THG PLC
(the "Company")
10 June 2022
Results of Annual General Meeting
Following its annual general meeting ("AGM" or "Meeting") which was held today at 12:30 p.m., the Company is pleased to announce that all resolutions which were put to the Meeting were duly passed by the requisite majorities. Resolutions 1 to 9 and 11 to 17 were passed by the shareholders of the Company as ordinary resolutions and resolutions 18 to 21 were passed as special resolutions. All resolutions were voted on by poll.
As disclosed in the Company's announcement dated 8 June 2022, resolution 10 was withdrawn from the agenda of the AGM.
Total votes received for each ordinary resolution and special resolution proposed at the AGM were as follows:
| Resolution | *Votes For | %age of Votes Cast | Votes Against | %age of Votes Cast | Total Votes Cast | **%age of ISC Voted | ***Votes Withheld |
| 1. To receive the Report & Accounts | 728,929,689 | 99.97% | 209,388 | 0.03% | 729,139,077 | 59.70 | 4,502,824 |
| 2. To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) | 718,217,975 | 99.88% | 885,296 | 0.12% | 719,103,271 | 58.88 | 14,538,630 |
| 3. To approve the changes to the Directors' Remuneration Policy | 718,254,407 | 99.88% | 827,864 | 0.12% | 719,082,271 | 58.88 | 14,559,630 |
| 4. To approve the adoption of The THG PLC 2022 Executive Long-Term Incentive Plan | 718,241,430 | 99.88% | 859,927 | 0.12% | 719,101,357 | 58.88 | 14,540,544 |
| 5. To elect Charles Allen, Lord Allen of Kensington CBE, as a Director | 715,283,886 | 99.81% | 1,379,988 | 0.19% | 716,663,874 | 58.68 | 16,978,027 |
| 6. To elect Andreas Hansson as a Director | 719,844,283 | 98.83% | 8,489,497 | 1.17% | 728,333,780 | 59.64 | 5,308,121 |
| 7. To re-elect Matthew Moulding as a Director | 722,098,716 | 99.03% | 7,039,736 | 0.97% | 729,138,452 | 59.70 | 4,503,449 |
| 8. To re-elect John Gallemore as a Director | 719,353,133 | 98.66% | 9,744,874 | 1.34% | 729,098,007 | 59.70 | 4,543,894 |
| 9. To re-elect Zillah Byng-Thorne as a Director | 693,762,413 | 95.16% | 35,265,292 | 4.84% | 729,027,705 | 59.69 | 4,614,196 |
| 10. To re-elect Dominic Murphy as a Director | RESOLUTION WITHDRAWN | ||||||
| 11. To re-elect Edward Koopman as a Director | 704,385,751 | 98.46% | 11,051,227 | 1.54% | 715,436,978 | 58.58 | 18,204,923 |
| 12. To re-elect Iain McDonald as a Director | 663,798,629 | 91.05% | 65,269,221 | 8.95% | 729,067,850 | 59.70 | 4,574,051 |
| 13. To re-elect Damian Sanders as a Director | 712,422,068 | 99.58% | 3,014,765 | 0.42% | 715,436,833 | 58.58 | 18,205,068 |
| 14. To re-appoint Ernst & Young LLP as Auditor of the Company | 728,766,402 | 99.97% | 239,392 | 0.03% | 729,005,794 | 59.69 | 4,636,107 |
| 15. To authorise the Audit Committee to determine the Auditor's remuneration | 728,955,440 | 99.98% | 138,475 | 0.02% | 729,093,915 | 59.70 | 4,547,986 |
| 16. To authorise the Directors to allot shares | 714,992,009 | 99.50% | 3,588,240 | 0.50% | 718,580,249 | 58.84 | 15,061,652 |
| 17. To authorise political donations | 676,887,481 | 99.81% | 1,266,843 | 0.19% | 678,154,324 | 55.53 | 55,487,577 |
| 18. To authorise the Directors to disapply statutory pre-emption rights | 704,398,567 | 99.91% | 633,501 | 0.09% | 705,032,068 | 57.73 | 28,609,833 |
| 19. To authorise the Directors to further disapply statutory pre-emption rights in connection with an acquisition or other capital investment | 704,890,898 | 99.91% | 619,334 | 0.09% | 705,510,232 | 57.77 | 28,131,669 |
| 20. To authorise the Company to purchase its own shares | 718,957,668 | 99.98% | 118,620 | 0.02% | 719,076,288 | 58.88 | 14,565,613 |
| 21. To authorise a 14-day notice period for general meetings other than annual general meetings | 724,094,982 | 99.31% | 5,036,154 | 0.69% | 729,131,136 | 59.70 | 4,510,765 |
*The votes of any proxy giving the Chair discretion as to how to vote have been included in the votes "For" a resolution.
**The total number of ordinary shares in issue (excluding treasury shares) and eligible to be voted at the AGM was 1,221,278,967.
***A vote withheld is not a vote in law and is not counted in the calculation of percentage of votes "For" or "Against" a resolution.
In accordance with Listing Rule 14.3.6R, a copy of all resolutions, other than resolutions concerning ordinary business, will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. A copy of the poll results for the AGM will also be available shortly on the Company's website at https://www.thg.com/agm-2022/.
If you require further information, please contact:
James Pochin, General Counsel & Company Secretary
THG PLC
Telephone No.: 020 7250 1446
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