QINETIQ GROUP PLC
20 July 2023
QINETIQ GROUP PLC
(i) Results of Annual General Meeting held on 20 July 2023
Poll Results of Annual General Meeting
QinetiQ Group plc ('QinetiQ') announces that all resolutions proposed at its Annual General Meeting ('AGM') held on 20 July 2023 were duly passed with the requisite majorities and the results of the poll are as follows:
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| VOTES FOR | % | VOTES AGAINST | % | TOTAL VOTES VALIDLY CAST | % OF SHARE CAPITAL WITH VOTING RIGHTS | VOTES WITHHELD |
| 1 | To receive the Report and Accounts | 477,859,142 | 99.87 | 622,292 | 0.13 | 478,481,434 | 82.67% | 3,921,340 |
| 2 | To approve the Directors' Remuneration Report | 414,786,551 | 85.99 | 67,584,010 | 14.01 | 482,370,561 | 83.35% | 32,213 |
| 3 | To approve the Directors' Remuneration Policy | 406,828,507 | 84.34 | 75,547,245 | 15.66 | 482,375,752 | 83.35% | 26,105 |
| 4 | To declare a final dividend | 482,352,060 | 99.99 | 30,986 | 0.01 | 482,383,046 | 83.35% | 17,101 |
| 5 | To elect Steve Mogford | 480,008,733 | 99.52 | 2,338,182 | 0.48 | 482,346,915 | 83.34% | 51,978 |
| 6 | To re-elect Carol Borg | 480,780,895 | 99.67 | 1,579,028 | 0.33 | 482,359,923 | 83.34% | 38,970 |
| 7 | To re-elect Shonaid Jemmett-Page | 471,845,236 | 97.82 | 10,508,193 | 2.18 | 482,353,429 | 83.34% | 45,464 |
| 8 | To re-elect Neil Johnson | 364,863,228 | 75.89 | 115,895,693 | 24.11 | 480,758,921 | 83.07% | 1,639,972 |
| 9 | To re-elect General Sir Gordon Messenger | 474,348,876 | 98.34 | 8,005,070 | 1.66 | 482,353,946 | 83.34% | 44,947 |
| 10 | To re-elect Lawrence Prior III | 453,770,753 | 94.07 | 28,581,503 | 5.93 | 482,352,256 | 83.34% | 46,465 |
| 11 | To re-elect Susan Searle | 471,020,464 | 97.65 | 11,330,293 | 2.35 | 482,350,757 | 83.34% | 48,136 |
| 12 | To re-elect Steve Wadey | 481,618,537 | 99.84 | 747,851 | 0.16 | 482,366,388 | 83.35% | 32,219 |
| 13 | To re-appoint Pricewaterhouse-Coopers LLP as auditor | 480,614,827 | 99.64 | 1,737,277 | 0.36 | 482,352,104 | 83.34% | 31,273 |
| 14 | To authorise the Audit Committee to determine the remuneration of the auditor | 482,216,390 | 99.97 | 148,995 | 0.03 | 482,365,385 | 83.35% | 33,508 |
| 15 | To authorise the Company and its subsidiaries to make political donations | 471,922,223 | 98.10 | 9,142,722 | 1.90 | 481,064,945 | 83.12% | 1,335,928 |
| 16 | To approve the Annual Bonus Plan | 480,565,057 | 99.62 | 1,809,577 | 0.38 | 482,374,634 | 83.35% | 24,559 |
| 17 | To approve the Long-term Performance Award Plan | 428,346,989 | 88.80 | 54,023,733 | 11.20 | 482,370,722 | 83.35% | 32,052 |
| 18 | To authorise the Directors to allot new shares | 477,119,675 | 98.91 | 5,246,192 | 1.09 | 482,365,867 | 83.35% |
33,026 |
| 19 | To disapply pre-emption rights (standard)* | 481,507,578 | 99.83 | 829,441 | 0.17 | 482,337,019 | 83.34% | 61,874 |
| 20 | To disapply pre-emption rights (acquisitions)* | 480,349,180 | 99.59 | 1,986,401 | 0.41 | 482,335,581 | 83.34% | 60,117 |
| 21 | To authorise the purchase of own shares* | 479,202,807 | 99.63 | 1,776,078 | 0.37 | 480,978,885 | 83.11% | 1,420,008 |
| 22 | Notice period for General Meetings* | 470,138,984 | 97.47 | 12,212,501 | 2.53 | 482,351,485 | 83.34% | 44,604 |
*Special Resolution
Notes:
1. The percentages above are rounded to two decimal places.
2. Votes "for" include discretionary votes.
3. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "for" and "against" a resolution.
4. The number of ordinary shares in issue at 11.00 am on 20 July 2023 was 578,757,121 of which none are held in treasury. Therefore the number of ordinary shares with voting rights at 11:00am on 20 July 2023 was 578,757,121.
Resolution 8
Whilst Resolution 8, to re-elect Neil Johnson, was passed with a clear majority, the Board recognises that there was also a significant vote against this resolution. The Board will seek to engage with those shareholders who voted against this resolution to address their concerns.
The Board unanimously supports the Chair's re-election. We will continue to engage with shareholders and will publish an update in accordance with the UK Corporate Governance Code, within six months of the AGM with a final summary provided in the Company's next Annual Report.
In accordance with Listing Rule 9.6.2R, a copy of the resolutions, other than those concerning ordinary business, passed by the Company at the AGM held on 20 July 2023, has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information please contact:
John Haworth, Group Director Investor Relations: +44 (0) 7920 545841
Lindsay Walls, Group Director Communications: +44 (0) 7793 427582
James Field, Company Secretary: +44 (0) 7841 662957
LEI: 213800S8OBDOZMCMUW34
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