Wh Smith PlcLSE: SMWH

Result of AGM

3 February 2026

WH SMITH PLC Result of Annual General Meeting

WH Smith PLC held its Annual General Meeting for shareholders at 9.30am on 2 February 2026.  All resolutions put to the AGM were passed by shareholders.

The following table shows the results of the poll on the resolutions.

Resolution

Votes

For

%

Votes Against

%

Votes Total

% of ISC Voted

Votes Withheld

1

To receive the reports and accounts

92,093,380

99.96%

41,235

0.04%

92,134,615

72.86%

7,625,661

2

To approve the remuneration report

96,629,576

97.22%

2,759,686

2.78%

99,389,262

78.60%

371,014

3

To declare a final dividend

99,369,297

99.97%

28,450

0.03%

99,397,747

78.60%

362,529

4

To re-elect Colette Burke

86,317,121

86.85%

13,072,159

13.15%

99,389,280

78.60%

370,996

5

To re-elect Annette Court

Resolution withdrawn3 

6

To re-elect Simon Emeny

87,252,390

87.79%

12,134,294

12.21%

99,386,684

78.60%

373,592

7

To elect Andrew Harrison

99,251,245

99.86%

136,143

0.14%

99,387,388

78.60%

372,888

8

To re-elect Max Izzard

96,380,258

98.20%

1,766,140

1.80%

98,146,398

77.61%

1,613,878

 9

To re-elect Situl Jobanputra

87,801,150

88.34%

11,587,156

11.66%

99,388,306

78.60%

371,970

10

To re-elect Helen Rose

86,564,658

88.20%

11,582,454

11.80%

98,147,112

77.62%

1,613,164

11

To re-appoint PricewaterhouseCoopers LLP as auditors

84,784,508

85.31%

14,597,238

14.69%

99,381,746

78.59%

378,530

12

To authorise the Audit Committee of the Board to determine the auditors' remuneration

98,417,162

99.04%

954,429

0.96%

99,371,591

78.58%

388,685

13

Authority to make political donations

98,626,753

99.23%

761,211

0.77%

99,387,964

78.60%

372,312

14

To approve the rules of the WH Smith LTIP

98,595,145

99.24%

755,331

0.76%

99,350,476

78.57%

409,800

15

To approve the rules of the WH Smith Sharesave Scheme

98,304,281

98.93%

1,061,946

1.07%

99,366,227

78.58%

394,049

16

Authority to allot shares

95,408,909

96.01%

3,960,489

3.99%

99,369,398

78.58%

390,878

17

Authority to disapply pre-emption rights up to 10 per cent and for follow-on offers

95,000,255

95.61%

4,363,170

4.39%

99,363,425

78.58%

396,851

18

Authority to disapply pre-emption rights up to a further 10 per cent for acquisitions or specified capital investments and for follow-on offers

93,858,507

94.46%

5,504,205

5.54%

99,362,712

78.58%

397,564

19

Authority to make market purchases of ordinary shares

98,002,195

99.93%

67,789

0.07%

98,069,984

77.55%

1,690,292

20

Authority to call general meetings on 14 clear days' notice

97,333,207

97.93%

2,053,122

2.07%

99,386,329

78.60%

373,947

As announced on 19 January 2026, Annette Court did not stand for re-election as a Director and retired from the Board with effect from the end of the AGM. Simon Emeny, Senior Independent Director, will act as Interim non-executive Chairman.  Simon Emeny is also appointed a Chair of the Nominations Committee.

As announced on 19 November 2025, Nicky Dulieu did not stand for re-election as a Director and retired from the Board with effect from the end of the AGM.

 

Notes

1.     Votes "for" and "against" are expressed as a percentage of votes received.

2.     A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.

3.     As announced on 19 January 2026, Annette Court did not seek re-election to the Board at the 2026 Annual General Meeting and accordingly resolution 5 was withdrawn.

4.     At the date of the AGM the issued share capital of the Company was 126,453,145 ordinary shares.

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed as special business at the AGM have been submitted to the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

I Houghton

Company Secretary

-Ends-

Enquiries:

WH Smith PLC

Mark Boyle                            Investor Relations                07879 897687

Nicola Hillman                     Media Relations                   01793 563354

Brunswick                                                                                                          

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