PR Newswire
London, May 11
John Wood Group PLC (“Company”)
LEI: 549300PLYY6I10B6S323
Annual General Meeting – Voting Results
Issued share capital at meeting date: 691,839,369 Number of votes per share: 1 vote per share.
At the Annual General Meeting of John Wood Group PLC held on 11 May 2023, all resolutions put to shareholders were passed on a poll with the required majorities.
The full text of each resolution is contained in the Notice of Annual General Meeting, which is available on the Company's website www.woodplc.com/investors/annual-general-meeting
Resolutions 19 to 22 were considered and passed as Special Resolutions.
The final vote received in respect of each resolution was as follows:
| Resolutions | Votes For (Including Discretionary) | % | Votes Against | % | Total Votes (excluding Votes Withheld) | Votes Withheld* | % of Issued Share Capital Voted ** | |
| 1 | Report & accounts | 463,704,900 | 99.98% | 73,563 | 0.02% | 463,778,463 | 1,034,633 | 67.04% |
| 2 | Remuneration report | 355,501,006 | 76.98% | 106,323,283 | 23.02% | 461,824,289 | 2,988,807 | 66.75% |
| 3 | Remuneration policy | 443,012,707 | 95.38% | 21,459,521 | 4.62% | 464,472,228 | 340,868 | 67.14% |
| 4 | Re-elect Roy A Franklin | 440,391,598 | 94.85% | 23,933,447 | 5.15% | 464,325,045 | 488,051 | 67.11% |
| 5 | Re-elect Birgitte Brinch Madsen | 455,122,107 | 98.02% | 9,199,249 | 1.98% | 464,321,356 | 491,740 | 67.11% |
| 6 | Re-elect Jacqui Ferguson | 454,539,591 | 97.89% | 9,781,670 | 2.11% | 464,321,261 | 491,835 | 67.11% |
| 7 | Re-elect Adrian Marsh | 455,095,660 | 98.02% | 9,204,825 | 1.98% | 464,300,485 | 512,611 | 67.11% |
| 8 | Re-elect Nigel Mills | 455,103,262 | 98.02% | 9,206,707 | 1.98% | 464,309,969 | 503,127 | 67.11% |
| 9 | Re-elect Brenda Reichelderfer | 455,074,114 | 98.01% | 9,255,303 | 1.99% | 464,329,417 | 483,679 | 67.12% |
| 10 | Re-elect Susan Steele | 455,158,827 | 98.02% | 9,209,134 | 1.98% | 464,367,961 | 445,135 | 67.12% |
| 11 | Re-elect David Kemp | 459,994,544 | 99.03% | 4,494,595 | 0.97% | 464,489,139 | 323,957 | 67.14% |
| 12 | Elect Ken Gilmartin | 462,578,118 | 99.57% | 1,980,454 | 0.43% | 464,558,572 | 254,524 | 67.15% |
| 13 | Re-appointment of KPMG LLC as auditors | 462,989,490 | 99.69% | 1,461,696 | 0.31% | 464,451,186 | 361,910 | 67.13% |
| 14 | Authorisation of auditors' remuneration | 464,299,331 | 99.95% | 250,873 | 0.05% | 464,550,204 | 262,892 | 67.15% |
| 15 | To authorise the Company and its subsidiaries to make political donations and incur political expenditure | 445,191,630 | 95.84% | 19,324,819 | 4.16% | 464,516,449 | 296,647 | 67.14% |
| 16 | Authority to allot shares | 458,426,016 | 98.68% | 6,123,411 | 1.32% | 464,549,427 | 263,669 | 67.15% |
| 17 | Wood Discretionary Share Plan | 445,090,116 | 95.81% | 19,482,592 | 4.19% | 464,572,708 | 240,388 | 67.15% |
| 18 | Wood Employee Share Plan | 463,984,443 | 99.86% | 636,326 | 0.14% | 464,620,769 | 192,327 | 67.16% |
| 19 | Disapply pre-emption rights | 455,061,275 | 98.04% | 9,107,469 | 1.96% | 464,168,744 | 644,352 | 67.09% |
| 20 | Disapply pre-emption rights for acquisitions and other capital investment | 454,414,926 | 97.87% | 9,869,806 | 2.13% | 464,284,732 | 528,364 | 67.11% |
| 21 | Authority to purchase own shares | 462,526,415 | 99.58% | 1,957,599 | 0.42% | 464,484,014 | 329,082 | 67.14% |
| 22 | Notice of general meetings | 447,251,584 | 96.26% | 17,399,038 | 3.74% | 464,650,622 | 162,474 | 67.16% |
* A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes 'For' or 'Against' a resolution.
** Votes withheld are excluded from the percentage of issued share capital voted calculation.
While the Board is pleased that all resolutions were carried, we note that Resolution 2 regarding the Remuneration Report gained support of 76.98% in favour. The Board is committed to open and transparent dialogue with shareholders and will continue to engage with them to understand their views regarding this Resolution. In accordance with the UK Corporate Governance Code, we will publish a further statement detailing the outcome of our shareholder engagement in relation to the above resolution, including any actions taken as a result, within six months of the 2023 Annual General Meeting.
These votes are also available on the Company’s website at: www.woodplc.com/investors/annual-general-meeting
In accordance with LR 9.6.2, those resolutions passed at today's AGM which are required to be made available for inspection will shortly be available to view at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Notification authorised by:
Martin J McIntyre
Company Secretary
