Report on the proceeding at the Annual General Meeting TEXTAINER GROUP HOLDINGS LIMITED Incorporated in Bermuda Company number: EC18896 NYSE share code: TGH JSE share code: TXT ISIN: BMG8766E1093 LEI: 529900OHEYRATAFMIT89 (“Textainer”, or “the Company”) REPORT ON THE PROCEEDING AT THE ANNUAL GENERAL MEETING At the annual general meeting (“AGM”) of shareholders of Textainer held on Thursday, May 28th 2020, all the ordinary and special resolutions proposed were approved by the requisite majority of votes. The Company confirms the voting statistics from the AGM as follows: Total number of shares in issue 54,895,475 Total number of shares represented at the AGM 33,731,416 (61.45%) Shares Shares voted Votes cast disclosed as a abstained disclosed as a percentage in relation to disclosed as a Number of percentage in the total number of percentage in shares voted relation to the shares voted at the relation to the total issued AGM total issued share capital share capital For Against Proposal One: APPROVAL OF ELECTION OF CLASS III DIRECTORS Re election of 76.49% 20.43% 32,692,221 61.45% 1.89% Mr David M Nurek as a class III director Re-election of 71.91% 27.98% 33,695,865 61.45% 0.06% Mr Robert D Pedersen as a class III director Proposal Two: 99.55% 0.06% 33,598,348 61.45% 0.24% Approval of annual audited financial statements for the fiscal year ended 31 December 2019 Proposal Three: The re-appointment of 70.02% 29.95% 33,719,814 61.45% 0.02% KPMG LLP as the Company’s independent auditors About Textainer Group Holdings Limited Textainer has operated since 1979 and is one of the world’s largest lessors of intermodal containers with more than 3.5 million TEU in our owned and managed fleet. We lease containers to approximately 250 customers, including all of the world’s leading international shipping lines, and other lessees. Our fleet consists of standard dry freight, refrigerated intermodal containers, and dry freight specials. We also lease tank containers through our relationship with Trifleet Leasing and are a supplier of containers to the U.S. Military. Textainer is one of the largest and most reliable suppliers of new and used containers. In addition to selling older containers from our fleet, we buy older containers from our shipping line customers for trading and resale. We sold an average of approximately 140,000 containers per year for the last five years to more than 1,500 customers making us one of the largest sellers of used containers. Textainer operates via a network of 14 offices and approximately 500 independent depots worldwide. Textainer has a primary listing on the New York Stock Exchange (NYSE: TGH) and a secondary listing on the Johannesburg Stock Exchange (JSE: TXT). Visit www.textainer.com for additional information about Textainer. Textainer Group Holdings Limited Investor Relations Phone: +1 (415) 658-8333 ir@textainer.com 5 June 2020 Sponsor: Investec Bank Limited Date: 05-06-2020 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.