Renishaw plc (the "Company")
Results of Annual General Meeting 2021
All resolutions proposed at the Annual General Meeting ("AGM") held on 24 November 2021 were duly passed on a poll. Resolutions 1 to 13 were passed as ordinary resolutions and resolution 14 was passed as a special resolution. The result of the poll is as follows:
| Resolution | Votes For | % | Votes Against | % | Votes Total | % of ISC1 Voted Excl Withheld | Votes Withheld2 |
| 1. Receive the Annual Report 2021 | 62,395,301 | 98.23 | 1,125,984 | 1.77 | 63,521,285 | 87.27% | 488,418 |
| 2. Approve the remuneration report | 61,720,584 | 97.15 | 1,812,708 | 2.85 | 63,533,292 | 87.28% | 476,411 |
| 3. Declare a final dividend | 63,965,497 | 99.93 | 44,145 | 0.07 | 64,009,642 | 87.94% | 61 |
| 4. Re-elect David McMurtry as a director | 48,434,138 | 77.32 | 14,206,224 | 22.68 | 62,640,362 | 86.06% | 1,369,341 |
| 5. Re-elect John Deer as a director | 47,253,450 | 75.44 | 15,386,912 | 24.56 | 62,640,362 | 86.06% | 1,369,341 |
| 6. Re-elect Will Lee as a director | 63,711,498 | 99.55 | 289,305 | 0.45 | 64,000,803 | 87.93% | 8,900 |
| 7. Re-elect Allen Roberts as a director | 63,620,015 | 99.41 | 380,435 | 0.59 | 64,000,450 | 87.93% | 9,253 |
| 8. Re-elect Carol Chesney as a director | 61,379,249 | 95.90 | 2,621,922 | 4.10 | 64,001,171 | 87.93% | 8,532 |
| 9. Re-elect Catherine Glickman as a director | 61,064,782 | 95.41 | 2,935,747 | 4.59 | 64,000,529 | 87.93% | 9,174 |
| 10. Re-elect David Grant as a director | 61,496,853 | 96.09 | 2,501,039 | 3.91 | 63,997,892 | 87.92% | 9,232 |
| 11. Re-elect John Jeans as a director | 62,117,936 | 97.06 | 1,883,214 | 2.94 | 64,001,150 | 87.93% | 8,553 |
| 12. Re-appoint Ernst & Young LLP as auditors | 63,527,062 | 99.26 | 476,478 | 0.74 | 64,003,540 | 87.93% | 6,163 |
| 13. Authorise the audit committee to determine the auditors' remuneration | 63,997,575 | 99.99 | 7,420 | 0.01 | 64,004,995 | 87.93% | 4,708 |
| 14. Authorise the Company to purchase its own shares3 | 63,516,532 | 99.24 | 483,588 | 0.76 | 64,000,120 | 87.93% | 9,583 |
1 Issued Share Capital.
2 A vote withheld is not a vote in law and is not counted towards votes cast "For" or "Against" a resolution.
3 Special resolution requiring 75% majority.
| Votes of independent shareholders on the resolutions concerning the election or re-election of the independent Non-executive Directors | |||||||
| 8. Re-elect Carol Chesney as a director | 22,925,990 | 89.74 | 2,621,922 | 10.26 | 25,547,912 | 74.41% | 8,532 |
| 9. Re-elect Catherine Glickman as a director | 22,611,523 | 88.51 | 2,935,747 | 11.49 | 25,547,270 | 74.41% | 9,174 |
| 10. Re-elect David Grant as a director | 23,043,594 | 90.21 | 2,501,039 | 9.79 | 25,544,633 | 74.40% | 9,232 |
| 11. Re-elect John Jeans as a director | 23,664,677 | 92.63 | 1,883,214 | 7.37 | 25,547,891 | 74.41% | 8,553 |
In accordance with Listing Rule 9.2.2E, resolutions 8 to 11 inclusive were approved by: (a) the shareholders of the Company; and (b) the independent shareholders of the Company.
The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 72,788,543.
In accordance with Listing Rule 9.6.2R, a copy of resolution 14, which was passed as a special resolution, has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
At the 2021 AGM, the Board was again pleased that the majority of resolutions were passed with a high level of support from shareholders. The Board has considered the votes against resolutions 4, the re-election of Sir David McMurtry (22.68%) and 5, the re-election of John Deer (24.56%). In order to better understand the reasons for these votes against, the Board has considered the views of shareholders and proxy voting agencies as to voting and voting recommendations respectively (where these had been made available to the Company for the 2021 AGM, including through engagement with the General Counsel & Company Secretary or through the year via the Senior Independent Director). The Board will continue to engage with shareholders to understand their views on this and any other significant matter.
Renishaw plc
24 November 2021
| Registered office: | New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR |
| Registered number: | 01106260, England and Wales |
| Contact name: | Jacqueline Conway |
| Contact telephone: | 01453 524524 |
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