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Pinewood Technologies : Results of 2025 Annual General Meeting

Pinewood Technologies : Results of 2025 Annual General

Pinewood Technologies Group PlcMay 7, 20265
Pinewood Technologies : Results of 2025 Annual General Meeting

About this update from Pinewood Technologies Group Plc

FOR IMMEDIATE RELEASE 30 June 2025 Pinewood Technologies Group PLC ("the Company") Results of Annual General Meeting & General Meeting The Annual General Meeting of the Company was held on Monday 30 June at 12.45pm. The results of each resolution are set out in the table below. All resolutions were passed on a poll. Resolutions 1 to 13 were passed as ordinary resolutions and resolutions 14 to 17 were passed as special resolutions. Resolution Votes For % For (to 2 d.p) Votes Against % Against (to 2 d.p) Votes Withheld 1. To receive the annual accounts and Directors' and Auditors Reports for the eleven-month period ended 31 December 2024 82,612,520 99.99% 11,935 0.01% 13,624 2. To approve the directors' remuneration report for the eleven-month period ended 31 December 2024 74,885,016 91.95% 6,555,845 8.05% 1,197,218 3. To re-elect Mr I F Filby as a director 72,240,055 87.42% 10,397,823 12.58% 201 4. To re-elect Mr W Berman as a director 71,167,422 86.12% 11,470,456 13.88% 201 5. To re-appoint Mr O Mann as a director 71,167,623 86.12% 11,470,255 13.88% 201 6. To re-elect Mr B M Small as a director 74,620,106 90.85% 7,514,178 9.15% 503,795 7. To re-elect Mr D Exler as a director 78,889,546 95.46% 3,748,332 4.54% 201 8. To re-elect Ms J Bird as a director 73,452,317 88.99% 9,085,561 11.01% 100,201 9. To re-elect Mr C Holzshu as a director 62,060,432 75.65% 19,973,622 24.35% 604,025 10. To re-appoint Mr G Hines as a director 69,105,458 83.62% 13,532,420 16.38% 201 11. To re-appoint RSM UK Audit LLP as auditor of the Company 82,624,630 99.98% 13,379 0.02% 70 12. To authorise the directors to determine the remuneration of the auditors 82,625,114 99.98% 12,895 0.02% 70 13. To authorise the Directors to allot shares in the Company 82,622,674 99.98% 15,335 0.02% 70 14. General authority for disapplication of pre-emption rights 82,118,870 99.37% 519,003 0.63% 206 15. Additional authority for disapplication of pre-emption rights 78,878,165 95.57% 3,655,737 4.43% 104,177 16. To authorise the Company to make market purchases of its shares 82,623,219 99.98% 14,790 0.02% 70 17. To authorise the directors to call a general meeting of the Company, other than an annual general meeting, on not less than 14 clear days' notice 81,192,616 98.25% 1,445,393 1.75% 70 The Board notes that, while resolution 9 was passed with the requisite majority, it received less than 80% of votes in favour. The Board believes that Chris Holzshu is a significant asset to the business, who brings long-standing industry experience and is making important contributions to the committees of which he is a member. The Company will consult with those shareholders who voted against the resolution to understand their specific concerns. In accordance with the UK Corporate Governance Code, the Company will publish a further statement detailing the outcome of its shareholder engagement in relation to these resolutions, including any actions taken as a result, within six months of the 2025 AGM, with a final summary to be included in the Company's next annual report and accounts. In addition, a General Meeting of the Company was held immediately after the Annual General Meeting and the results of each resolution are set out in the table below. All resolutions were passed on a poll. Resolution Votes For % For (to 2 d.p) Votes Against % Against (to 2 d.p) Votes Withheld 1. To approve the Acquisition Waiver Resolution 60,410,645 99.71% 177,498 0.29% 921 2. To approve the allotment of the New Ordinary Shares 60,409,889 99.70% 179,156 0.30% 19 3. Subject to the approval of Resolution 1 and the approval of the buyback authority at the Annual General Meeting, to approve the Buyback Waiver Resolution 60,411,426 99.71% 177,498 0.29% 140 Rule 9 Waiver In accordance with the Takeover Code, following the passing of the Waiver Resolutions, on Admission the Concert Party will hold 36,803,175 Ordinary Shares, equivalent to approximately 32.0 per cent of the Enlarged Share Capital. In addition, in the event that the Company utilises the maximum amount of the Buyback Authority, other than in relation to Ordinary Shares held by the Concert Party, based on the Enlarged Share Capital immediately following completion of the Acquisition, the Concert Party would be interested in up to approximately 35.5 per cent of the issued share capital of the Company. Capitalised terms in this section have the meaning give to them in the circular published on 6 June 2025 and posted to shareholders of the Company. In accordance with UK Listing Rule 6.4.2, copies of the resolutions that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism at https://data.fca.org.uk/ #/nsm/nationalstoragemechanism The results will also be made available on the Company's website at https://pinewood.ai/ OLIVER MANN CHIEF FINANCIAL OFFICER 30 June 2025 Enquiries: Headland Henry Wallers Tel: 0203 805 4822 -ENDS- ri

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