14 May 2025
Marshalls plc
Company No. 5100353
RESULTS OF VOTING AT THE 2025 ANNUAL GENERAL MEETING
Marshalls plc (the "Company") announces the results of voting on the resolutions at its Annual General Meeting ("AGM") held on Wednesday 14 May 2025 at the offices of Walker Morris LLP, 33 Wellington Street, Leeds, West Yorkshire, LS1 4DL. The full text of the resolutions, along with the explanatory notes, is set out in the Notice of Annual General Meeting dated 3 April 2025 (the "Notice").
The table below sets out the results of the poll on each of the 22 resolutions as stated in the Notice. All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the AGM. Each shareholder, present in person or by proxy, was entitled to one vote per ordinary share of 25p held.
| Resolution | Votes for | % of votes cast | Votes against | % of votes cast | Votes withheld (see note 2) | % of the share capital voted | |
| 1. | Approve Annual Report | 205,798,519 | 99.99% | 6,784 | 0.01% | 144,019 | 81.36% |
| 2. | Re-appoint auditor | 204,677,598 | 99.98% | 42,475 | 0.02% | 1,229,249 | 80.93% |
| 3. | Remuneration of auditor | 205,906,766 | 99.99% | 18,090 | 0.01% | 24,466 | 81.40% |
| 4. | Approve final dividend | 205,765,715 | 99.92% | 162,519 | 0.08% | 21,088 | 81.40% |
| 5. | Re-elect Vanda Murray | 202,851,537 | 98.51% | 3,064,133 | 1.49% | 25,674 | 81.40% |
| 6. | Re-elect Matt Pullen | 205,527,780 | 99.81% | 389,889 | 0.19% | 25,674 | 81.40% |
| 7. | Re-elect Graham Prothero | 201,473,819 | 97.85% | 4,424,216 | 2.15% | 40,174 | 81.39% |
| 8. | Re-elect Angela Bromfield | 203,797,911 | 98.97% | 2,115,315 | 1.03% | 25,674 | 81.40% |
| 9. | Re-elect Avis Darzins | 203,778,488 | 98.97% | 2,112,700 | 1.03% | 48,074 | 81.39% |
| 10. | Elect Diana Houghton | 203,749,354 | 98.96% | 2,146,944 | 1.04% | 43,428 | 81.39% |
| 11. | Re-elect Justin Lockwood | 205,502,433 | 99.80% | 411,713 | 0.20% | 25,674 | 81.40% |
| 12. | Re-elect Simon Bourne | 205,558,729 | 99.83% | 347,981 | 0.17% | 33,574 | 81.40% |
| 13. | Approve Remuneration Report | 200,455,643 | 97.96% | 4,173,071 | 2.04% | 1,320,608 | 80.89% |
| 14. | Authority to allot shares | 202,352,344 | 98.26% | 3,574,228 | 1.74% | 22,750 | 81.40% |
| 15. | Approve 2025 Management Incentive Plan | 195,421,608 | 94.92% | 10,457,013 | 5.08% | 70,701 | 81.39% |
| 16. | Approve 2025 Bonus Share Plan | 205,800,482 | 99.96% | 78,602 | 0.04% | 70,238 | 81.39% |
| 17. | Approve Sharesave Plan | 205,841,753 | 99.98% | 48,839 | 0.02% | 58,730 | 81.39% |
| 18. | Approve Share Incentive Plan | 205,854,560 | 99.98% | 47,185 | 0.02% | 47,577 | 81.39% |
| 19. | Authority to disapply pre-emption rights | 194,739,672 | 94.58% | 11,159,907 | 5.42% | 49,743 | 81.39% |
| 20. | Additional authority to disapply pre-emption rights | 183,026,167 | 89.04% | 22,537,864 | 10.96% | 385,291 | 81.26% |
| 21. | Authority to purchase own shares | 203,786,799 | 98.98% | 2,095,593 | 1.02% | 66,930 | 81.39% |
| 22. | Authority to call general meetings on 14 clear days' notice | 201,846,081 | 98.02% | 4,080,508 | 1.98% | 22,733 | 81.40% |
Notes:
| 1. | Any proxy appointments, which gave discretion to the Chair, have been included in the "Votes for" total. |
| 2. | "Votes withheld" are not votes in law and do not count in the number of votes counted for or against a resolution. |
| 3. | Valid proxy appointments were made in respect of 205,928,234 shares representing 81.40% of the issued share capital |
| 4. | In accordance with UKLR 6.4.1R and 6.4.2R, the full text of the special business resolutions passed will be submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. |
| 5. | A copy of this announcement will shortly be available in the Investor Relations section of the Company's website at www.marshalls.co.uk/investor |
| 6. | As at 12 May 2025, Marshalls had 252,968,728 ordinary shares of 25 pence each in issue with voting rights. No shares are held in treasury. |
| 7. | Resolutions 1 to 18 (inclusive) were passed as ordinary resolutions and resolutions 19 to 22 (inclusive) were passed as special resolutions. |
Enquiries:
|
Shiv Sibal, Company Secretary Marshalls plc |
+44 (0)1422 314767 |
| | |
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