or consolidation), the result of which is that any Person (including any “person” as defined above), other than a Principal and/or any of its Related Parties, becomes the Beneficial Owner, directly or indirectly, of more than 50 per cent. of the Voting Stock of the Company, measured by voting power rather than number of shares; (d) the first day on which a majority of the members of the Board of Directors of the Company are not Continuing Directors; provided, however, that this paragraph (d) shall not apply to members of the Board of Directors nominated or re-elected by employees pursuant to co-determination and similar statutes providing for employee representatives on supervisory or similar boards; (e) the first day on which (i) the Company fails to own, directly or indirectly, 100 per cent. of the Capital Stock of MUL or (ii) MUL fails to own, directly or indirectly, 100 per cent. of the Capital Stock of the Issuer; (f) Manchester United plc (alone or together with one or more Affiliates controlled by it) ceases to own (directly or indirectly) a larger percentage than does any other Person of the share capital in and shareholder loans to, the Company; (g) the Original Investors and the INEOS Related Parties cease to have the power to control more than one- half of the maximum number of votes that might be cast at a general meeting of the Company or appoint or remove a majority of directors of the Company or give directions with respect to operating and financial policies of Parent; (h) where the Original Investors and INEOS cease to, directly or indirectly, beneficially hold in aggregate issued share capital having the right to cast more than 30 per cent of the votes capable of being cast at a general meeting of the Company; or (i) where any shareholder or group of shareholders acting in concert (other than the Original Investors and INEOS) acquire (directly or indirectly) issued share capital having the right to cast a greater percentage of the votes capable of

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225 being cast at a general meeting of the Company than is, directly or indirectly, beneficially held in aggregate by the Original Investors and INEOS. For the purposes of this definition, “acting in concert” means, a group of shareholders who, pursuant to an agreement or understanding (whether formal or informal), actively co-operate, through the acquisition directly or indirectly of shares in the Company by any of them, either directly or indirectly, to obtain or consolidate control of the Company. “Collateral” means any and all assets from time to time in which a security interest has been or will be granted pursuant to any Transaction Security Document to secure the obligations of the Issuer and the Obligors under the Finance Documents. “Company” means Red Football Limited (registration number 05370076). “Consolidated EBITDA” has the meaning given to such term in Clause 28.1 (Financial definitions). “Consolidated Interest Expense” means, with respect to any specified Person for any period, the sum, without duplication, of: (a) the consolidated interest expense of such Person and its Subsidiaries which are Restricted Subsidiaries for such period, whether paid or accrued, including, without limitation, amortisation of debt issuance costs and original issue discount, non-cash interest payments, the interest component of any deferred payment obligations, the interest component of all payments associated with Capital Lease Obligations, imputed interest with respect to Attributable Debt, commissions, discounts and other fees and charges incurred in respect of letter of credit or bankers’ acceptance financings, and net of the effect of all payments made or received pursuant to Hedging Obligations in respect of interest rates (excluding any non-cash interest expense on Subordinated Shareholder Funding); plus (b) the consolidated interest expense of such Person and its Subsidiaries which are Restricted Subsidiaries that was capitalised during such period; plus (c) any interest on Indebtedness of another Person that is guaranteed by such Person or one of its Subsidiaries which are Restricted Subsidiaries to the extent paid or secured by a Lien on assets of such Person or one of its Subsidiaries which are Restricted Subsidiaries to the extent such Lien is called upon; plus (d) the product of (i) all dividends, whether paid or accrued and whether or not in cash, on any series of preferred stock of such Person or any of its Subsidiaries which are Restricted Subsidiaries, other than dividends on Equity Interests payable solely in Equity Interests of the Company (other than Disqualified Stock) or to the Company or a Restricted Subsidiary of the Company, times (ii) a fraction, the numerator of which is one and the denominator of which is one minus the then current combined federal, state and local statutory tax rate of such Person, expressed as a decimal, in each case, determined on a consolidated basis in accordance with IFRS.

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226 “Consolidated Net Income” means, with respect to any specified Person for any period, the aggregate of the net income (loss) of such Person and its Restricted Subsidiaries for such period, on a consolidated basis, determined in accordance with IFRS; provided that: (a) the net income (loss) of any Person that is not a Restricted Subsidiary or that is accounted for by the equity method of accounting will be included only to the extent of the amount of dividends or similar distributions paid in cash to the specified Person or a Restricted Subsidiary of such Person and the net income (if negative) of any Person that is not a Restricted Subsidiary will be included only to the extent that such loss has been funded with cash by the specified Person or a Restricted Subsidiary of such Person; (b) solely for the purpose of determining the amount available for Restricted Payments under paragraph (iii) (A) of Clause 2.1 (Restricted Payments) any net income (loss) of any Restricted Subsidiary will be excluded if such Subsidiary is subject to restrictions, directly or indirectly, on the payment of dividends or the making of distributions by such Restricted Subsidiary, directly or indirectly, to the Company by operation of the terms of such Restricted Subsidiary’s charter or any agreement, instrument, judgment, decree, order, statute or governmental rule or regulation applicable to such Restricted Subsidiary or its shareholders; except that the Company’s equity in the net income of any such Restricted Subsidiary for such period will be included in such Consolidated Net Income up to the aggregate amount of cash or Cash Equivalents actually distributed or that could have been distributed by such Restricted Subsidiary during such period to the Company or another Restricted Subsidiary as a dividend or other distribution (subject, in the case of a dividend to another Restricted Subsidiary, to the limitation contained in this clause); (c) the net income (loss) arising from the sale, assignment, disposal or other transfer of player registrations will be excluded; (d) any extraordinary or exceptional gain, loss or charge or any profit or loss on Asset Sales, asset impairments or early extinguishment of Indebtedness, or any charges or reserves in respect of any restructuring, redundancy, integration or severance or any expenses, charges, reserves or other costs related to acquisitions will be excluded; (e) non-cash tax charges that are set off by group relief by a Parent Entity will be excluded; (f) the cumulative effect of a change in accounting principles will be excluded; and (g) any intangible asset impairment charge and amortisation of player registrations and amortisation of goodwill will be excluded. “Consolidated Senior Secured Leverage” means, as of any date of determination, the sum of the total amount of Senior Secured Indebtedness of the Company and its Restricted Subsidiaries on a consolidated basis.

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227 “Consolidated Senior Secured Leverage Ratio” means as of any date of determination, the ratio of (i) the Consolidated Senior Secured Leverage on such date to (ii) the Consolidated EBITDA for the most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such additional Indebtedness is incurred. In the event that the specified Person or any of its Restricted Subsidiaries incurs, assumes, guarantees, repays, repurchases, redeems, defeases or otherwise discharges any Indebtedness (other than ordinary working capital borrowings) or issues, repurchases or redeems Disqualified Stock or preferred stock subsequent to the commencement of the period for which the Consolidated Senior Secured Leverage Ratio is being calculated and on or prior to the date on which the event for which the calculation of the Consolidated Senior Secured Leverage Ratio is made (the “ CSSLR Calculation Date”), then the Consolidated Senior Secured Leverage Ratio will be calculated giving pro forma effect (as determined in good faith by a Senior Financial Officer of the Company) to such incurrence, assumption, guarantee, repayment, repurchase, redemption, defeasance or other discharge of Indebtedness, or such issuance, repurchase or redemption of Disqualified Stock or preferred stock, and the use of the proceeds therefrom, as if the same had occurred at the beginning of the applicable four-quarter reference period. For purposes of calculating the Consolidated EBITDA for such period: (a) acquisitions that have been made by the specified Person or any of its Subsidiaries which are Restricted Subsidiaries, including through mergers or consolidations, or any Person or any of its Subsidiaries which are Restricted Subsidiaries acquired by the specified Person or any of its Subsidiaries which are Restricted Subsidiaries, and including all related financing transactions and including increases in ownership of Subsidiaries which are Restricted Subsidiaries, during the four-quarter reference period or subsequent to such reference period and on or prior to the CSSLR Calculation Date, or that are to be made on the CSSLR Calculation Date, will be given pro forma effect (as determined in good faith by a Senior Financial Officer of the Company and may include anticipated expense and cost reduction synergies) as if they had occurred on the first day of the four-quarter reference period; (b) the Consolidated EBITDA attributable to discontinued operations, as determined in accordance with IFRS, and operations or businesses (and ownership interests therein) disposed of prior to the CSSLR Calculation Date, will be excluded; (c) any Person that is a Restricted Subsidiary on the CSSLR Calculation Date will be deemed to have been a Restricted Subsidiary at all times during such four-quarter period; and (d) any Person that is not a Restricted Subsidiary on the CSSLR Calculation Date will be deemed not to have been a Restricted Subsidiary at any time during such four-quarter period. “continuing” has the meaning given to such term in the Facility Agreement.

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228 “Continuing Directors” means, as of any date of determination, any member of the Board of Directors of the Company who: (a) was a member of such Board of Directors on the Seventh Amendment Effective Date; or (b) was nominated for election or elected to such Board of Directors with the approval of a majority of the Continuing Directors who were members of such Board of Directors at the time of such nomination or election. “Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise; and the terms “Controlled” and “Controlling” shall have meanings correlative to the foregoing. “Default” has the meaning given to such term in the Facility Agreement. “Disqualified Stock” means any Capital Stock that, by its terms (or by the terms of any security into which it is convertible, or for which it is exchangeable, in each case, at the option of the holder of the Capital Stock), or upon the happening of any event, matures or is mandatorily redeemable, pursuant to a sinking fund obligation or otherwise, or redeemable at the option of the holder of the Capital Stock, in whole or in part, on or prior to the date that is 91 days after the date on which the Notes mature. Notwithstanding the preceding sentence, any Capital Stock that would constitute Disqualified Stock solely because the holders of the Capital Stock have the right to require an Obligor to repurchase such Capital Stock upon the occurrence of a Change of Control or an Asset Sale will not constitute Disqualified Stock if the terms of such Capital Stock provide that the relevant Obligor may not repurchase or redeem any such Capital Stock pursuant to such provisions unless such repurchase or redemption complies with Clause 2 (Restricted Payments). The amount of Disqualified Stock deemed to be outstanding at any time for purposes of the Finance Documents will be the maximum amount that the Company and its Restricted Subsidiaries may become obligated to pay upon the maturity of, or pursuant to any mandatory redemption provisions of, such Disqualified Stock, exclusive of accrued dividends. “Equity Interests” means Capital Stock and all warrants, options or other rights to acquire Capital Stock (but excluding any debt security that is convertible into, or exchangeable for, Capital Stock). “Event of Default” has the meaning given to such term in the Facility Agreement. “Excess Proceeds” has the meaning given to such term in Clause 1.4. “Excess Proceeds Prepayment Offer” has the meaning given to such term in Clause 1.4 (Asset Sales). “Excluded Contributions” means the net cash proceeds received by the Company after the Seventh Amendment Effective Date from (a) contributions to its common equity capital or (b) the sale (other than to a Subsidiary) of Equity Interests (other than Disqualified Stock), in each case designated as Excluded Contributions pursuant to an Officers’ Certificate (which shall be designated no later than the date on which such

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229 Excluded Contribution has been received by the Company), the cash proceeds of which are excluded from the calculation set forth in paragraph (iii)(B) of Clause 2.1 (Restricted Payment). “Existing Indebtedness” means all Indebtedness of the Company and its Restricted Subsidiaries outstanding on the Seventh Amendment Effective Date after giving effect to the use of proceeds hereunder, until such amounts are repaid. “Existing Note Documents” means the Existing Note Purchase Agreement and the Existing Notes. “Existing Note Guarantees” means the “Note Guarantees” as defined in the Existing Note Purchase Agreement. “Existing Note Purchase Agreement” means that certain Note Purchase Agreement dated 27 May 2015 by and between MUFC, the Company, MUL, RFJ, The Bank of New York Mellon, as Paying Agent and the several institutional investors named therein from time to time, as amended. “Existing Notes” means MUFC’s 3.79% guaranteed senior secured notes due 2027 originally issued by MUFC in the aggregate principal amount of $425,000,000 pursuant to the Existing Note Purchase Agreement. “Facility” means the facility made available under the Facility Agreement. “Facility Agreement” means this Agreement, as amended by the Amendment and Restatement Agreement, the Second Amendment and Restatement Agreement, the Third Amendment and Restatement Agreement, the Fourth Amendment and Restatement Agreement, the Fifth Amendment and Restatement Agreement, the Sixth Amendment and Restatement Agreement, the Seventh Amendment and Restatement Agreement and as further amended and/or amended and restated from time to time. “Fair Market Value” means the value that would be paid by a willing buyer to an unaffiliated willing seller in an arm’s length transaction not involving distress or necessity of either party, determined in good faith by the Board of Directors of the Company (unless otherwise provided in this Agreement). “Finance Documents” has the meaning given to such term in the Facility Agreement. “Finance Parties” has the meaning given to such term in the Facility Agreement. “Fixed Charge Coverage Ratio” means with respect to any specified Person for any period, the ratio of the Consolidated EBITDA for such period to the Consolidated Interest Expense of the Restricted Group for such period. In the event that the specified Person or any of its Restricted Subsidiaries incurs, assumes, guarantees, repays, repurchases, redeems, defeases or otherwise discharges any Indebtedness (other than ordinary working capital borrowings) or issues, repurchases or redeems Disqualified Stock or preferred stock subsequent to the commencement of the period for which the Fixed Charge Coverage Ratio is being calculated and on or prior to the date on which the event for which the calculation of the Fixed Charge Coverage Ratio is made (the “FCCR Calculation Date”), then the Fixed Charge Coverage Ratio will be calculated

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230 giving pro forma effect (as determined in good faith by a Senior Financial Officer of the Company) to such incurrence, assumption, guarantee, repayment, repurchase, redemption, defeasance or other discharge of Indebtedness, or such issuance, repurchase or redemption of Disqualified Stock or preferred stock, and the use of the proceeds therefrom, as if the same had occurred at the beginning of the applicable four-quarter reference period. In addition, for purposes of calculating the Fixed Charge Coverage Ratio: (a) acquisitions that have been made by the specified Person or any of its Restricted Subsidiaries, including through mergers or consolidations, or any Person or any of its Restricted Subsidiaries acquired by the specified Person or any of its Restricted Subsidiaries, and including all related financing transactions and including increases in ownership of Restricted Subsidiaries, during the four-quarter reference period or subsequent to such reference period and on or prior to the FCCR Calculation Date, or that are to be made on the FCCR Calculation Date, will be given pro forma effect (as determined in good faith by a Senior Financial Officer of the Company and may include anticipated expense and cost reduction synergies) as if they had occurred on the first day of the four-quarter reference period; (b) the Consolidated EBITDA attributable to discontinued operations, as determined in accordance with IFRS, and operations or businesses (and ownership interests therein) disposed of prior to the FCCR Calculation Date, will be excluded; (c) the Consolidated Interest Expense attributable to discontinued operations, as determined in accordance with IFRS, and operations or businesses (and ownership interests therein) disposed of prior to the FCCR Calculation Date, will be excluded, but only to the extent that the obligations giving rise to such Consolidated Interest Expense will not be obligations of the specified Person or any of its Restricted Subsidiaries following the FCCR Calculation Date; (d) any Person that is a Restricted Subsidiary on the FCCR Calculation Date will be deemed to have been a Restricted Subsidiary at all times during such four-quarter period; (e) any Person that is not a Restricted Subsidiary on the FCCR Calculation Date will be deemed not to have been a Restricted Subsidiary at any time during such four-quarter period; and (f) if any Indebtedness bears a floating rate of interest, the interest expense on such Indebtedness will be calculated as if the rate in effect on the FCCR Calculation Date had been the applicable rate for the entire period (taking into account any Hedging Obligation applicable to such Indebtedness if such Hedging Obligation has a remaining term as at the FCCR Calculation Date in excess of 12 months, or, if shorter, at least equal to the remaining term of such Indebtedness). “Governmental Authority” means (a) the government of

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231 (i) the United States of America or the United Kingdom or any state or other political subdivision of either thereof, or (ii) any other jurisdiction in which the Company or any Restricted Subsidiary conducts all or any part of its business, or which asserts jurisdiction over any properties of the Company or any Parent Subsidiary, or (b) any entity exercising executive, legislative, judicial, regulatory or administrative functions of, or pertaining to, any such government. “Guarantee” means a guarantee other than by endorsement of negotiable instruments for collection in the ordinary course of business, direct or indirect, in any manner including, without limitation, by way of a pledge of assets or through letters of credit or reimbursement agreements in respect thereof, of all or any part of any Indebtedness (whether arising by virtue of partnership arrangements, or by agreements to keep-well, to purchase assets, goods, securities or services, to take or pay or to maintain financial statement conditions or otherwise). “Guarantors” has the meaning given to such term in the Facility Agreement. “Hedging Obligations” means, with respect to any specified Person, the obligations of such Person under: (a) interest rate swap agreements (whether from fixed to floating or from floating to fixed), interest rate cap agreements and interest rate collar agreements; (b) other agreements or arrangements designed to manage interest rates or interest rate risk; and (c) other agreements or arrangements designed to protect such Person against fluctuations in currency exchange rates or commodity prices. “Holding Company” has the meaning given to such term in the Facility Agreement. “Issuer” means Manchester United Football Club Limited (registration number 00095489), a company incorporated in England and Wales with limited liability. “IFRS” UK adopted international accounting standards within the meaning of section 474(1) of the UK Companies Act 2006 to the extent applicable to the relevant financial statements or any variation thereof with which the Issuer or its Restricted Subsidiaries are, or may be, required to comply. Except as otherwise set forth in this Schedule, all ratios and calculations based on IFRS contained in this Schedule shall be computed in accordance with IFRS as in effect on the Seventh Amendment Effective Date. “Indebtedness” means, with respect to any specified Person, any indebtedness of such Person (excluding accrued expenses and trade payables), whether or not contingent: (a) in respect of borrowed money; (b) evidenced by bonds, notes, debentures or similar instruments or letters of credit (or reimbursement agreements in respect thereof);

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232 (c) in respect of bankers’ acceptances; (d) representing Capital Lease Obligations; (e) representing the balance deferred and unpaid of the purchase price of any property or services due more than six months after such property is acquired or such services are completed; (f) representing any Hedging Obligations; and (g) representing Attributable Debt. In addition, the term “Indebtedness” includes all Indebtedness of others secured by a Lien on any asset of the specified Person (whether or not such Indebtedness is assumed by the specified Person) and, to the extent not otherwise included, the Guarantee by the specified Person of any Indebtedness of any other Person. In addition, for the purpose of avoiding duplication in calculating the outstanding principal amount of Indebtedness for purposes of Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock), Indebtedness arising solely by reason of the existence of a Lien to secure other Indebtedness permitted to be incurred under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock) will not be considered incremental Indebtedness. The term “Indebtedness” shall not include: (a) in connection with the purchase by the Company or any of its Restricted Subsidiaries of any business, any post-closing payment adjustments to which the seller may become entitled to the extent such payment is determined by a final closing balance sheet or such payment depends on the performance of such business after the closing; provided, however, that, at the time of closing, the amount of any such payment is not determinable and, to the extent such payment thereafter becomes fixed and determined, the amount is paid within 30 days thereafter; (b) any contingent obligations in respect of workers’ compensation claims, early retirement or termination obligations, pension fund obligations or contributions or similar claims, obligations or contributions or social security or wage Taxes; or (c) Subordinated Shareholder Funding. “INEOS” means INEOS Limited, a company limited by shares incorporated under the laws of the Isle of Man. “INEOS Related Parties” means each and any of: (a) Sir James A. Ratcliffe, John Reece and Andrew Currie and any Affiliate of any of the foregoing;

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233 (b) any Person having a relationship with Sir James A. Ratcliffe, John Reece or Andrew Currie by blood, marriage or adoption not more remote than first cousin; (c) any heir of Sir James A. Ratcliffe, John Reece or Andrew Currie and any beneficiary of their respective estates; (d) any trusts or similar entities or structures or arrangements established for the primary benefit (directly or indirectly) of any one or more of Sir James A. Ratcliffe, John Reece or Andrew Currie or any Person mentioned in paragraphs (b) or (c) above or for any charitable or other similar purpose; provided that control over the voting rights of the Capital Stock held in such trusts or similar entities or structures or arrangements is held directly or indirectly by any one or more of Sir James A. Ratcliffe, John Reece or Andrew Currie or any such Person mentioned in paragraphs (b) or (c) above, or by the trustees or equivalent Persons holding a fiduciary or similar role in such trusts or entities or structures or arrangements for the direct or indirect benefit of any one or more of Sir James A. Ratcliffe, John Reece or Andrew Currie or any Person mentioned in paragraphs (b) or (c) above or for any charitable or other similar purpose; and (e) any Person that is directly or indirectly owned solely by one or more INEOS Related Parties described under paragraphs (a), (b), (c) or (d) of this definition. “Intercreditor Agreement” has the meaning given to such term in the Facility Agreement. “Investments” means, with respect to any Person, all direct or indirect investments by such Person in other Persons (including Affiliates) in the forms of loans (including Guarantees or other obligations, but excluding advances or extensions of credit to customers or suppliers made in the ordinary course of business), advances or capital contributions (excluding commission, travel and similar advances to Officers and employees made in the ordinary course of business), purchases or other acquisitions for consideration of Indebtedness, Equity Interests or other securities, together with all items that are or would be classified as Investments on a balance sheet prepared in accordance with IFRS. If the Company or any of its Restricted Subsidiaries sells or otherwise disposes of any Equity Interests of any direct or indirect Restricted Subsidiary of the Company such that, after giving effect to any such sale or disposition, such Person is no longer a Restricted Subsidiary of the Company, the Company will be deemed to have made an Investment on the date of any such sale or disposition equal to the Fair Market Value of the Company’s Investments in such Restricted Subsidiary that were not sold or disposed of in an amount determined as provided in Clause 2.3 (Restricted Payments). The acquisition by the Company or any of its Restricted Subsidiaries of a Person that holds an Investment in a third Person will be deemed to be an Investment by the Company or such Restricted Subsidiary in such third Person in an amount equal to the Fair Market Value of the Investments held by the acquired Person in such third Person in an amount determined as provided in Clause 2.3 (Restricted Payments). Except as otherwise provided in the Finance Documents, the amount of an Investment will be determined at the time the Investment is made and without giving effect to subsequent changes in value.

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234 “Issuer” means Manchester United Football Club Limited (registration number 00095489). “Lenders” has the meaning given to such term in the Facility Agreement. “Lien” means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind in respect of such asset, whether or not filed, recorded or otherwise perfected under applicable law, including any conditional sale or other title retention agreement and any lease in the nature thereof. “Material Company” has the meaning given to such term in the Facility Agreement. “MUL” means Manchester United Limited (registration number 02570509). “Make-Whole Amount” has the meaning given to such term in the Note Purchase Agreement (in its form at the Seventh Amendment Effective Date). “Net Proceeds” means the aggregate cash proceeds and Cash Equivalents received by the Company or any of its Restricted Subsidiaries in respect of any Asset Sale (including, without limitation, any cash or Cash Equivalents received upon the sale or other disposition of any non-cash consideration received in any Asset Sale), net of the direct costs relating to such Asset Sale, including, without limitation, legal, accounting and investment banking fees, and sales commissions, and any relocation expenses incurred as a result of the Asset Sale, taxes paid or payable as a result of the Asset Sale, in each case, after taking into account any available tax credits or deductions and any tax sharing arrangements, and any reserve for adjustment or indemnification obligations in respect of the sale price of such asset or assets established in accordance with IFRS. “Non-Recourse Debt” means Indebtedness: (a) as to which neither the Company nor any of its Restricted Subsidiaries (a) provides credit support of any kind (including any undertaking, agreement or instrument that would constitute Indebtedness) or (b) is directly or indirectly liable as a guarantor or otherwise; and (b) as to which the holders have been notified in writing that they will not have any recourse to the stock or assets of the Company or any of its Restricted Subsidiaries (other than the Equity Interests of an Unrestricted Subsidiary). “Note Documents” means the Note Purchase Agreement, the Notes, the Intercreditor Agreement, the Representative Deed and the Transaction Security Documents. “Note Guarantee” means the Guarantee by each Guarantor of the Company’s obligations under the Note Purchase Agreement and the Notes, executed pursuant to the provisions of the Note Purchase Agreement. “Notes Offer” is defined in Clause 1.2 (Asset Sales). “Note Purchase Agreement” means the note purchase agreement dated as of on or around the Seventh Amendment Effective Date entered into by, among others, the Issuer, and relating to the Notes.

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235 “Notes” means the 5.36% guaranteed senior secured notes in an aggregate principal amount of $550,000,000 due 10 June 2031 issued on the Seventh Amendment Effective Date. “Obligations” means any principal, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable under the documentation governing any Indebtedness. “Obligor” has the meaning given to such term in the Facility Agreement. “Officer” means, with respect to any Person, the Chairman of the Board of Directors, the Chief Executive Officer, the President, the Chief Operating Officer, the Chief Financial Officer, the Chief of Staff, the Treasurer, any Assistant Treasurer, the Controller, the Secretary, any Managing Director, Director or any Vice-President of such Person. “Officer’s Certificate” means a certificate of a Senior Financial Officer or of any other officer of the Issuer or other Obligor, as applicable, whose responsibilities extend to the subject matter of such certificate. “Parent Entity” means any direct or indirect parent company or entity of the Company. “Parent Subsidiary” means any Subsidiary of the Company, including the Issuer. “Permitted Business” means (i) any businesses, services or activities engaged in by the Company and its Restricted Subsidiaries on the Seventh Amendment Effective Date and (ii) any other business or activity which is ancillary, reasonably related or complementary thereto. “Permitted Collateral Liens” means: (a) Liens on the Collateral to secure the Finance Documents; (b) Liens on the Collateral to secure the Existing Notes (or the Existing Note Guarantees) until three Business Days after the Seventh Amendment Effective Date, the Notes (or the Note Guarantees) and any Permitted Refinancing Indebtedness in respect thereof (and Permitted Refinancing Indebtedness in respect of Permitted Refinancing Indebtedness); provided that each of the parties thereto will have entered into the Intercreditor Agreement (or any additional intercreditor agreement entered into pursuant to the terms of the Intercreditor Agreement); provided further that all property and assets (including, without limitation, the Collateral) securing such Permitted Refinancing Indebtedness secures the Facilities and any guarantee thereof on a senior or pari passu basis; (c) Liens on the Collateral to secure Indebtedness: (i) under the RCF Facilities; (ii) permitted by paragraph (e) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) or paragraph (o) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock); and (iii) permitted by Clause 3.1 of (Incurrence of Indebtedness and Issuance of Preferred Stock) and Permitted Refinancing Indebtedness in respect thereof (and Permitted Refinancing Indebtedness in respect of such Permitted Refinancing

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236 Indebtedness), provided that, in each case, all property and assets (including, without limitation, the Collateral) securing such Indebtedness also secures the Facility and any guarantee thereof on a senior or pari passu basis and provided further that each of the parties thereto will have entered into the Intercreditor Agreement (or any additional intercreditor agreement entered into pursuant to the terms of the Intercreditor Agreement); (d) Liens on the Collateral securing the Company’s or any Restricted Subsidiary’s obligations under Hedging Obligations (other than Hedging Obligations in respect of commodity prices and only to the extent such Hedging Obligations relate to Indebtedness referred to in paragraphs (a) or (b) above and such Indebtedness is also secured by the Collateral) permitted by paragraph (i) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock), provided that the assets and properties securing such Indebtedness will also secure the Facility or any guarantee thereof on a senior or pari passu basis and provided further that each of the parties thereto will have entered into the Intercreditor Agreement (or any additional intercreditor agreement entered into pursuant to the terms of the Intercreditor Agreement); (e) Liens on the Collateral arising by operation of law that are described in one or more of paragraphs (d), (g), (h), (i), (l), (n) and (o) of the definition of “Permitted Liens” and that, in each case, would not materially interfere with the ability of the Security Trustee to enforce any Lien over the Collateral; and (f) Liens incurred in the ordinary course of business of the Company or any of its Restricted Subsidiaries with respect to obligations that in total do not exceed £5,000,000 at any one time outstanding and that (i) are not incurred in connection with the borrowing of money or the obtaining of advances or credit (other than trade credit in the ordinary course of business) and (ii) do not in the aggregate materially detract from the value of the property or materially impair the use thereof in the operation from the Company’s or such Restricted Subsidiary’s business. “Permitted Debt” has the meaning given to such term in Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock). “Permitted Investments” means: (a) any Investment in the Company or in a Restricted Subsidiary of the Company; (b) any Investment in cash and Cash Equivalents; (c) any Investment by the Company or any of its Restricted Subsidiaries in a Person, if as a result of such Investment: (i) such Person becomes a Restricted Subsidiary of the Company; or (ii) such Person is merged, consolidated or amalgamated with or into, or transfers or conveys substantially all of its assets to, or is liquidated into, the Company or a Restricted Subsidiary of the Company;

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237 (d) any Investment made as a result of the receipt of non-cash consideration from an Asset Sale that was made pursuant to and in compliance with Clause 1 (Assets Sales); (e) any acquisition of assets or Capital Stock solely in exchange for the issuance of Equity Interests (other than Disqualified Stock) of the Company; (f) any Investments received in compromise or resolution of (i) obligations of trade creditors or customers that were incurred in the ordinary course of business of the Company or any of its Restricted Subsidiaries, including settlement of delinquent obligations pursuant to any plan of reorganisation or similar arrangement upon the bankruptcy or insolvency of, or other foreclosure with respect to, any trade creditor or customer; or (ii) litigation, arbitration or other disputes with Persons who are not Affiliates; (g) Investments in receivables owing to the Company or any of its Restricted Subsidiaries created or acquired in the ordinary course of business; (h) Investments represented by Hedging Obligations; (i) loans or advances to officers, directors or employees made in the ordinary course of business of the Company or any of its Restricted Subsidiaries in an aggregate principal amount not to exceed £5,000,000 at any one time outstanding; (j) repurchases of the Notes in accordance with section 8 (Payment and Prepayment of the Notes) of the Note Purchase Agreement; (k) any Guarantee of Indebtedness permitted to be incurred under Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock); (l) any Investment existing on, or made pursuant to binding commitments existing on, the Seventh Amendment Effective Date and any Investment consisting of an extension, modification or renewal of any Investment existing on, or made pursuant to a binding commitment existing on, the Seventh Amendment Effective Date; provided that the amount of any such Investment may be increased (i) as required by the terms of such Investment as in existence on the Seventh Amendment Effective Date or (ii) as otherwise permitted under this Agreement; (m) Investments acquired after the Seventh Amendment Effective Date as a result of the acquisition by the Company or any of its Restricted Subsidiaries of another Person, including by way of a merger, amalgamation or consolidation with or into the Company or any of its Restricted Subsidiaries in a transaction that is not prohibited by Clause 7 (Merger, Consolidation, Etc.) after the Seventh Amendment Effective Date to the extent that such Investments were not made in contemplation of such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (n) Investments made with the Excluded Contributions;

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238 (o) other Investments in any Person having an aggregate Fair Market Value (measured on the date each such Investment was made and without giving effect to subsequent changes in value), when taken together with all other Investments made pursuant to this paragraph (o) that are at the time outstanding not to exceed £50,000,000, provided that if an Investment is made pursuant to this clause in a Person that is not a Restricted Subsidiary of the Company and such Person subsequently becomes a Restricted Subsidiary of the Company or is subsequently designated a Restricted Subsidiary pursuant to Clause 10 (Designation of Restricted and Unrestricted Subsidiaries), such Investment, if applicable, shall thereafter be deemed to have been made pursuant to paragraph (c) of the definition of “Permitted Investments” and not this paragraph. “Permitted Jurisdiction” means (a) the United Kingdom, (b) the United States of America or any state thereof, (c) Switzerland, (d) Canada, (e) the Cayman Islands and (f) any country that was a member of the European Union on April 30, 2004 (other than Greece Spain, Italy or Portugal). “Permitted Liens” means: (a) Liens in favour of the Obligors; (b) Liens on property of a Person existing at the time such Person becomes a Restricted Subsidiary of the Company or is merged with or into or consolidated with the Company or any of its Restricted Subsidiaries; provided that such Liens were in existence prior to the contemplation of such Person becoming a Restricted Subsidiary of the Company or such merger or consolidation and do not extend to any assets other than those of the Person that becomes a Restricted Subsidiary of the Company or is merged with or into or consolidated with the Company or any of its Restricted Subsidiaries; (c) Liens on property (including Capital Stock) existing at the time of acquisition of the property by the Company or any Subsidiary of the Company; provided that such Liens were in existence prior to such acquisition and not incurred in contemplation of, such acquisition; (d) Liens to secure the performance of statutory obligations, insurance, surety or appeal bonds, workers compensation obligations, performance bonds or other obligations of a like nature incurred in the ordinary course of business (including Liens to secure letters of credit issued to assure payment of such obligations); (e) Liens to secure Indebtedness (including Capital Lease Obligations) permitted by paragraph (e) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) covering only the assets acquired with or financed by such Indebtedness; (f) Liens existing on the Seventh Amendment Effective Date; (g) Liens for taxes, assessments or governmental charges or claims that are not yet delinquent or that are being contested in good faith by appropriate proceedings

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239 promptly instituted and diligently concluded; provided that any reserve or other appropriate provision as is required in conformity with IFRS has been made therefor; (h) Liens imposed by law, such as carriers’, warehousemen’s, landlords’ and mechanics’ Liens, in each case, incurred in the ordinary course of business; (i) survey exceptions, easements or reservations of, or rights of others for, licenses, rights-of-way, sewers, electric lines, telegraph and telephone lines and other similar purposes, or zoning or other restrictions as to the use of real property that were not incurred in connection with Indebtedness and that do not in the aggregate materially adversely affect the value of said properties or materially impair their use in the operation of the business of such Person; (j) Liens created for the benefit of (or to secure) the Notes (or the Note Guarantees) and the RCF Facilities; (k) Liens to secure any Permitted Refinancing Indebtedness permitted to be incurred under the Finance Documents; provided, however, that: (i) the new Lien is limited to all or part of the same property and assets that secured or, under the written agreements pursuant to which the original Lien arose, could secure the original Lien (plus improvements and accessions to, such property or proceeds or distributions thereof); and (ii) the Indebtedness secured by the new Lien is not increased to any amount greater than the sum of (1) the outstanding principal amount, or, if greater, committed amount, of the Indebtedness renewed, refunded, refinanced, replaced, defeased or discharged with such Permitted Refinancing Indebtedness and (2) an amount necessary to pay any fees and expenses, including premiums, related to such renewal, refunding, refinancing, replacement, defeasance or discharge; (l) bankers’ Liens, rights of setoff, Liens arising out of judgments or awards not constituting an Event of Default and notices of lis pendens and associated rights related to litigation being contested in good faith by appropriate proceedings and for which adequate reserves have been made; (m) Liens on cash, Cash Equivalents or other property arising in connection with the defeasance, discharge or redemption of Indebtedness; (n) Liens on specific items of inventory or other goods (and the proceeds thereof) of any Person securing such Person’s obligations in respect of bankers’ acceptances issued or created in the ordinary course of business for the account of such Person to facilitate the purchase, shipment or storage of such inventory or other goods; (o) any interest or title of a lessor, licensor or sublicensee under any operating lease, license or sublicense, as applicable; (p) Liens securing Hedging Obligations;

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240 (q) Liens arising out of conditional sale, title retention, consignment or similar arrangements for the sale of goods entered into in the ordinary course of business; (r) Liens to secure Indebtedness permitted by paragraph (o) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock); (s) Liens to secure Indebtedness of New Holdco or any Restricted Subsidiaries that are Subsidiaries of New Holdco (including, without limitation, Sponsorship Newco) or any member of the New Stadium Group permitted by Clause 3 (Incurrence of Indebtedness and Issuance of Preferred Stock); and (t) Liens incurred in the ordinary course of business of the Company or any Restricted Subsidiary with respect to obligations (other than Indebtedness) that do not exceed £25,000,000 at any one time outstanding. “Permitted Refinancing Indebtedness” means any Indebtedness of the Company or any of its Restricted Subsidiaries issued in exchange for, or the net proceeds of which are used to renew, refund, refinance, replace, defease or discharge other Indebtedness of the Company or any of its Restricted Subsidiaries (other than intercompany Indebtedness); provided that: (a) the principal amount (or accreted value, if applicable) of such Permitted Refinancing Indebtedness does not exceed the principal amount (or accreted value, if applicable) of the Indebtedness renewed, refunded, refinanced, replaced, defeased or discharged (plus all accrued interest on the Indebtedness and the amount of all fees, commissions and expenses, including premiums, incurred in connection therewith); (b) such Permitted Refinancing Indebtedness has a final maturity date not earlier than the final maturity date of the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged, and has a Weighted Average Life to Maturity that is equal to or greater than the Weighted Average Life to Maturity of, the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged; (c) if the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged is subordinated in right of payment to the obligations under the Finance Documents, such Permitted Refinancing Indebtedness is subordinated in right of payment to the obligations under the Finance Documents on terms at least as favourable to the Lenders as those contained in the documentation governing the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged; and (d) such Indebtedness is incurred either by an Obligor (if the Obligor was the obligor on the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged) or by the Restricted Subsidiary that was the obligor on the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged and is guaranteed only by Persons who were obligors on the Indebtedness being renewed, refunded, refinanced, replaced, defeased or discharged.

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241 “Person” means any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organisation, limited liability company or government or other entity. “Principal” means (i) the six lineal descendants of Malcom Glazer who are Avram Glazer, Joel Glazer, Bryan Glazer, Edward Glazer, Darcie Glazer Kassewitz and Kevin Glazer; and (ii) Sir James A. Ratcliffe, John Reece and Andrew Currie. “Public Debt” means any Indebtedness consisting of bonds, debentures, notes or other similar debt securities issued in (i) a public offering registered under the U.S. Securities Act or (ii) a private placement to institutional investors that is underwritten for resale in accordance with Rule 144A or Regulation S under the U.S. Securities Act, whether or not it includes registration rights entitling the holders of such debt securities to registration thereof with the SEC for public resale. The term Public Debt (i) shall not include the Notes and (ii) for the avoidance of doubt, shall not be construed to include any Indebtedness issued to institutional investors in a direct placement of such Indebtedness that is not underwritten by an intermediary (it being understood that, without limiting the foregoing, a financing that is distributed to not more than 10 Persons (provided that multiple managed accounts and affiliates of any such Persons shall be treated as one Person for the purposes of this definition) shall be deemed not to be underwritten), or any Indebtedness under the RCF Facilities Agreement, commercial bank or similar Indebtedness, Capital Lease Obligation or recourse transfer of any financial asset or any other type of Indebtedness incurred in a manner not customarily viewed as a “securities offering” under the U.S. Securities Act. “Public Equity Offering” means a bona fide underwritten public offering of the Capital Stock (other than Disqualified Stock) of the Company or a Parent Entity, either: (a) pursuant to a flotation on the London Stock Exchange or any other nationally recognised stock exchange or listing authority in a member state of the European Union; or (b) pursuant to an effective registration statement under the U.S. Securities Act (other than a registration statement on Form S-8 or otherwise relating to Equity Interests issued or issuable under any employee benefit plan). “Relevant Equity” has the meaning given to such term in the Facility Agreement. “Public Market” means any time after: (a) a Public Equity Offering has been consummated; and (b) at least 20 per cent. of the total issued and outstanding ordinary shares or common equity of the Company or a Parent Entity has been distributed to investors other than the Principals or any of their respective Affiliates or any other direct or indirect shareholders of the Company as of the Seventh Amendment Effective Date pursuant to one or more Public Equity Offerings. “Related Party” means: (a) Red Football Limited Partnership, a limited partnership formed in the State of Nevada, U.S.;

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242 (b) INEOS; (c) INEOS Related Parties; (d) the parents or spouse of a Principal, the parents of a Principal’s spouse and any of a Principal’s, his or her spouse’s or their parents’ direct descendants; or (e) any trust, corporation, partnership, limited liability company or other entity, the beneficiaries, shareholders, partners, members, owners or Persons beneficially holding a 50.1 per cent. or more controlling interest of which consist of any one or more Principals and/or such other Persons referred to in the immediately preceding paragraph (b). “Representative Deed” means the representative deed dated on or about the Seventh Amendment Effective Date between, among others, the Purchasers (as defined in the Note Purchase Agreement) and the creditor representative appointed thereunder. “Restricted Group” has the meaning given to such term in the Facility Agreement. “Restricted Investment” means an Investment other than a Permitted Investment. “Restricted Subsidiaries” means a Subsidiary of the Company other than an Unrestricted Subsidiary. “Schedule” means this Schedule 17 (Restrictive Covenants). “Second Amendment Effective Date” has the meaning given to such term in the Facility Agreement. “Senior Financial Officer” means the chief financial officer, principal accounting officer, treasurer or comptroller of the Issuer or other applicable Obligor. “Senior Secured Indebtedness” means, as of any date of determination, the principal amount of any Indebtedness that is secured by a Lien and Indebtedness of a Restricted Subsidiary of the Company that is not a Guarantor. “Specified Asset” means (a) prior to the New Stadium Designation Date, the Existing Stadium and grounds and any Real Property related thereto and (b) on and after the New Stadium Designation Date, the New Stadium and grounds and Real Property related thereto. “Stadium Financing” means Indebtedness incurred by the Company or any of its Restricted Subsidiaries for the purpose of directly or indirectly financing or refinancing (a) all or any part of the purchase price (including any deposits) or cost of design, construction, lease, licensing, installation, improvement, expansion, renovation or refurbishment of the New Stadium and/or the Existing Stadium; (b) any grounds and Real Property related or ancillary thereto and/or (c) any equipment, plant or other assets related or ancillary thereto together with, in each case listed in subsections (a), (b) and (c) of this definition, any costs, expenses, fees and taxes. “Stated Maturity” means, with respect to any instalment of interest or principal on any series of Indebtedness, the date on which the payment of interest or principal was

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243 scheduled to be paid in the documentation governing such Indebtedness as of the Seventh Amendment Effective Date, and will not include any contingent obligations to repay, redeem or repurchase any such interest or principal prior to the date originally scheduled for the payment thereof. “Sterling” or “£” means the lawful currency of the United Kingdom. “Sterling Equivalent” means, with respect to any monetary amount in a currency other than sterling, at any time of determination thereof by the Company or the Agent, the amount of sterling obtained by converting such currency other than sterling involved in such computation into sterling at the spot rate for the purchase of sterling with the applicable currency other than sterling as published in The Financial Times in the “Currency Rates” section (or, if The Financial Times is no longer published, or if such information is no longer available in The Financial Times, such source as may be selected in good faith by the Company) on the date of such determination. “Subsidiary” means, with respect to any specified Person: (a) any corporation, association or other business entity of which more than 50 per cent. of the total voting power of shares of Capital Stock entitled (without regard to the occurrence of any contingency and after giving effect to any voting agreement or stockholders’ agreement that effectively transfers voting power) to vote in the election of directors, managers or trustees of the corporation, association or other business entity is at the time owned or controlled, directly or indirectly, by that Person or one or more of the other Subsidiaries of that Person (or a combination thereof); and (b) any partnership or limited liability company of which (i) more than 50 per cent. of the capital accounts, distribution rights, total equity and voting interests or general and limited partnership interests, as applicable, are owned or controlled, directly or indirectly, by such Person or one or more of the other Subsidiaries of that Person or a combination thereof, whether in the form of membership, general, special or limited partnership interests or otherwise, and (ii) such Person or any Subsidiary of such Person is a controlling general partner or otherwise controls such entity. “Subordinated Shareholder Funding” means, collectively, any funds provided to the Company by any Parent Entity or any Principal or Related Party, in exchange for or pursuant to any security, instrument or agreement other than Capital Stock, together with any such security, instrument or agreement and any other security or instrument other than Capital Stock issued in payment of any obligation under any Subordinated Shareholder Funding; provided that such Subordinated Shareholder Funding: (a) does not (including upon the happening of any event) mature or require any amortisation or other payment of principal prior to the first anniversary of the Termination Date (other than through conversion or exchange of any such security or instrument for Qualified Capital Stock or for any other security or instrument meeting the requirements of the definition); (b) does not (including upon the happening of any event) require the payment of cash interest prior to the first anniversary of the Termination Date;

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244 (c) does not (including upon the happening of any event) provide for the acceleration of its maturity nor confers on its shareholders any right (including upon the happening of any event) to declare a default or event of default or take any enforcement action, in each case, prior to the first anniversary of the Termination Date; (d) is not secured by a lien on any assets of the Company or a Restricted Subsidiary and is not guaranteed by any Subsidiary of the Company; (e) is subordinated in right of payment to the prior payment in full in cash of the Facility in the event of any default, bankruptcy, reorganisation, liquidation, winding up or other disposition of assets of the Company at least to the same extent as the Subordinated Liabilities (as such term is defined in the Intercreditor Agreement) are subordinated to the Facility under the Intercreditor Agreement; (f) does not (including upon the happening of any event) restrict the payment of amounts due in respect of the Notes, the Facility or the RCF Facilities or compliance by the Company with its obligations under the Note Documents, the Finance Documents and the Finance Documents (as defined in the RCF Facilities Agreement); (g) does not (including upon the happening of an event) constitute Voting Stock; and (h) is not (including upon the happening of any event) mandatorily convertible or exchangeable, or convertible or exchangeable at the option of the holder, in whole or in part, prior to the first anniversary of the Termination Date other than into or for Capital Stock (other than Disqualified Stock) of the Company; provided, however, that any event or circumstance that results in such Indebtedness ceasing to qualify as Subordinated Shareholder Funding, such Indebtedness shall constitute an incurrence of such Indebtedness by the Company, and any and all Restricted Payments made through the use of the net proceeds from the incurrence of such Indebtedness since the date of the original issuance of such Subordinated Shareholder Funding shall constitute new Restricted Payments that are deemed to have been made after the date of the original issuance of such Subordinated Shareholder Funding. “Tax” means any tax (whether income, documentary, sales, stamp, registration, issue, capital, property, excise or otherwise), duty, assessment, levy, impost, fee, charge or withholding imposed by a Governmental Authority, together with any interest or any penalty, addition to tax or additional amount imposed by any Governmental Authority responsible for the imposition of any such tax. “Taxes” and “Taxation” shall be construed to have corresponding meanings. “Transaction Security Documents” has the meaning given to such term in the Intercreditor Agreement. “Transaction Security” has the meaning given to such term in the Facility Agreement.

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245 “U.S. Dollar” or “$” means the lawful currency of the United States of America. “U.S. Dollar Equivalent” means, with respect to any monetary amount in a currency other than U.S. Dollars, at any time of determination thereof by the Company or the Agent the amount of U.S. Dollars obtained by converting such currency other than U.S. Dollars involved in such computation into U.S. Dollars at the spot rate for the purchase of U.S. Dollars with the applicable currency other than U.S. Dollars as published in The Financial Times in the “Currency Rates” section (or, if The Financial Times is no longer published, or if such information is no longer available in The Financial Times, such source as may be selected in good faith by the Company) on the date of such determination. “U.S. Exchange Act” means the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder from time to time in effect. “U.S. Securities Act” means the Securities Act of 1933 and the rules and regulations promulgated thereunder from time to time in effect. “Unrestricted Subsidiary” means (i) as of the Seventh Amendment Effective Date, MUTV, Manchester United Commercial Holdings Junior Limited and MU Interactive and (ii) any other Subsidiary of the Company (other than an Obligor or any successor to any of them) that is designated by the Board of Directors of the Company as an Unrestricted Subsidiary pursuant to a resolution of the Board of Directors in accordance with Clause 10 (Designation of Restricted and Unrestricted Subsidiaries), but only to the extent that such Subsidiary: (a) has no Indebtedness other than Non-Recourse Debt; (b) except as permitted under Clause 8 (Transactions with Affiliates), is not party to any agreement, contract, arrangement or understanding with the Company or any of its Restricted Subsidiaries unless the terms of any such agreement, contract, arrangement or understanding are no less favourable to the Company or such Restricted Subsidiary than those that might be obtained at the time from Persons who are not Affiliates of the Company; (c) is a Person with respect to which neither the Company nor any of its Restricted Subsidiaries has any direct or indirect obligation (i) to subscribe for additional Equity Interests or (ii) to maintain or preserve such Person’s financial condition or to cause such Person to achieve any specified levels of operating results; and (d) has not guaranteed, pledged any of its Subsidiaries’ shares or other of its assets or otherwise directly or indirectly provided credit support for any Indebtedness of the Company or any of its Restricted Subsidiaries. “Voting Stock” of any specified Person as of any date means the Capital Stock of such Person that is at the time entitled to vote in the election of the Board of Directors of such Person.

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1 Exhibit 4.4 EXECUTION VERSION This amendment letter is made on 10 February 2026 among: 1) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY (the “Agent”) for itself and as facility agent for the Finance Parties (under and as defined in the Revolving Facilities Agreement (as defined below)); 2) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as Security Trustee for the Secured Parties (each term under and as defined in the Revolving Facilities Agreement); 3) RED FOOTBALL LIMITED (the “Company”) as the Company, Obligors’ Agent and a Guarantor (each term under and as defined in the Revolving Facilities Agreement); 4) MANCHESTER UNITED FOOTBALL CLUB LIMITED as the Borrower and a Guarantor (each term under and as defined in the Revolving Facilities Agreement); 5) MU FINANCE LIMITED (F/K/A MU FINANCE PLC) as a Guarantor; 6) MANCHESTER UNITED LIMITED and RED FOOTBALL JUNIOR LIMITED each as a Guarantor; 7) BANK OF AMERICA, N.A., LONDON BRANCH (as “BANA London”); 8) NATIONAL WESTMINSTER BANK PLC; 9) SANTANDER UK PLC; and 10) HSBC UK BANK PLC, (collectively, BANA London, National Westminster Bank plc, Santander UK plc and HSBC UK Bank plc are the “Consenting Lenders”). 1. BACKGROUND AND AMENDMENTS TO THE REVOLVING FACILITIES AGREEMENT 1.1 We refer to a revolving facilities agreement dated 22 May 2015, as amended pursuant to an amendment letter dated 7 October 2015, as amended and restated pursuant to an amendment and restatement agreement dated 4 April 2019, as amended and restated pursuant to an amendment and restatement agreement dated 4 March 2021, as further amended and restated pursuant to an amendment and restatement agreement dated 10 December 2021, as further amended pursuant to an amendment letter dated 4 November 2022, as further amended pursuant to an amendment letter dated 28 June 2024, and as further amended pursuant to an amendment letter dated 9 July 2025 between, amongst others, the Company, MU Finance Limited (formerly known as MU Finance plc) as Original Borrower, Bank of America, N.A., as the Arranger and Bank of America Europe Designated Activity Company as Agent and Security Trustee (the “Revolving Facilities Agreement”). 1.2 The Company has requested, amongst other things, that the Total Initial Facility Commitments are increased by an additional £50,000,000 (the “Increased

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2 EXECUTION VERSION Commitments”) to £400,000,000 by way of Structural Adjustment (as defined in the Revolving Facilities Agreement) (the “Increase”). 1.3 In accordance with: (a) clause 41.3(f) (Exceptions) of the Revolving Facilities Agreement (i) each Consenting Lender that is a Participating Lender (as defined in the Revolving Facilities Agreement) in the Increased Commitments and (ii) the Super Majority Lenders (as defined in the Revolving Facilities Agreement) have agreed to the Increase; and (b) clause 41.2(b) (Required consents) of the Revolving Facilities Agreement, the Majority Lenders have agreed to the other amendments as set out in this letter. 2. DEFINITIONS AND INTERPRETATION 2.1 Definitions In this letter: (a) Unless defined in this letter, a term defined m the Revolving Facilities Agreement has the same meaning in this letter. (b) “Amended Facilities Agreement” means the Revolving Facilities Agreement as amended by this letter. (c) “Effective Date” means the date on which the Agent provides the confirmation pursuant to Clause 3 (Effective Date) below. (d) “Notes Purchase Agreement” means the notes purchase agreement dated 27 May 2015, as amended by amendment no. 1 dated 14 June 2018, amendment no 2. Dated 4 March 2021 and supplemented by consent no. 2 dated 26 April 2022, between, amongst others, the Obligors as notes parties, The Bank of New York Mellon as paying agent and the several institutional investors named therein from time to time as holders, providing for the issuance and sale by the issuer of its 3.79% guaranteed senior secured notes due 26 June 2027. (e) “Super Majority Lenders” has the meaning given to such term in the Amended Facilities Agreement, as if the Effective Date has occurred. (f) “Transaction Document” has the meaning set out in paragraph 2 of Schedule l (Conditions Precedent to the Effective Date). (g) References in the Revolving Facilities Agreement to “this Agreement”, “hereof’, “hereunder” and expressions of similar import shall be deemed to be references to the Revolving Facilities Agreement (as amended and restated by this letter). 2.2 Interpretation (a) Clause 1.2 (Construction) of the Revolving Facilities Agreement will be deemed to be set out in full in this letter, mutatis mutandis, but as if references

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3 EXECUTION VERSION in that clause to the Revolving Facilities Agreement were references to this letter. (b) It is agreed that this letter will constitute a Finance Document for the purposes of the Amended Facilities Agreement and a Debt Document under and as defined in the Intercreditor Agreement. 3. EFFECTIVE DATE 3.1 The provisions of Clause 4 (Amendments and Acknowledgments) of this letter shall come into effect on the Effective Date when the Agent (acting for itself and for the Finance Parties) has confirmed in writing to the Company that it has received, or waived the requirement to receive, the documents and evidence listed in Schedule 1 (Conditions Precedent to the Effective Date). 3.2 Immediately following the written confirmation set out in Clause 3.1 above, the Effective Date shall automatically occur without any further action from any party. 3.3 Other than to the extent that the Super Majority Lenders notify the Agent in writing to the contrary before the Agent gives the confirmation described in Clause 3.1 above, the Consenting Lenders authorise (but do not require) the Agent to give such confirmation. The Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving any such confirmation. 3.4 If the Effective Date does not occur on or before the date falling 30 Business Days after the date of this letter or such later date as the Company and the Agent (acting on the instructions of the Consenting Lenders) may agree, then this letter shall lapse and be of no further effect and none of the Parties shall be under any liability under this letter and the Revolving Facilities Agreement shall be read and construed as if this letter had never been entered into. 4. AMENDMENTS AND ACKNOWLEDGMENTS On the Effective Date, the Revolving Facilities Agreement will be amended as follows: (a) a new definition of “Fifth Amendment Letter” is added to clause 1.1 (Definitions) in alphanumerical order: “Fifth Amendment Letter” means the amendment letter relating to this Agreement dated on or about 10 February 2026 and made between the Company and the Agent. (b) a new definition of “Fifth Amendment Letter Effective Date” shall be added to clause 1.1 (Definitions) in alphanumerical order: “Fifth Amendment Letter Effective Date” means the Effective Date as defined in the Fifth Amendment Letter. (c) the definition of Finance Document is deleted in its entirety and replaced with: “Finance Document” means this Agreement, the First Amendment and Restatement Agreement, the First Amendment Letter, the Second Amendment

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4 EXECUTION VERSION and Restatement Agreement, the Third Amendment and Restatement Agreement, the Second Amendment Letter, the Third Amendment Letter, the Fourth Amendment Letter, the Fifth Amendment Letter, any Accession Deed, any Ancillary Document, any Compliance Certificate, any Fee Letter, the Intercreditor Agreement, the Security Confirmation Deed, any Resignation Letter, any Transaction Security Document, any Utilisation Request, any Additional Facility Notice, any Additional Facility Lender Accession Notice, any RFR Supplement, any Compounding Methodology Supplement and any other document designated as a “Finance Document” by the Agent and the Company. (d) the definition of Total Commitments is deleted in its entirety and replaced with: “Total Commitments” means the aggregate of the Total Initial Facility Commitments and all Additional Facility Commitments, being as at the Fifth Amendment Letter Effective Date, £400,000,000. (e) the definition of Total Initial Facility Commitments is deleted in its entirety and replaced with: “Total Initial Facility Commitments” means the aggregate of the Initial Facility Commitments, being £400,000,000 as at the Fifth Amendment Letter Effective Date. (f) clause 19.l(a)(iii) shall be deleted in its entirety and replaced with: (iii) the implementation or application of, or compliance with, Basel III, CRD IV or CRD V or any law or regulation that implements or applies Basel III, CRD IV or CRD V; or (g) clause 19.1(b) shall be amended by the insertion of a new clause 19.1(b)(iv): (iv) “CRD V” means: Directive (EU) 2019/878 of the European Parliament and of the Council of20 May 2019 amending Directive 2013/36/EU as regards exempted entities, financial holding companies, mixed financial holding companies, remuneration, supervisory measures and powers and capital conservation measures. (h) clause l 9.3(a)(vi) shall be deleted in its entirety and replaced with: (vi) attributable to the implementation or application of, or compliance with Basel III, CRD IV or CRD V or any other law or regulation which implements Basel III (whether such implementation, application or compliance is by a government, regulator, Finance Party or any of its Affiliates) but only to the extent that such cost was known (or could reasonably be expected to have been known) by the relevant Finance Party (A) as at the date it became Party to this Agreement or (B) in the case of CRD V, as at the Fifth Amendment Letter Effective Date where already Party to this Agreement or, if later, the date it became a Party to this Agreement; or

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6 EXECUTION VERSION Agreement will remain in full force and effect and any reference in the Revolving Facilities Agreement or any other Finance Document to such Revolving Facilities Agreement or to any provision of such Revolving Facilities Agreement will be construed as a reference to such Revolving Facilities Agreement, or that provision, as varied or waived by this letter. 7.2 Continuing Guarantees Each Guarantor hereby consents, acknowledges and agrees to the amendments and other matters set forth in this letter and hereby confirms and ratifies in all respects the guarantee in clause 23 (Guarantee and Indemnity) (including without limitation the continuation of each Guarantor’s payment and performance obligations thereunder upon and after the effectiveness of this this letter) and the enforceability of such guarantee against such Guarantor in accordance with its terms. In addition, each Guarantor confirms that each security interest created under the Transaction Security Documents shall remain in full force and effect as a continuing security notwithstanding the amendments to the Revolving Facilities Agreement set out in Clause 4 (Amendments and Acknowledgments) above or any other any term or provision in this letter. 8. FEES AND EXPENSES 8.1 The Company shall, or shall procure that a member of the Group will, pay to the Consenting Lenders participating in the Increase an upfront fee in the amount, manner and at the times agreed in a fee letter. 8.2 The Company shall reimburse the Agent promptly on demand for all reasonable charges and expenses (including, without limitation, the fees and expenses of legal advisors (subject to an agreed cap in writing (if any)) which are incurred by the Agent in connection with this letter, the Amended Facilities Agreement and the arrangements contemplated thereby, whether or not the Effective Date occurs. 9. REPRESENT ATIONS AND WARRANTIES Each Obligor represents and warrants to the Agent that the Repeating Representations are true and accurate in all respects (or, in the case of such Repeating Representations which are not otherwise subject to a materiality threshold or qualification in accordance with their terms, are correct in all material respects) as at the date of this letter. 10. GENERAL 10.1 Construction The provisions of clause 1.2 (Construction), clause 39 (Partial Invalidity), clause 40 (Remedies and Waivers) and clause 46 (Enforcement) shall apply to this letter as if set out in this letter, but as if references in those clauses to the Revolving Facilities Agreement were references to this letter. 10.2 Counterparts This letter may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this letter.

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8 EXECUTION VERSION SCHEDULE 1 Conditions Precedent to the Effective Date 1. Corporate authorisations (a) A copy of a resolution of the executive committee of Manchester United Football Club Limited and the board of directors of each other Original Obligor: (i) approving the terms of, and the transactions contemplated by, this letter (including, without limitation, the Schedules attached to this letter) and resolving that it execute, deliver and perform the Transaction Documents (to which it is a party); (ii) authorising a specified person or persons to execute the Transaction Documents (to which it is a party) on its behalf; and (iii) authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices to be signed and/or despatched by it under or in connection with the Transaction Documents (to which it is a party). (b) A specimen of the signature of each person authorised by the resolutions referred to in paragraph (a) above in relation to this letter and related documents. (c) A certificate of an authorised signatory of each Original Obligor confirming that borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar limit binding on that Original Obligor to be exceeded. (d) A certificate of an authorised signatory of each Original Obligor certifying that its constitutional documents as previously delivered to the Agent and each copy document relating to it specified in this Schedule 1 is correct, complete and in full force and effect and has not been amended or superseded as at a date no earlier than the date of this letter. 2. Transaction Documents (a) This letter executed by each Obligor. (b) The upfront fee letter executed by the Company. (c) An English law governed supplemental debenture executed by the Original Obligors. (d) An English law governed supplemental mortgage executed by MUFC. (e) An English law governed supplemental share charge executed by MUL.

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1 This FOURTH AMENDMENT AND RESTATEMENT AGREEMENT (the “Fourth Amendment and Restatement Agreement”) is made on 10 June 2026 among: (1) RED FOOTBALL LIMITED (registration number 5370076) (the “Company”); and (2) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY (formerly known as Bank of America Merrill Lynch International Designated Activity Company) as agent of the other Finance Parties (the “Agent”). BACKGROUND: (A) By a revolving facilities agreement dated 22 May 2015 as amended pursuant to an amendment letter dated 7 October 2015, as amended and restated pursuant to an amendment and restatement agreement dated 4 April 2019, as further amended and restated pursuant to an amendment and restatement agreement dated 4 March 2021, as further amended and restated pursuant to an amendment and restatement agreement dated 10 December 2021, as further amended pursuant to an amendment letter dated 4 November 2022, as further amended pursuant to an amendment letter dated 28 June 2024, as further amended pursuant to an amendment letter dated 9 July 2025 and as further amended pursuant to an amendment letter dated 10 February 2026 (as may be further amended, novated, supplemented and/or restated prior to the date of this Fourth Amendment and Restatement Agreement) (the “Original Facility Agreement”) between, among others, the Company, the Original Lenders (as defined therein), Bank of America, N.A. as Arranger and Bank of America Europe Designated Activity Company as Agent, the Original Lenders agreed to make available a revolving facility to MU Finance Limited (formerly known as MU Finance plc), as Borrower, on the terms and conditions set out in the Original Facility Agreement. (B) Pursuant to Clause 2.5 (Obligors’ Agent) of the Original Facility Agreement, each Obligor (other than the Company) irrevocably appointed the Company to act on its behalf as its agent in relation to the Finance Documents and irrevocably authorised the Company to effect amendments, supplements and variations to the Finance Documents notwithstanding that they may affect an Obligor, without further reference to or the consent of that Obligor. (C) The Company has informed the Finance Parties that it is intended that the Notes and the Note Purchase Agreement (as defined in the Original Facility Agreement) be terminated and prepaid (the “Prepayment”) with the proceeds of the $550,000,000 5.36% guaranteed senior secured notes due 10 June 2031 to be issued by MUFC (the “New Notes”) pursuant to a note purchase agreement dated on or about the date of this Fourth Amendment and Restatement Agreement (the “New Note Purchase Agreement”).

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3 References in the Original Facility Agreement to “this Agreement”, “hereof”, “hereunder” and expressions of similar import shall be deemed to be references to the Restated Facility Agreement and to this Fourth Amendment and Restatement Agreement. 1.2 Interpretation 1.2.1 Unless otherwise expressly stated herein, in this Fourth Amendment and Restatement Agreement a reference to a “Clause” or a “Schedule” is a reference to a Clause or a Schedule, as the case may be, in or of this Fourth Amendment and Restatement Agreement. Headings are for convenience only and shall not affect the construction of this Fourth Amendment and Restatement Agreement. 1.2.2 Clause 1.2 (Construction) of the Original Facility Agreement will be deemed to be set out in full in this Fourth Amendment and Restatement Agreement, mutatis mutandis, but as if references in that clause to the Original Facility Agreement were references to this Fourth Amendment and Restatement Agreement. 1.2.3 It is agreed that this Fourth Amendment and Restatement Agreement will constitute a Finance Document for the purposes of the Original Facility Agreement and a Debt Document under and as defined in the Intercreditor Agreement. 2. AMENDMENT AND RESTATEMENT 2.1 With effect on and from the Effective Date, the Original Facility Agreement shall be amended and restated in the form set out in Schedule 2 (Amended and Restated Facility Agreement) (subject to any further amendments and changes made after the date of this Fourth Amendment and Restatement Agreement in accordance with clause 41 (Amendments and Waivers) of the Original Facility Agreement) so that the rights and obligations of the Parties relating to their performance on and after the Effective Date under the Original Facility Agreement shall be governed by, and construed in accordance with, the terms of the Restated Facility Agreement. 2.2 The Original Facility Agreement is amended only to the extent set out in the Restated Facility Agreement. Except as expressly set out in this Fourth Amendment and Restatement Agreement, the terms of the Finance Documents remain in full force and effect in all other respects. 2.3 The Company (for itself and as Obligors’ Agent on behalf of the other Obligors) and the Agent (for itself and on behalf of each other Finance Party) agree that, with effect on and from the Effective Date, they shall have the rights and take on the obligations ascribed to them under the Restated Facility Agreement.

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4 3. REPRESENTATIONS AND WARRANTIES The Company (for itself and as Obligors’ Agent on behalf of the other Obligors) represents and warrants to the Agent that the Repeating Representations are true and accurate in all respects (or, in the case of such Repeating Representations which are not otherwise subject to a materiality threshold or qualification in accordance with their terms, are correct in all material respects) as at the date of this Fourth Amendment and Restatement Agreement and as at the Effective Date. 4. EFFECTIVE DATE The provisions of Clause 2 (Amendment and Restatement) of this Fourth Amendment and Restatement Agreement shall come into effect on the Effective Date when the Agent has confirmed in writing to the Company that (i) it has received or (ii) it has waived the requirement to receive, unless stated otherwise in form and substance satisfactory to the Agent (acting reasonably), all of the documents and evidence referred to in Schedule 1 (Conditions Precedent to the Effective Date) to this Fourth Amendment and Restatement Agreement. The Agent shall provide such confirmation to the Company and the Lenders promptly upon being so satisfied. 5. FEES AND EXPENSES The Company shall: 5.1 pay to the Agent for the account of each Original Lender that has provided its consent to the Amendment and Restatement prior to the date of this Fourth Amendment and Restatement Agreement, an upfront fee in the amount, manner and at the times agreed in a fee letter dated on or about the date of this Fourth Amendment and Restatement Agreement (the “Up-Front Fee Letter”); and 5.2 pursuant to clause 22.2 (Amendment Costs) of the Original Facility Agreement, within five Business Days of receipt of the corresponding invoice, reimburse the Agent for the amount of all costs and expenses (including reasonable legal fees) reasonably incurred by the Agent in connection with this Fourth Amendment and Restatement Agreement, the Original Facility Agreement and the arrangements contemplated thereby, whether or not the Effective Date occurs. 6. CONSENT OF THE GUARANTORS The Company on behalf of itself and on behalf of the other Guarantors hereby consents, acknowledges and agrees to the amendments and other matters set forth in this Fourth Amendment and Restatement Agreement and hereby confirms and ratifies in all respects the guarantee in Clause 23 (Guarantee and Indemnity) in the Original Facility Agreement (including without limitation the

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5 continuation of each Guarantor’s payment and performance obligations thereunder upon and after the effectiveness of this Fourth Amendment and Restatement Agreement) and the enforceability of such guarantee against such Guarantor in accordance with its terms. 7. MISCELLANEOUS 7.1 The provisions of clause 37 (Notices), clause 39 (Partial Invalidity), clause 40 (Remedies and Waivers), clause 46.1(a) and (b) (Jurisdiction of English courts), clause 46.2 (Services of process) and clause 46.3 (Contractual recognition of bail-in) of the Original Facility Agreement shall apply to this Fourth Amendment and Restatement Agreement as if set out in this Fourth Amendment and Restatement Agreement, mutatis mutandis, but as if references in those Clauses to the Original Facility Agreement were references to this Fourth Amendment and Restatement Agreement. 7.2 This Fourth Amendment and Restatement Agreement may be executed in any number of counterparts, each of which when executed and delivered shall be an original, but all of which when taken together shall constitute a single instrument, and which counterparts may be delivered by electronic means (including .pdf format). 7.3 The parties hereto intend this Fourth Amendment and Restatement Agreement shall take effect as a deed, notwithstanding that a party to it may only execute it under hand. 8. THIRD PARTY RIGHTS 8.1 Unless expressly provided to the contrary in this Fourth Amendment and Restatement Agreement, a person who is not a party has no right under the Contracts (Rights of Third Parties) Act 1999 (or any analogous provision under any applicable law) to enforce or enjoy the benefit of any term of this Fourth Amendment and Restatement Agreement. 8.2 Notwithstanding any term of this Fourth Amendment and Restatement Agreement, the consent of any person who is not a party is not required to amend, rescind or otherwise vary this Fourth Amendment and Restatement Agreement at any time. 9. GOVERNING LAW This Fourth Amendment and Restatement Agreement and any non-contractual obligations arising out of or in connection with it is governed by English law. IN WITNESS WHEREOF this Fourth Amendment and Restatement Agreement has been duly executed as a deed and has been delivered by each of the parties on the date first above written.

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1 THIS AGREEMENT is dated 22 May 2015 as amended pursuant to an amendment letter dated 7 October 2015, as amended and restated pursuant to amendment and restatement agreements dated 4 April 2019, 4 March 2021 and 10 December 2021, as further amended pursuant to amendment letters dated 4 November 2022, 28 June 2024, 9 July 2025 and 10 February 2026 and as further amended and restated pursuant to an amendment and restatement agreement dated 10 June 2026 and made between: (1) RED FOOTBALL LIMITED (registration number 5370076) (the “Company”); (2) MU FINANCE LIMITED (registration number 07088267) (“MUF”) as original borrower (the “Original Borrower”); (3) THE SUBSIDIARIES of the Company listed in Part 1 of Schedule 1 (The Original Parties) as original guarantors (together with the Company, the “Original Guarantors”); (4) BANK OF AMERICA, N.A. as mandated lead arranger (the “Arranger”); (5) THE FINANCIAL INSTITUTIONS listed in Part 2 of Schedule 1 (The Original Parties) as lenders as of the Fourth Amendment and Restatement Effective Date (the “Original Lenders”); (6) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as agent of the other Finance Parties (the “Agent”); (7) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as security trustee for the Secured Parties (the “Security Trustee”); and (8) BANK OF AMERICA EUROPE DESIGNATED ACTIVITY COMPANY as Issuing Bank (as defined below). IT IS AGREED as follows: SECTION 1 INTERPRETATION 1. DEFINITIONS AND INTERPRETATION 1.1 Definitions In this Agreement: “Acceleration Event” means, following the occurrence of an Event of Default which is then continuing (a) the Agent: (i) giving a notice of acceleration pursuant to, and in accordance with, paragraph (a)(ii), (a)(iv), (a) (vi) or (a)(viii) (but only if such notice relates to the enforcement of Transaction Security) of Clause 28.9 (Acceleration); or (ii) having previously placed any part of a Facility on demand pursuant to, and in accordance with, paragraph (a)(iii), (a)(v) or (a)(vii) of Clause 28.9 (Acceleration), making a demand for payment as referred to therein, which notice or demand has not been withdrawn, cancelled or otherwise ceased to have effect; or (b) any amount becoming immediately and automatically due and payable pursuant to paragraph (b) of 28.9 (Acceleration) unless prior to such amount becoming immediately

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2 and automatically due and payable the operation of paragraph (b) of Clause 28.9 (Acceleration) is waived by the Majority Lenders. “Acceptable Bank” means: (a) a bank or financial institution which has a rating for its unsecured and non credit- enhanced debt obligations of BBB or higher by Standard & Poor’s Rating Services, BBB or higher by Fitch Ratings or Baa2 or higher by Moody’s Investor Services Limited or a comparable rating from an internationally recognised credit rating agency; (b) any Finance Party or an Affiliate of a Finance Party; or (c) any other bank or financial institution approved by the Agent (acting reasonably). “Accession Deed” means a document substantially in the form set out in Schedule 7 (Form of Accession Deed). “Accounting Principles” means: (a) in relation to the consolidated financial statements of the Group, IFRS; and (b) in relation to any member of the Group, generally accepted accounting principles in the jurisdiction of incorporation of the relevant member of the Group or IFRS. “Accounting Reference Date” means 30 June. “Additional Borrower” means a company which becomes an Additional Borrower in accordance with Clause 31 (Changes to the Obligors). “Additional Business Day” means any day specified as such in the applicable RFR Terms. “Additional Facility” has the meaning given to that term in Clause 2.3 (Additional Facilities). “Additional Facility Borrower” means a member of the Group which becomes an Additional Borrower in respect of an Additional Facility in accordance with Clause 31 (Changes to the Obligors). “Additional Facility Commencement Date” means, in respect of an Additional Facility, the date specified as the “Commencement Date” in the Additional Facility Notice relating to that Additional Facility. “Additional Facility Commitment” means: (a) in relation to an original Additional Facility Lender, the amount in the Base Currency set opposite its name in any Additional Facility Notice and the amount of any other Additional Facility Commitment transferred to it under this Agreement; and (b) in relation to any other Additional Facility Lender, the amount in the Base Currency of any Additional Facility Commitment transferred to it under this Agreement, to the extent not cancelled, reduced or transferred by it under this Agreement. “Additional Facility Lender” has the meaning given to that term in Clause 2.3 (Additional Facilities).

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3 “Additional Facility Lender Accession Notice” means a notice substantially in the form set out in Schedule 17 (Form of Additional Facility Lender Accession Notice) or any other form agreed by the Agent and the Company (each acting reasonably). “Additional Facility Loan” means a loan made or to be made under an Additional Facility or the principal amount outstanding for the time being of that loan. “Additional Facility Notice” means a notice substantially in the form set out in Schedule 18 (Form of Additional Facility Notice) or any other form agreed by the Agent and the Company (each acting reasonably). “Additional Guarantor” means a company which becomes an Additional Guarantor in accordance with Clause 31 (Changes to the Obligors). “Additional Obligor” means an Additional Borrower or an Additional Guarantor. “Additional Shareholder Funding” means the net cash proceeds received by the Company of: (a) any subscription for shares in the capital of the Company or capital contribution to the Company that does not result in the occurrence of a Change of Control; and/or (b) any debt advanced to the Company by any direct or indirect Holding Company of the Company or any Investor Affiliate provided after the Closing Date and subordinated on the terms of the Intercreditor Agreement as Subordinated Liabilities (as defined therein) or on other terms acceptable to the Agent (acting reasonably). “Adjustments” means “Adjustments” as defined in Schedule 14 (Table of values for X). “Affiliate” means, in relation to any person, a Subsidiary of that person or a Holding Company of that person or any other Subsidiary of that Holding Company; provided that in relation to NatWest Group plc and its Subsidiaries, the term “Affiliate” shall not include: (a) the UK government or any member or instrumentality thereof, including H.M. Treasury and UK Financial Investments Limited (or any directors, officers, employees or entities thereof); or (b) any persons or entities controlled by or under common control with the UK government or any member or instrumentality thereof (including H.M. Treasury and UK Financial Investments Limited) and which are not part of NatWest Group plc and its Subsidiaries. “Affiliate Ancillary Lender Notice” has the meaning given to that term in Clause 9.8 (Affiliates of Lenders as Ancillary Lenders). “Agent’s Spot Rate of Exchange” means the Agent’s spot rate of exchange for the purchase of the relevant currency with the Base Currency in the London foreign exchange market at or about 11:00 a.m. on a particular day. “Agreed Security Principles” means the agreed security principles set out in Schedule 4 (Agreed Security Principles). “Alternative Reference Bank Rate” means in relation to EURIBOR the arithmetic mean of the rates (rounded upwards to four decimal places) as supplied to the Agent at its request by the Alternative Base Reference Banks: (a) (other than where paragraph (b) below applies) as the rate at which the relevant Alternative Reference Bank believes one prime bank is quoting to another prime bank

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4 for interbank term deposits in euro within the Participating Member States for the relevant period; or (b) if different, as the rate (if any and applied to the relevant Alternative Reference Bank and the relevant period) which contributors to the applicable Screen Rate are asked to submit to the relevant administrator. “Alternative Reference Banks” means: (a) in relation to a Loan in a currency other than euro, the principal London offices of up to three banks as may be appointed by the Company with the consent of the Agent (such consent not to be unreasonably withheld and deemed given if not expressly refused within five Business Days of the Company giving the Agent notice that it wishes to appoint any such bank) from time to time provided that each such appointed bank has confirmed that it is able to act in such capacity; (b) in relation to a Loan in euro, the principal Amsterdam, Brussels, Frankfurt, London, Luxembourg or Paris offices of up to three banks as may be appointed by the Company with the consent of the Agent (such consent not to be unreasonably withheld and deemed given if not expressly refused within five Business Days of the Company giving the Agent notice that it wishes to appoint any such bank) from time to time provided that each such appointed bank has confirmed that it is able to act in such capacity; or (c) such other banks as may be appointed by the Agent in consultation with the Company. “Ancillary Commencement Date” means, in relation to an Ancillary Facility, the date on which that Ancillary Facility is first made available, which date shall be a Business Day within the Availability Period for the Facility. “Ancillary Commitment” means, in relation to an Ancillary Lender and an Ancillary Facility, the maximum Base Currency Amount which that Ancillary Lender has agreed (whether or not subject to satisfaction of conditions precedent) to make available from time to time under an Ancillary Facility and which has been authorised as such under Clause 9 (Ancillary Facilities), to the extent that amount is not cancelled or reduced under this Agreement or the Ancillary Documents relating to that Ancillary Facility. “Ancillary Document” means each document relating to or evidencing the terms of an Ancillary Facility. “Ancillary Facility” means any ancillary facility made available by an Ancillary Lender in accordance with Clause 9 (Ancillary Facilities). “Ancillary Lender” means each Lender (or Affiliate of a Lender) which makes available an Ancillary Facility in accordance with Clause 9 (Ancillary Facilities). “Ancillary Outstandings” means, at any time, in relation to an Ancillary Lender and an Ancillary Facility then in force the aggregate of the equivalents (as determined by such Ancillary Lender acting reasonably) in the Base Currency of the following amounts outstanding under that Ancillary Facility: (a) the principal amount under each overdraft facility and on-demand short term loan facility (net of any credit balances on any account of any Borrower of an Ancillary Facility with the Ancillary Lender or any Affiliate of the Ancillary Facility Lender making available that Ancillary Facility to the extent that the credit balances are freely

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5 available to be set off by that Ancillary Lender against liabilities owed to it by that Borrower under that Ancillary Facility); (b) the face amount of each guarantee, bond and letter of credit under that Ancillary Facility (net of any cash cover provided in respect thereof to the extent that such cash cover is freely available to be applied by that Ancillary Lender against liabilities owed to it by that Borrower under that Ancillary Facility in respect of such guarantee, bond or letter of credit); and (c) the amount fairly representing the aggregate exposure (excluding interest and similar charges) of that Ancillary Lender under each other type of accommodation provided under that Ancillary Facility, in each case as determined by such Ancillary Lender, acting reasonably in accordance with its normal banking practice and in accordance with the relevant Ancillary Document. “Annual Financial Statements” has the meaning ascribed to such term in Clause 25 (Information Undertakings). “Anti-Corruption Laws” means all laws, rules, and regulations of any jurisdiction applicable to a Borrower or its Subsidiaries from time to time concerning or relating to bribery or corruption. “Anti-Money Laundering Laws” means all applicable financial record keeping and reporting requirements and money laundering statutes in all jurisdictions in which the Company and its subsidiaries conduct business, the rules and regulations thereunder and any related or similar rules, regulations or guidelines, issued, administered or enforced by any governmental agency. “Article 55 BRRD” means Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms. “Assigned Account” means any Mandatory Prepayment Account (as defined in any Debt Document (as defined in the Intercreditor Agreement)) and any other account that may from time to time be identified in writing as an Assigned Account by the Security Trustee and the Company in accordance with the terms of the applicable Transaction Security Documents, including any renewal or redesignation of such accounts. “Assignment Agreement” means an agreement substantially in the form set out in Schedule 6 (Form of Assignment Agreement) or any other form agreed between the relevant assignor, assignee and the Company provided that if that other form does not contain the undertaking set out in the form set out in Schedule 6 (Form of Assignment Agreement) it shall not be a Creditor/Creditor Representative Accession Undertaking as defined in, and for the purposes of, the Intercreditor Agreement. “Auditors” means an accounting firm of international standing appointed by the Company (which shall include, for the avoidance of doubt, the auditors of the Group as of the Fourth Amendment and Restatement Effective Date). “Authorisation” means an authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration. “Availability Period” means: (a) in relation to the Initial Facility, the period from and including the Closing Date to and including the date falling one month prior to the Initial Termination Date; and

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6 (b) in relation to any Additional Facility, as set out in the Additional Facility Notice relating to that Additional Facility (or as otherwise agreed by the relevant Borrower(s) and the Additional Facility Lender(s) under that Additional Facility from time to time). “Available Commitment” means, in relation to a Facility, a Lender’s Commitment under that Facility minus (subject to Clause 9.8 (Affiliates of Lenders as Ancillary Lenders) and as set out below): (a) the Base Currency Amount of its participation in any outstanding Utilisations under that Facility and the Base Currency Amount of the aggregate of its (and its Affiliate’s) Ancillary Commitments; and (b) in relation to any proposed Utilisation, the Base Currency Amount of its participation in any other Utilisations that are due to be made under that Facility on or before the proposed Utilisation Date and the Base Currency Amount of its (and its Affiliate’s) Ancillary Commitment in relation to any new Ancillary Facility that is due to be made available on or before the proposed Utilisation Date. For the purposes of calculating a Lender’s Available Commitment in relation to any proposed Utilisation the following amounts shall not be deducted from a Lender’s Commitment under that Facility: (i) that Lender’s participation in any Utilisations that are due to be repaid or prepaid on or before the proposed Utilisation Date; and (ii) that Lender’s (or its Affiliate’s) Ancillary Commitments to the extent that they are due to be reduced or cancelled on or before the proposed Utilisation Date. “Available Facility” means, in relation to a Facility, the aggregate for the time being of each Lender’s Available Commitment in respect of that Facility. “Bail-In Action” means the exercise of any Write-down and Conversion Powers. “Bail-In Legislation” means: (a) in relation to an EEA Member Country which has implemented, or which at any time implements, Article 55 BRRD, the relevant implementing law or regulation as described in the EU Bail-In Legislation Schedule from time to time; (b) in relation to the United Kingdom, the UK Bail-In Legislation; and (c) in relation to any state other than such an EEA Member Country or the United Kingdom, any analogous law or regulation from time to time which requires contractual recognition of any Write-down and Conversion Powers contained in that law or regulation. “BAML Facility” means the facility made available to MUFC and documented by the BAML Facility Agreement. “BAML Facility Agreement” means the term loan agreement dated 20 May 2013 as amended and restated pursuant to amendment and restatement agreements dated 11 August 2014 and 15 May 2015, amendment letters dated 26 June 2015 and 11 September 2015, amendment and restatement agreements dated 14 June 2018, 5 August 2019 and 4 March 2021, amendment letters dated 10 December 2021 and 4 November 2022, an amendment and restatement agreement dated 1 June 2023 and an amendment and restatement agreement dated on or around the Fourth Amendment and Restatement Effective Date (as amended and/or restated from time

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7 to time) between, amongst others, the Company and Bank of America Europe Designated Activity as agent. “Bank Levy” means: (a) the UK bank levy as set out in the Finance Act 2011; (b) the German bank levy as set out in the German Restructuring Fund Act 2010 (Restrukturierungsfondsgesetz) (as amended); (c) the French taxe bancaire de risque systémique as set out under article 235 ter ZE of the French Tax Code; and (d) any other levy or tax of a similar nature in force (or formally announced) as at the date of this Agreement and imposed in any jurisdiction by reference to the assets or liabilities of a financial institution or other entity carrying out financial transactions and in relation to which a Lender would reasonably be able to quantify the relevant cost of compliance as at the date of this Agreement. “Base Case Model” means the financial model including profit and loss, balance sheet and cashflow projections in agreed form relating to the Group. “Base Currency” means sterling. “Base Currency Amount” means: (a) in relation to a Utilisation, the amount specified in the Utilisation Request delivered by (or on behalf of) a Borrower for that Utilisation (or, if the amount requested is not denominated in the Base Currency, that amount converted into the Base Currency at the Agent’s Spot Rate of Exchange on the date which is three Business Days before the Utilisation Date or, if later, on the date the Agent receives the Utilisation Request in accordance with the terms of this Agreement) and, in the case of a Letter of Credit, as adjusted under Clause 6.8 (Revaluation of Letters of Credit); and (b) in relation to an Ancillary Commitment, the amount specified as such in the notice delivered to the Agent by the Company pursuant to Clause 9.2 (Availability) (or, if the amount specified is not denominated in the Base Currency, that amount converted into the Base Currency at the Agent’s Spot Rate of Exchange on the date which is three Business Days before the Ancillary Commencement Date for that Ancillary Facility or, if later, the date the Agent receives the notice of the Ancillary Commitment in accordance with the terms of this Agreement), as adjusted to reflect any repayment, prepayment, consolidation or division of a Utilisation, or (as the case may be) cancellation or reduction of an Ancillary Facility. “Base Reference Bank Rate” means in relation to EURIBOR the arithmetic mean of the rates (rounded upwards to four decimal places) as supplied to the Agent at its request by the Base Reference Banks: (a) (other than where paragraph (b) below applies) as the rate at which the relevant Base Reference Bank believes one prime bank is quoting to another prime bank for interbank term deposits in euro within the Participating Member States for the relevant period; or (b) if different, as the rate (if any and applied to the relevant Base Reference Bank and the relevant period) which contributors to the applicable Screen Rate are asked to submit to the relevant administrator.

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8 “Base Reference Banks” means: (a) in relation to EURIBOR, the principal Amsterdam, Brussels, Frankfurt, London, Luxembourg or Paris offices of up to three banks as may be appointed by the Company with the consent of the Agent from time to time (such consent not to be unreasonably withheld and deemed given if not expressly refused within five Business Days of the Company giving the Agent notice that it wishes to appoint any such bank) provided that each such appointment bank has confirmed that it is able to act in such capacity; or (b) such other banks as may be appointed by the Agent in consultation with the Company. “Borrower” means the Original Borrower, MUFC or an Additional Borrower unless, in each case, it has ceased to be a Borrower in accordance with Clause 31 (Changes to the Obligors) and, in respect of an Ancillary Facility only, any Affiliate of a Borrower that becomes a borrower of that Ancillary Facility with the approval of the relevant Ancillary Lender or Affiliate of an Ancillary Facility Lender pursuant to Clause 9.9 (Affiliates of Borrowers). “Borrowings” has the meaning given to that term in Clause 26.1 (Financial definitions). “Break Costs” means: (a) in respect of any Term Rate Loan, the amount (if any) by which: (i) the interest excluding the Margin which a Lender should have received for the period from the date of receipt of all or any part of its participation in a Loan or Unpaid Sum to the last day of the current Interest Period in respect of that Loan or Unpaid Sum, had the principal amount or Unpaid Sum received been paid on the last day of that Interest Period; exceeds: (ii) the amount which that Lender would be able to obtain by placing an amount equal to the principal amount or Unpaid Sum received by it on deposit with a leading bank in the Relevant Interbank Market for a period starting on the Business Day following receipt or recovery and ending on the last day of the current Interest Period; or (b) in respect of any RFR Loan, any amount specified as such in the applicable RFR Terms. “Budget” means: (a) in relation to the period beginning on 1 July 2014 and ending on 30 June 2015, the Base Case Model in agreed form to be delivered by the Company to the Agent pursuant to Clause 4.1 (Initial conditions precedent); and (b) in relation to any other period, any budget delivered by the Company to the Agent in respect of that period pursuant to Clause 25.4 (Budget). “Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in London and New York: (a) (in relation to any date for payment or purchase of a currency other than euro) the principal financial centre of the country of that currency; (b) (in relation to any date for payment or purchase of euro) any TARGET Day; or (c) (in relation to:

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9 (i) any date for payment or purchase of a RFR Currency; or (ii) the determination of the first day or the last day of an Interest Period for a RFR Loan, or otherwise in relation to the determination of the length of such an Interest Period), which is an Additional Business Day relating to that currency or that Loan. “Cash” means cash in hand and credit balances or amounts on deposit in an account in the name of a member of the Group with an Acceptable Bank which are freely transferable and freely convertible and accessible by a member of the Group within 30 days so long as repayment of that cash is not contingent on the prior discharge of any other indebtedness of any person or on the satisfaction of any other condition (other than the making of a withdrawal request by a member of the Group where that member of the Group is freely able to make such a request at its discretion and without any restriction) and that cash is not subject to any Security (other than Transaction Security, Permitted Liens or Permitted Collateral Liens). “Cash Equivalent Investments” means at any time: (a) certificates of deposit maturing within one year after the relevant date of calculation and issued by an Acceptable Bank; (b) any investment in marketable debt obligations issued or guaranteed by the government of the United States of America, the United Kingdom, any member state of the European Economic Area or any Participating Member State or by an instrumentality or agency of any of them having an equivalent credit rating which: (i) matures within one year after the relevant date of calculation; and (ii) is not convertible or exchangeable to any other security, provided that the relevant issuer or guarantor is rated at least BBB or higher by Standard & Poor’s Rating Services, BBB or higher by Fitch Ratings or Baa2 or higher by Moody’s Investor Services Limited; (c) open market commercial paper not convertible or exchangeable to any other security: (i) for which a recognised trading market exists; (ii) issued by an issuer incorporated in the U.S., the United Kingdom, any member state of the European Economic Area or any Participating Member State; (iii) which matures within one year after the relevant date of calculation; and (iv) which has a credit rating of either BBB or higher by Standard & Poor’s Rating Services, BBB or higher by Fitch Ratings or Baa2 or higher by Moody’s Investor Services Limited, or, if no rating is available in respect of the commercial paper, the issuer of which has, in respect of its unsecured and non credit enhanced debt obligations, an equivalent rating; (d) sterling bills of exchange issued eligible for rediscount at the Bank of England and accepted by an Acceptable Bank (or any dematerialised equivalent); (e) investments accessible within 30 days in money market funds which:

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10 (i) have a credit rating of either BBB or higher by Standard & Poor’s Rating Services, BBB or higher by Fitch Ratings or Baa2 or higher by Moody’s Investor Services Limited; and (ii) invest substantially all their assets in securities of the types described in paragraphs (a) to (d) above; or (f) any other debt security approved by the Majority Lenders, in each case, to which any member of the Group is beneficially entitled at that time and which is not issued or guaranteed by any member of the Group or subject to any Security (other than the Transaction Security Documents). “Central Bank Rate” has the meaning given to that term in the applicable RFR Terms. “Central Bank Rate Adjustment” has the meaning given to that term in the applicable RFR Terms. “CFC” means a “controlled foreign corporation” (as defined in section 957(a) of the Code) for U.S. federal income tax purposes. “CFC Obligor” means an Obligor that is a CFC. “Champions League” means the UEFA Champions League and any successor or replacement competition. “Champions League Adjustment Spreadsheet” means: (a) prior to the Fourth Amendment and Restatement Effective Date, the spreadsheet delivered pursuant to Part 1 of Schedule 2 (Conditions Precedent); and (b) on and from the Fourth Amendment and Restatement Effective Date, the spreadsheet delivered pursuant to schedule 1 (Conditions Precedent to the Effective Date) of the Fourth Amendment and Restatement Agreement. “Champions League Non Qualification Event” means the failure by the first team of Manchester United Football Club to qualify (in any season) for the first round group stages (or its equivalent from time to time) of the Champions League. “Change of Control” means: (a) a Note Change of Control as defined in Schedule 15 (Restrictive Covenants); or (b) where the Original Investors and INEOS cease to, directly or indirectly, beneficially hold in aggregate issued share capital having the right to cast more than 30 per cent of the votes capable of being cast at a general meeting of the Company; or (c) where any shareholder or group of shareholders acting in concert (other than the Original Investors and INEOS) acquire (directly or indirectly) issued share capital having the right to cast a greater percentage of the votes capable of being cast at a general meeting of the Company than is, directly or indirectly, beneficially held in aggregate by the Original Investors and INEOS. For the purposes of this definition, “acting in concert” means, a group of shareholders who, pursuant to an agreement or understanding (whether formal or informal), actively co-operate, through the acquisition directly or indirectly of shares in the Company by any of them, either directly or indirectly, to obtain or consolidate control of the Company.

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11 “Charged Property” means all of the assets of the Obligors which from time to time are, or are expressed to be, the subject of the Transaction Security. “Closing Date” means 26 June 2015. “Code” means the United States Internal Revenue Code of 1986 as amended. “Commitment” means an Initial Facility Commitment or an Additional Facility Commitment. “Compliance Certificate” means a certificate substantially in the form set out in Schedule 9 (Form of Compliance Certificate) or any other form agreed by the Agent (acting reasonably) and the Company. “Compounded Reference Rate” means, in relation to any RFR Banking Day during the Interest Period of a RFR Loan, the percentage rate per annum which is the aggregate of the applicable: (a) Daily Non-Cumulative Compounded RFR Rate for that RFR Banking Day; and (b) Credit Adjustment Spread, if any. “Compounding Methodology Supplement” means, in relation to the Daily Non-Cumulative Compounded RFR Rate, a document which: (a) is agreed in writing by the Company, the Agent (in its own capacity) and the Agent (acting on the instructions of the Majority Lenders); (b) specifies a calculation methodology for that rate; and (c) has been made available to the Company and each Finance Party. “Confidential Information” means all information relating to the Company, any Investor Affiliate, any Obligor, the Group, the Finance Documents or a Facility of which a Finance Party becomes aware in its capacity as, or for the purpose of becoming, a Finance Party or which is received by a Finance Party in relation to, or for the purpose of becoming a Finance Party under, the Finance Documents or a Facility from either: (a) any member of the Group, any Investor Affiliate or any of their respective advisers; or (b) another Finance Party, if the information was obtained by that Finance Party directly or indirectly from any member of the Group, any Investor Affiliate or any of their respective advisers or in breach of any duty of confidentiality, in whatever form, and includes information given orally and any document, electronic file or any other way of representing or recording information which contains or is derived or copied from such information but excludes (i) information that: (A) is or becomes public information other than as a direct or indirect result of any breach by that Finance Party of Clause 42 (Confidentiality); or (B) is identified in writing at the time of delivery as non-confidential by any member of the Group, any Investor Affiliate or any of their respective advisers; or

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12 (C) is known by that Finance Party before the date the information is disclosed to it in accordance with paragraphs (a) or (b) above or is lawfully obtained by that Finance Party after that date, from a source which is, as far as that Finance Party is aware, unconnected with the Group, the Investor Affiliates or any of their respective advisers and which, in either case, as far as that Finance Party is aware, has not been obtained in breach of, and is not otherwise subject to, any obligation of confidentiality; and (ii) any Funding Rate or Reference Bank Quotation. “Confidentiality Undertaking” means a confidentiality undertaking substantially in the recommended form of the LMA at the relevant time or in any other form agreed between the Company and the Agent (acting reasonably), which, in each case, is addressed to, or capable of being relied upon by, the Company without requiring its signature by virtue of reliance on the Third Parties Act and is not capable of being materially amended without the Company’s prior written consent (acting reasonably). “Consolidated EBITDA” has the meaning given to such term in Clause 26.1 (Financial definitions). “Consolidated Net Finance Charges” has the meaning given to such term in Clause 26.1 (Financial definitions). “Credit Adjustment Spread” means, in respect of any RFR Loan, any rate specified as such in the applicable RFR Terms. “CTA” means the Corporation Tax Act 2009. “Daily Non-Cumulative Compounded RFR Rate” means, in relation to any RFR Banking Day during an Interest Period for a RFR Loan, the percentage rate per annum determined by the Agent (or by any other Finance Party which agrees to determine that rate in place of the Agent) in accordance with the methodology set out in Schedule 23 (Daily Non-Cumulative Compounded RFR Rate) or in any relevant Compounding Methodology Supplement. “Daily Rate” means the rate specified as such in the applicable RFR Terms. “Debt Document” has the meaning given to it in the Intercreditor Agreement. “Debt Purchase Transaction” means, in relation to a person, a transaction where such person: (a) purchases by way of assignment or transfer; (b) enters into any sub-participation in respect of; or (c) enters into any other agreement or arrangement having an economic effect substantially similar to a sub- participation in respect of, any Commitment or amount outstanding under this Agreement. “Default” means an Event of Default or any event or circumstance specified in Clause 28 (Events of Default) which would (with the expiry of a grace period, the giving of notice, the making of any determination under the Finance Documents or any combination of any of the foregoing) be an Event of Default provided that any such event which is subject to a qualification as to materiality or requires a determination to be made shall not constitute a Default unless such qualification is satisfied or such determination is made, as the case may be.

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13 “Defaulting Lender” means any Lender (other than a Lender which is an Investor Affiliate): (a) which has failed to make its participation in a Loan available or has notified the Agent or the Company (which has notified the Agent) that it will not make its participation in a Loan available by the Utilisation Date of that Loan in accordance with Clause 5.4 (Lenders’ participation) or has failed to provide cash collateral (or has notified the Issuing Bank or the Company (which has notified the Agent) that it will not provide cash collateral) in accordance with Clause 7.4 (Cash collateral by Non- Acceptable L/C Lender); (b) which has otherwise rescinded or repudiated a Finance Document; (c) which is an Issuing Bank which has failed to issue a Letter of Credit (or has notified the Agent or the Company (which has notified the Agent)) that it will not issue a Letter of Credit (as the case may be) in accordance with Clause 6.5 (Issue of Letter of Credit) or which has failed to pay a claim (or has notified the Agent or the Company (which has notified the Agent) that it will not pay a claim) in accordance with (and as defined in) Clause 7.2 (Claims under a Letter of Credit); or (d) with respect to which an Insolvency Event has occurred and is continuing, unless, in the case of paragraphs (a) and (c) above: (i) its failure to pay is caused by: (A) administrative or technical error; or (B) a Disruption Event; and payment is made within three Business Days of its due date; or (ii) the Lender is disputing in good faith whether it is contractually obliged to make the payment in question and the Agent has notified the Company and the other Lenders that this is the case. “Delegate” means any delegate, agent, attorney or co-trustee appointed by the Security Trustee. “Designated Gross Amount” has the meaning given to that term in Clause 9.2 (Availability). “Designated Net Amount” has the meaning given to that term in Clause 9.2 (Availability). “Disruption Event” means either or both of: (a) a material disruption to those payment or communications systems or to those financial markets which are, in each case, required to operate in order for payments to be made in connection with a Facility (or otherwise in order for the transactions contemplated by the Finance Documents to be carried out) which disruption is not caused by, and is beyond the control of, any of the Parties; or (b) the occurrence of any other event which results in a disruption (of a technical or systems-related nature) to the treasury or payments operations of a Party preventing that, or any other Party: (i) from performing its payment obligations under the Finance Documents; or (ii) from communicating with other Parties in accordance with the terms of the Finance Documents,

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14 and which (in either such case) is not caused by, and is beyond the control of, the Party whose operations are disrupted. “EEA Member Country” means any member state of the European Union, Iceland, Liechtenstein and Norway and any other country that becomes a member of the European Economic Area on or after the First Amendment and Restatement Effective Date. “Environment” means humans, animals, plants and all other living organisms including the ecological systems of which they form part and the following media: (a) air (including, without limitation, air within natural or man-made structures, whether above or below ground); (b) water (including, without limitation, territorial, coastal and inland waters, water under or within land and water in drains and sewers); and (c) land (including, without limitation, land under water). “Environmental Claim” means any claim, proceedings or investigation by any person in respect of any Environmental Law. “Environmental Law” means any applicable law or regulation of any jurisdiction in which a member of the Group conducts its business and which is binding on that member of the Group and which relates to: (a) the pollution or protection of the Environment; (b) the conditions of the workplace; or (c) the generation, handling, storage, use, release or spillage of any substance which, alone or in combination with any other, is capable of causing harm to the Environment, including, without limitation, any waste. “EU Bail-In Legislation Schedule” means the document described as such and published by the LMA (or any successor person) from time to time. “EURIBOR” means, in relation to any Term Rate Loan in euro: (a) the applicable Screen Rate; (b) (if no Screen Rate is available for the Interest Period of that Loan) the Interpolated Screen Rate for that Loan; or (c) if: (i) no Screen Rate is available for the Interest Period of that Loan; and (ii) it is not possible to calculate the Interpolated Screen Rate for that Loan, the Base Reference Bank Rate, as of, in each case the Specified Time on the Quotation Day for euro and for a period equal in length to the Interest Period of that Loan and, if that rate is less than zero, EURIBOR shall be deemed to be zero. “Event of Default” means any event or circumstance specified as such in Clause 28 (Events of Default).

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15 “Excluded Subsidiary” means: (a) MUTV; (b) Alderley Urban Investments Limited (a company incorporated in England and Wales with registered number 03132053); (c) each member of the New Holdco Group; (d) prior to the New Stadium Designation Date (and, for avoidance of doubt, not on or after the New Stadium Designation Date), the New Stadium Group (unless the Company elects in its sole and absolute discretion in writing to the Agent that the New Stadium Group will no longer be an Excluded Subsidiary); (e) provided that such Restricted Subsidiary has been designated by the Company by written notice to the Agent as an Excluded Subsidiary, a Restricted Subsidiary formed solely for the purpose of holding one or more assets or properties that are to be financed, in whole or in part, with Indebtedness (as defined in Schedule 15 (Restrictive Covenants)) incurred pursuant to paragraph (d) or (n) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 15 (Restrictive Covenants) if the only assets and properties (other than assets that are de minimis in value) owned by such Restricted Subsidiary are financed, in whole or in part, with Indebtedness incurred pursuant to paragraphs (d) or (n) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 15 (Restrictive Covenants) for so long as any such Indebtedness remains outstanding and an obligation of such Restricted Subsidiary (it being understood that promptly upon the retirement or repayment of such Indebtedness or the assumption of such Indebtedness by a Person other than such Restricted Subsidiary, such Restricted Subsidiary shall cease to be an Excluded Subsidiary and shall, subject to the Agreed Security Principles, become an Additional Guarantor (to the extent it would otherwise be required to do so)); and (f) provided that such Restricted Subsidiary has been designated by the Company by written notice to the Agent as an Excluded Subsidiary, any Person that becomes a Restricted Subsidiary after the Fourth Amendment and Restatement Effective Date as a result of the acquisition of such Person by a Restricted Subsidiary of the Company (other than Red Football Junior Limited) where such Person will have outstanding, following the consummation of such acquisition, Indebtedness as defined in Schedule 15 (Restrictive Covenants) permitted to be incurred pursuant to paragraph (l) of Clause 3.2 (Incurrence of Indebtedness and Issuance of Preferred Stock) of Schedule 15 (Restrictive Covenants) and such Person would be required to obtain the consent of the holders of such Indebtedness to become an Additional Guarantor or grant Transaction Security, for so long as any such Indebtedness remains outstanding and an obligation of such Person (it being understood that promptly upon the retirement or repayment of such Indebtedness or the assumption of such Indebtedness by a Person other than such Person, such Person shall cease to be an Excluded Subsidiary and shall, subject to the Agreed Security Principles, become an Additional Guarantor (to the extent it would otherwise be required to do so)). “Existing Facility” means the facility made available to the Company, MUL and MUFC documented by the Existing Facility Agreement. “Existing Facility Agreement” means the revolving facilities agreement dated 29 January 2010 (as amended from time to time) between, amongst others, the Company, J.P. Morgan Europe Limited as agent and security trustee, JPMorgan Chase Bank, N.A. as alternative L/C fronting bank and the lenders listed therein.

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16 “Existing Notes” has the meaning given to such term in Schedule 15 (Restrictive Covenants). “Existing Note Purchase Agreement” has the meaning given to such term in Schedule 15 (Restrictive Covenants). “Existing Security Documents” means: (a) the English law debenture dated 29 January 2010 between the Company, Red Football Junior Limited, MUL, MUFC and MUF and J.P. Morgan Europe Limited (the “Existing Debenture”); (b) the English law mortgage dated 29 January 2010 between MUL and J.P. Morgan Europe Limited; (c) the English law mortgage dated 29 January 2010 between MUFC and J.P. Morgan Europe Limited; and (d) the English law mortgage dated 23 April 2010 between MUL and J.P. Morgan Europe Limited. “Existing Stadium” means the football stadium at Old Trafford Stadium, Sir Matt Busby Way, Manchester M16 0RA, England owned by MUFC. “Expiry Date” means, for a Letter of Credit, the last day of its Term. “Facility” means an Initial Facility or any Additional Facility. “Facility Office” means: (a) in respect of a Lender or an Issuing Bank, the office or offices notified by that Lender or Issuing Bank to the Agent in writing on or before the date it becomes a Lender or a Issuing Bank (or, following that date, by not less than five Business Days’ written notice) as the office or offices through which it will perform its obligations under this Agreement; or (b) in respect of any other Finance Party, the office in the jurisdiction in which it is resident for tax purposes. “Fallback Interest Period” means one Month. “FATCA” means: (a) sections 1471 to 1474 of the Code or any associated regulations; (b) any treaty, law or regulation of any other jurisdiction, or relating to an intergovernmental agreement between the US and any other jurisdiction, which (in either case) facilitates the implementation of any law or regulation referred to in paragraph (a) above; or (c) any agreement pursuant to the implementation of any treaty, law or regulation referred to in paragraphs (a) or (b) above with the US Internal Revenue Service, the US government or any governmental or taxation authority in any other jurisdiction. “FATCA Application Date” means:

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17 (a) in relation to a “withholdable payment” described in section 1473(1)(A)(i) of the Code (which relates to payments of interest and certain other payments from sources within the US), 1 July 2014; or (b) in relation to a “passthru payment” described in section 1471(d)(7) of the Code not falling within paragraph (a) above, the first date from which such payment may become subject to a deduction or withholding required by FATCA. “FATCA Deduction” means a deduction or withholding from a payment under a Finance Document required by FATCA. “FATCA Exempt Party” means a Party that is entitled to receive payments free from any FATCA Deduction. “Fee Letter” means: (a) any letter or letters dated on or about the date of this Agreement including between the Arranger and the Company and/or the Original Lenders and the Company and/or the Agent and the Company and/or the Security Trustee and the Company setting out any of the fees referred to in Clause 17 (Fees); (b) any letter or letters dated on or about the date of the Fourth Amendment and Restatement Agreement including between the Arranger and the Company and/or the Original Lenders and the Company and/or the Agent and the Company and/or the Security Trustee and the Company; and (c) any agreement setting out fees payable to a Finance Party referred to in Clause 17.6 (Fees payable in respect of Letters of Credit) or Clause 17.7 (Interest, commission and fees on Ancillary Facilities) of this Agreement or under any other Finance Document. “Fifth Amendment Letter” means the amendment letter relating to this Agreement dated 10 February 2026 and made between, among others, the Company and the Agent. “Fifth Amendment Letter Effective Date” means the Effective Date as defined in the Fifth Amendment Letter. “Finance Document” means this Agreement, the First Amendment and Restatement Agreement, the First Amendment Letter, the Second Amendment and Restatement Agreement, the Third Amendment and Restatement Agreement, the Second Amendment Letter, the Third Amendment Letter, the Fourth Amendment Letter, the Fifth Amendment Letter, the Fourth Amendment and Restatement Agreement, any Accession Deed, any Ancillary Document, any Compliance Certificate, any Fee Letter, the Intercreditor Agreement, the Security Confirmation Deed, any Resignation Letter, any Transaction Security Document, any Utilisation Request, any Additional Facility Notice, any Additional Facility Lender Accession Notice, any RFR Supplement, any Compounding Methodology Supplement and any other document designated as a “Finance Document” by the Agent and the Company. “Finance Party” means the Agent, the Arranger, the Security Trustee, a Lender, any Issuing Bank or any Ancillary Lender. “Financial Indebtedness” means any indebtedness for or in respect of, and without double counting: (a) monies borrowed or raised (other than Subordinated Shareholder Funding and/or Additional Shareholder Funding);

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18 (b) any amount raised by acceptance under any acceptance credit facility or by a bill discounting or factoring credit facility; (c) any amount raised pursuant to any note purchase facility or the issue of bonds, notes, debentures, loan stock or any similar instrument; (d) the amount of any liability in respect of any lease or hire purchase contract or other agreement which would, in accordance with the Accounting Principles, be treated as a finance or capital lease; (e) receivables sold or discounted (other than any receivables to the extent they are sold on a non-recourse basis); (f) any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price (and, when calculating the value of any derivative transaction, only the marked to market value shall be taken into account, together with the effect of any applicable netting arrangement); (g) any counter-indemnity obligation in respect of a guarantee, indemnity, bond, standby or documentary letter of credit or any other instrument issued by a bank or financial institution; (h) any amount raised by the issue of shares in the Company or any other member of the Group which is not held by another member of the Group which by their terms are redeemable (mandatorily or at the holder’s option); (i) any amount of any liability under an advance or deferred purchase agreement in respect of a fixed asset if such agreement was demonstrably entered into primarily as a method of raising finance; (j) any amount raised under any other transaction (including any forward sale or purchase agreement but not in relation to deferred payments for players) having the commercial effect of a borrowing; and (k) the amount of any liability in respect of any guarantee or indemnity or similar assurance against financial loss for any of the items referred to in the preceding paragraphs of this definition. “Financial Quarter” has the meaning given to that term in Clause 26.1 (Financial definitions). “Financial Stability Board” means the Financial Stability Board (or any successor or replacement organisation from time to time). “Financial Year” has the meaning given to that term in Clause 26.1 (Financial definitions). “First Amendment and Restatement Agreement” means the amendment and restatement agreement relating to this Agreement dated 4 April 2019 and made between, inter alia, the Company and the Agent. “First Amendment and Restatement Effective Date” means the Effective Date as defined in the First Amendment and Restatement Agreement. “First Amendment Letter” means the amendment letter relating to this Agreement dated 7 October 2015 and made between, the Company and the Agent. “Football Creditors” has the meaning given to such term (or the equivalent concept thereof) in the Premier League Handbook.

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19 “Fourth Amendment and Restatement Agreement” means the amendment and restatement agreement relating to this Agreement dated on or about 10 June 2026 and made between, inter alia, the Company and the Agent. “Fourth Amendment and Restatement Effective Date” means the Effective Date as defined in the Fourth Amendment and Restatement Agreement. “Fourth Amendment Letter” means the amendment letter relating to this Agreement dated 9 July 2025 and made between the Company and the Agent. “Fourth Amendment Letter Effective Date” means the Effective Date as defined in the Fourth Amendment Letter. “Funding Rate” means any individual rate notified by a Lender to the Agent pursuant to paragraph (a)(ii) of Clause 16.5 (Cost of funds). “Funds Flow Statement” means a funds flow statement delivered to the Agent under Clause 4.1 (Initial conditions precedent) and which shall be a purely mechanical and administrative statement and which will not have to be in form and substance satisfactory to the Agent or the Lenders. “Group” means the Company and each of its Restricted Subsidiaries from time to time. “Group Structure Chart” means the group structure chart in the agreed form delivered to the Agent under Clause 4.1 (Initial conditions precedent). “Guarantor” means an Original Guarantor or an Additional Guarantor, unless it has ceased to be a Guarantor in accordance with Clause 31 (Changes to the Obligors). “Historic Screen Rate” means, in relation to any Loan, the most recent applicable Screen Rate for the currency of that Loan and for a period equal in length to the Interest Period of that Loan and which is as of a day which is no more than five Business Days before the Quotation Day. “Holding Company” means, in relation to a company or corporation, any other company or corporation in respect of which it is a Subsidiary. “IFRS” has the meaning given to such term in Schedule 15 (Restrictive Covenants). “Impaired Agent” means the Agent at any time when: (a) it has failed to make (or has notified a Party that it will not make) a payment required to be made by it under the Finance Documents by the due date for payment; (b) the Agent otherwise rescinds or repudiates a Finance Document or expresses an intention to do so; (c) (if the Agent is also a Lender) it is a Defaulting Lender under paragraph (a) or (b) of the definition of “Defaulting Lender”; or (d) an Insolvency Event has occurred and is continuing with respect to the Agent, unless, in the case of paragraph (a) above: (i) its failure to pay is caused by: (A) administrative or technical error; or

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20 (B) a Disruption Event; and payment is made within three Business Days of its due date; or (ii) the Agent is disputing in good faith whether it is contractually obliged to make the payment in question and the Agent has notified the Company and the Lenders that this is the case. “Increase Confirmation” means a confirmation substantially in the form set out in Schedule 20 (Form of Increase Confirmation) or any other form agreed between the Agent and the Company (in each case acting reasonably). “Increase Date” means, in relation to an increase, the later of: (a) the proposed Increase Date specified in the relevant Increase Confirmation; and (b) the date on which the Agent executes the relevant Increase Confirmation. “Increase Lender” has the meaning given to that term in Clause 2.2 (Increase). “Industrial Competitor” means a person (or an Affiliate of a person): (a) who in the ordinary course of business is in direct competition with the Group (which shall include Unrestricted Subsidiaries for the purposes of the definition of Industrial Competitor only) in any of its business activities carried on by the Group (including, without limitation, any owner of, controlling shareholder or any shareholder who has the right to appoint a director to the board (or equivalent body) of any professional football club); or (b) who has the power (whether by way of ownership of shares, proxy, contract, agency or otherwise) to cast, or control the casting of, more than 50 per cent. of the maximum number of votes that might be cast at a general meeting (or equivalent) of an entity which falls within paragraph (a) above or who holds beneficially more than 50 per cent. of the issued share capital (or equivalent) of an entity which falls within paragraph (a) above (any such person, a “Competitor Shareholder”), any Affiliate of a Competitor Shareholder, any trust of which a Competitor Shareholder or any of its Affiliates is a trustee, any partnership of which a Competitor Shareholder or any of its Affiliates is a partner and any trust, fund or other entity which is managed by, or is under the control of, a Competitor Shareholder or any of its Affiliates. “INEOS” has the meaning given to such term in Schedule 15 (Restrictive Covenants). “Initial Facility” means the revolving credit facility made available under this Agreement as described in paragraph (a) of Clause 2.1 (The Facilities). “Initial Facility Commitment” means: (a) in relation to an Original Lender, the amount in the Base Currency set opposite its name under the heading “Initial Facility Commitment” in Part 2 of Schedule 1 (The Original Parties) and the amount of any other Initial Facility Commitment transferred to it under this Agreement or assumed by it in accordance with Clause 2.2 (Increase); and (b) in relation to any other Lender, the amount in the Base Currency of any Initial Facility Commitment transferred to it under this Agreement or assumed by in accordance with Clause 2.2 (Increase), to the extent not cancelled, reduced or transferred by it under this Agreement.

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21 “Initial Facility Loan” means a loan made or to be made under the Initial Facility or the principal amount outstanding for the time being of that loan. “Initial Termination Date” means in respect of the Initial Facility, 31 December 2029. “Insolvency Event” in relation to a Finance Party means that the Finance Party: (a) is dissolved (other than pursuant to a consolidation, amalgamation or merger); (b) becomes insolvent or is unable to pay its debts or fails or admits in writing its inability generally to pay its debts as they become due; (c) makes a general assignment, arrangement or composition with or for the benefit of its creditors; (d) institutes or has instituted against it, by a regulator, supervisor or any similar official with primary insolvency, rehabilitative or regulatory jurisdiction over it in the jurisdiction of its incorporation or organisation or the jurisdiction of its head or home office, a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation by it or such regulator, supervisor or similar official; (e) has instituted against it a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation, and, in the case of any such proceeding or petition instituted or presented against it, such proceeding or petition is instituted or presented by a person or entity not described in paragraph (d) above and: (i) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up or liquidation; or (ii) is not dismissed, discharged, stayed or restrained in each case within 30 days of the institution or presentation thereof; (f) has exercised in respect of it one or more of the stabilisation powers pursuant to Part 1 of the Banking Act 2009 and/or has instituted against it a bank insolvency proceeding pursuant to Part 2 of the Banking Act 2009 or a bank administration proceeding pursuant to Part 3 of the Banking Act 2009; (g) has a resolution passed for its winding-up, official management or liquidation (other than pursuant to a consolidation, amalgamation or merger); (h) seeks or becomes subject to the appointment of an administrator, provisional liquidator, conservator, receiver, trustee, custodian or other similar official for it or for all or substantially all its assets; (i) has a secured party take possession of all or substantially all its assets or has a distress, execution, attachment, sequestration or other legal process levied, enforced or sued on or against all or substantially all its assets and such secured party maintains possession, or any such process is not dismissed, discharged, stayed or restrained, in each case within 30 days thereafter;

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22 (j) causes or is subject to any event with respect to it which, under the applicable laws of any jurisdiction, has an analogous effect to any of the events specified in paragraphs (a) to (i) above; or (k) takes any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing acts. “Intellectual Property” means: (a) any patents, trade marks, service marks, designs, business names, copyrights, database rights, design rights, domain names, inventions, knowhow and other intellectual property rights and interests (which may on or after the date of this Agreement subsist), whether registered or unregistered; and (b) the benefit of all applications and rights to use such assets of each member of the Group (which may on or after the date of this Agreement subsist). “Intercreditor Agreement” means the intercreditor agreement dated 29 January 2010, as amended and restated on 26 June 2015 and amended on 4 April 2019 (as may be further amended and/or restated from time to time) and made between, among others, the Company, the Debtors, the Security Trustee (as Security Trustee), the Agent (as RCF Agent), the Lenders (as RCF Lenders), the Arranger (as Arranger), the Ancillary Lenders (as RCF Lenders), the Hedge Counterparties and the Intra-Group Lenders (as each term is defined therein). “Interest Period” means, in relation to a Loan, each period determined in accordance with Clause 15 (Interest Periods) and, in relation to an Unpaid Sum, each period determined in accordance with Clause 14.4 (Default interest). “Interpolated Historic Screen Rate” means, in relation to any Loan, the rate (rounded to the same number of decimal places as the two relevant Screen Rates) which results from interpolating on a linear basis between: (a) the most recent applicable Screen Rate for the longest period (for which that Screen Rate is available) which is less than the Interest Period of that Loan; and (b) the most recent applicable Screen Rate for the shortest period (for which that Screen Rate is available) which exceeds the Interest Period of that Loan, each for the currency of that Loan and each of which is as of a day which is no more than five Business Days before the Quotation Day. “Interpolated Screen Rate” means, in relation to EURIBOR for any Loan, the rate (rounded to the same number of decimal places as the two relevant Screen Rates) which results from interpolating on a linear basis between: (a) the applicable Screen Rate for the longest period (for which that Screen Rate is applicable) which is less than the Interest Period for that Loan; and (b) the applicable Screen Rate for the shortest period (for which that Screen Rate is applicable) which exceeds the Interest Period of that Loan, each as of the Specified Time on the Quotation Day for the currency of that Loan. “Investor Affiliate” means each Original Investor, each “Affiliate” (as defined in Schedule 15 (Restrictive Covenants)) of an Original Investor, any trust of which an Original Investor or any of its Affiliates is a trustee, any partnership of which an Original Investor or any of its Affiliates is a partner and any trust, fund or other entity which is managed by, or is under the control of,

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23 an Original Investor or any of its Affiliates provided that any such trust, fund or other entity which has been established for at least six Months solely for the purpose of making, purchasing or investing in loans or debt securities and which is managed or controlled independently from all other trusts, funds or other entities managed or controlled by an Original Investor or any of its Affiliates which have been established for the primary or main purpose of investing in the share capital of companies shall not constitute an Investor Affiliate. “Issuer” means MUFC. “Issuing Bank” means Bank of America Europe Designated Activity Company or other any Lender which has notified the Agent that it has agreed to the Company’s request to be an Issuing Bank pursuant to the terms of this Agreement (and if more than one Lender has so agreed, such Lenders shall be referred to, whether acting individually or together, as the “Issuing Bank”) provided that, in respect of a Letter of Credit issued or to be issued pursuant to the terms of this Agreement, the “Issuing Bank” shall be the Issuing Bank which has issued or agreed to issue that Letter of Credit. “ITA” means the Income Tax Act 2007. “L/C Proportion” means in relation to a Lender in respect of any Letter of Credit, the proportion (expressed as a percentage) borne by that Lender’s Available Commitment under the Facility under which such Letter of Credit is issued to the relevant Available Facility immediately prior to the issue of that Letter of Credit, adjusted to reflect any assignment or transfer under this Agreement to or by that Lender. “Legal Opinion” means any legal opinion delivered to the Agent under Clause 4.1 (Initial conditions precedent) or Clause 31 (Changes to the Obligors) or otherwise in accordance with the terms of any Finance Document. “Legal Reservations” means: (a) the principle that equitable remedies may be granted or refused at the discretion of a court and the limitation of enforcement by laws relating to bankruptcy, insolvency, liquidation, reorganisation, court schemes, moratoria, administration and other laws generally affecting the rights of creditors; (b) the time barring of claims under applicable limitation laws (including the Limitation Acts) and the possibility that an undertaking to assume liability for or indemnify a person against non-payment of stamp duty may be void and defences of acquiescence, set-off or counterclaim; (c) the principle that in certain circumstances Security granted by way of fixed charge may be recharacterised as a floating charge or that Security purported to be constituted as an assignment may be recharacterised as a charge; (d) the principle that additional interest imposed pursuant to any relevant agreement may be held to be unenforceable on the grounds that it is a penalty and thus void; (e) the principle that an English court may not give effect to an indemnity for legal costs incurred by an unsuccessful litigant; (f) the principle that the creation or purported creation of Security over any contract or agreement which is subject to a prohibition on transfer, assignment or charging may be void, ineffective or invalid and may give rise to a breach of the contract or agreement over which Security has purportedly been created;

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24 (g) similar principles, rights and defences under the laws of any Relevant Jurisdiction; and (h) any other matters which are set out as qualifications or reservations as to matters of law of general application in the Legal Opinions. “Lender” means: (a) any Original Lender; (b) any Additional Facility Lender; and (c) any bank, financial institution, trust, fund or other entity which has become a Party as a Lender in accordance with Clause 2.2 (Increase) or Clause 29 (Changes to the Lenders), which in each case has not ceased to be a Lender in accordance with the terms of this Agreement. “Letter of Credit” means: (a) a letter of credit (i) substantially in the form set out in Schedule 11 (Form of Letter of Credit), with any minor amendments approved by the Agent (acting reasonably) which do not adversely affect the Lenders or the Issuing Bank, or (ii) in any other form requested by the Company and agreed by the Issuing Bank; or (b) any guarantee, indemnity or other instrument in a form requested by a Borrower (or the Company on its behalf) and agreed by the Issuing Bank (acting reasonably). “Limitation Acts” means the Limitation Act 1980 and the Foreign Limitation Periods Act 1984. “LMA” means the Loan Market Association. “Loan” means an Initial Facility Loan or an Additional Loan. “Lookback Period” means the number of days specified as such in the applicable RFR Terms. “Majority Lenders” means: (a) (for the purposes of paragraph (a) of Clause 41.2 (Required consents) in the context of a waiver in relation to a proposed Utilisation of the condition in Clause 4.2 (Further conditions precedent)), a Lender or Lenders whose Commitments aggregate 662/3 per cent. or more of the Total Commitments; and (b) (in any other case), a Lender or Lenders whose Commitments aggregate 662/3 per cent. or more of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated 662/3 per cent. or more of the Total Commitments immediately prior to that reduction). “Margin” means in respect of the period commencing on and from the Fourth Amendment Letter Effective Date: (a) in relation to any Initial Facility Loan, the following percentages per annum, based upon the Total Net Leverage Ratio as set forth below in the column opposite that range:

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25 Total Net Leverage Ratio % per annum Greater than 3.50:1 1.75 Greater than 2.00:1 but less than or equal to 3.50:1 1.50 Less than or equal to 2.00:1 1.25 (b) however: (i) any increase or decrease in the Margin for an Initial Facility Loan shall take effect on the date which is the date of delivery to the Agent of the Compliance Certificate for that Relevant Period pursuant to Clause 25.2 (Provision and contents of Compliance Certificate); (ii) if, following receipt by the Agent of the Annual Financial Statements of the Group and related Compliance Certificate, those Annual Financial Statements and Compliance Certificate demonstrate that (a) the Margin should have been reduced in accordance with the above table or (b) the Margin should not have been reduced or should have been increased in accordance with the above table, the next payment of interest following receipt of the relevant Annual Financial Statements by the Agent shall be increased or reduced (as the case may be) by such amount as is necessary to put the Agent and the Lenders or the relevant Borrower in the position they should have been in had the appropriate rate of Margin been applied at the time (provided that any such reduction or increase shall only apply to the extent the Lender which received the overpayment or underpayment of interest remains a Lender as at the date of such adjustment); (iii) while an Event of Default is continuing, the Margin shall be 1.75 per cent. per annum however, once that Event of Default is remedied or waived, the Margin will be re-calculated on the basis of the most recently delivered accounts and the Margin (on the assumption that as at the date such accounts were delivered no Event of Default had occurred or was continuing) will apply with effect from that remedy or waiver; and (iv) for the purpose of determining the Margin, the Total Net Leverage Ratio and Relevant Period shall be determined in accordance with Clause 26.1 (Financial definitions). Notwithstanding anything to the contrary contained above (other than sub-paragraph (iii) above), the determination of the Margin in relation to a Loan for the period on and from the Fourth Amendment Letter Effective Date through and including the first business day immediately following the date a Compliance Certificate is delivered to the Agent for the Relevant Period ending 30 June 2025 shall be 1.75 per cent. per annum; and (c) in relation to any Additional Facility, as set out in the Additional Facility Notice relating to that Additional Facility (or as otherwise agreed by the relevant Additional Facility Borrower(s) and the Additional Facility Lender(s) under that Additional Facility from time to time). “Market Disruption Rate” means the rate (if any) specified as such in the applicable RFR Terms. “Material Adverse Effect” means an event or circumstance (taking into account all the resources, including funds, insurance and other claims and indemnities, available to the Group):

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26 (a) which has or is reasonably likely to have a material adverse effect on the business, assets of the Group (taken as a whole) or financial condition of the Group (taken as a whole); or (b) which has or is reasonably likely to have a material adverse effect on the ability of the Group (taken as a whole) to perform its payment obligations under the Finance Documents; or (c) which, subject to the Legal Reservations and Perfection Requirements, affects the validity or the enforceability of any of the Transaction Security Documents in a manner which is reasonably likely to materially adversely affect the interests of the Finance Parties and, if capable of remedy, is not remedied within 20 Business Days of the earlier of the Company becoming aware of the issue or being given notice of the issue by the Agent. “Material Company” means, at any time: (a) the Company; (b) any other Obligor; and (c) any member of the Group (other than an Excluded Subsidiary) which: (i) has earnings before interest, tax, depreciation and amortisation (calculated on an unconsolidated basis and excluding intra-Group items but otherwise on the same basis as Consolidated EBITDA) representing five per cent. or more of Consolidated EBITDA (but excluding intra-Group items and the earnings before interest, tax, depreciation and amortisation of Excluded Subsidiaries); or (ii) has gross assets (excluding intra-Group items and calculated on an unconsolidated basis) representing five per cent. or more of the gross assets of the Group (excluding intra-Group items and the gross assets of the Excluded Subsidiaries); and (d) a member of the Group (that is not an Excluded Subsidiary) that is the direct Holding Company of any company that is a Material Company pursuant to paragraphs (b) or (c) above. Compliance with the conditions set out in paragraph (c) shall be determined by reference to the latest audited financial statements to be delivered pursuant to paragraph (a) of Clause 25.1 (Financial statements). However if a Subsidiary (that is not an Excluded Subsidiary or an Unrestricted Subsidiary) or business has been acquired since the date as at which the latest audited consolidated financial statements of the Company were prepared, the financial statements shall be adjusted in order to take into account the acquisition of that Subsidiary or business (that adjustment being certified by a director of the Company as representing an accurate reflection of the revised Consolidated EBITDA or gross assets of the Group (not including any Excluded Subsidiaries)). A report by the Auditors of the Company that a Restricted Subsidiary is or is not a Material Company shall, in the absence of manifest error, be conclusive and binding on all Parties. “Material Disposal” means any disposal in respect of which the disposal proceeds exceed £5,000,000 (or its equivalent).

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27 “Month” means a period starting on one day in a calendar month and ending on the numerically corresponding day in the next calendar month, except that: (a) other than where paragraph (b) below applies: (i) (subject to paragraph (iii) below) if the numerically corresponding day is not a Business Day, that period shall end on the next Business Day in that calendar month in which that period is to end if there is one, or if there is not, on the immediately preceding Business Day; (ii) if there is no numerically corresponding day in the calendar month in which that period is to end, that period shall end on the last Business Day in that calendar month; and (iii) if an Interest Period begins on the last Business Day of a calendar month, that Interest Period shall end on the last Business Day in the calendar month in which that Interest Period is to end; and (b) in relation to an Interest Period for any Loan (or any other period for the accrual of commission or fees) in a RFR Currency for which there are rules specified as “Business Day Conventions” in respect of that currency in the applicable RFR Terms, those rules shall apply. The above rules will only apply to the last Month of any period. “MUFC” means Manchester United Football Club Limited (registration number 00095489), a company incorporated in England and Wales with limited liability. “MU Interactive” means Manchester United Interactive Limited (registration number 04365059), a company incorporated in England and Wales with limited liability. “MUL” means Manchester United Limited (registration number 02570509), a company incorporated in England and Wales with limited liability. “MUTV” means MUTV Limited (registration number 03418853), a company incorporated in England and Wales with limited liability. “New Holdco” means MU Commercial Holdings Limited, a Restricted Subsidiary formed as a direct Subsidiary of MUL and that is the (direct or indirect) Holding Company of the New Holdco Subsidiaries. “New Holdco Business” means: (a) the retail, merchandising, apparel, intellectual property licencing and soccer school business (excluding, for the avoidance of doubt, any ticket sales (including season tickets) and match day concessions, parking or hospitality); (b) any sponsorship contracts and/or arrangements entered into after the date of this Agreement or any other similar business; and/or (c) the digital, media and mobile or any other similar business (excluding, for the avoidance of doubt, (i) any centrally negotiated broadcasting rights with the Premier League (in relation to domestic and international television and radio broadcasting rights) and UEFA (in relation to European club competition television and radio broadcasting rights) and (ii) any centrally negotiated domestic cup television and radio broadcasting rights),

Annual report