25 April 2022

Hyve Group plc

 ("Hyve" or the "Company") 

General Meeting Results - Update Statement

At the Hyve General Meeting held on 25 October 2021 (the "October GM"), the resolution to receive and adopt an amended Directors' Remuneration Policy (the "Policy") was approved by 75.2% of votes cast and the resolution to approve the Hyve Group Value Creation Plan 2021 (the "VCP") was approved by 75.4% of votes cast.

In line with Provision 4 of the 2018 UK Corporate Governance Code (the "2018 Code"), the Board has released this statement to provide an update to shareholders on the actions taken following the outcome of these two resolutions.

Background

Prior to the October GM, an extensive consultation process was conducted with the Company's largest shareholders in respect of the VCP, a plan designed to align the interests of Executive Directors and other members of the Executive Leadership team to deliver value creation for shareholders over the next three to five years. The consultation process involved shareholders holding close to 60% of Hyve's shares.

This provided valuable insight and feedback on our approach, which the Remuneration Committee took into account and which shaped the design of the VCP.

Throughout the consultation prior to the GM, there was strong support for the overall rationale and approach of our proposals, including the key founding principle of moving from multi-metric equity grants to the VCP.

We have a diverse shareholder base which means there were many different and sometimes conflicting views on the detail of the proposals which emerged through the consultation process. However, there were some consistent themes that helped to evolve the Company's thinking and enabled it to formulate the final principles of the VCP and whilst it was acknowledged that not all shareholders agreed with the proposals, the Committee was pleased to note that the majority of shareholders voted in favour of both the new Directors' Remuneration Policy and the VCP.

AGM

Following the October GM, the Chair of the Remuneration Committee invited shareholders who had not been able to support the two resolutions at the October GM to discuss their concerns and to engage in an ongoing dialogue with the Company on remuneration matters.

Shareholders who responded welcomed the additional engagement process undertaken.  Some shareholders explained that they had not felt able to support the Remuneration Policy and the VCP, primarily due to the construct and nature of the VCP.

The Committee did, however, welcome the positive responses of the proxy agencies to the 2021 Director's Remuneration Report, noting that Glass Lewis, ISS and IVIS supported the resolution.

The 2021 Director's Remuneration Report was approved by 91.6% of votes cast at the AGM in February 2022.

The Committee would like to thank all shareholders that took part in the Company's recent engagement processes, and for the feedback and insights that were shared as part of the consultation.

In line with our normal practice the Board will continue to engage with shareholders and their representative bodies on remuneration and other governance matters.

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About Hyve Group plc

Hyve Group plc is a next-generation global events business whose purpose is to bring together and connect entire sector ecosystems from all corners of the globe. We meet our customer needs to learn, network and trade via both market-leading in-person and online events. Hyve Group plc is all about globally consistent best practice and unrivalled quality. Our vision is to create the world's leading portfolio of content-driven, must-attend events delivering an outstanding experience and ROI for our customers. Hyve's market leading portfolio of global brands includes: Shoptalk, Spring Fair, Bett, Mining Indaba, Fintech Meetup and recently acquired Retail Meetup, a ground-breaking digital platform enabling online networking and trade to take place at scale. 

Where business is personal, where meetings move markets and where today's leaders inspire tomorrow's.