Result of AGM

About this update from Raspberry Pi Holdings Plc

20 May 2025 Raspberry Pi Holdings plc ("Raspberry Pi" or "the Company") RESULTS OF ANNUAL GENERAL MEETING The Company announces that, at the Annual General Meeting (" AGM ") of the Company held today, Tuesday 20 May 2025: ●             Resolutions 1 to 18 as set out in the Notice of AGM dated 17 April 2025 were passed   Resolutions 1 to 14 were proposed as Ordinary Resolutions and resolutions 15 to 18 were proposed as Special Resolutions.   The table below details votes cast on each resolution.   Votes For % Votes Against % Total Votes (excluding withheld) Votes Withheld % of Issued Share Capital Voted Ordinary Resolutions Resolution 1 : To receive the Directors' Report and Accounts for YE 2024 154,320,474 100.00% 4,655 0.00% 154,325,129 61,909 79.79 Resolution 2 : To approve the Directors' Remuneration Report 154,315,505 99.97% 45,721 0.03% 154,361,226 25,812 79.81 Resolution 3 : To approve the Directors' Remuneration Policy 154,258,061 99.93% 100,525 0.07% 154,358,586 28,452 79.81 Resolution 4 : To elect Martin Hellawell as a Director 153,934,510 99.72% 428,601 0.28% 154,363,111 23,927 79.81 Resolution 5 : To elect Eben Upton as a Director 153,518,471 99.45% 853,643 0.55% 154,372,114 14,924 79.81 Resolution 6 : To elect Richard Boult as a Director 153,509,162 99.44% 861,601 0.56% 154,370,763 16,275 79.81 Resolution 7 : To elect Sherry Coutu as a Director 154,194,229 99.89% 176,731 0.11% 154,370,960 16,078 79.81 Resolution 8 : To elect David Gammon as a Director 154,230,383 99.91% 140,322 0.09% 154,370,705 16,333 79.81 Resolution 9 : To elect Rachel Izzard as a Director 154,189,959 99.88% 180,655 0.12% 154,370,614 16,424 79.81 Resolution 10 : To elect Christopher Mairs as a Director 154,180,578 99.91% 139,940 0.09% 154,320,518 66,520 79.79 Resolution 11 : To elect Daniel Labbad as a Director 154,263,774 99.93% 107,296 0.07% 154,371,070 15,968 79.81 Resolution 12 : To re-appoint Grant Thornton UK LLP as auditors of the Company 154,063,412 99.80% 309,203 0.20% 154,372,615 14,423 79.81 Resolution 13 :  To authorise the Audit Committee of the Company to fix the remuneration of the auditors 154,064,080 99.80% 302,358 0.20% 154,366,438 20,600 79.81 Resolution 14 : To authorise the Directors to allot shares  154,100,176 99.83% 264,161 0.17% 154,364,337 22,701 79.81   Resolution 15 : To authorise the Directors to dis-apply statutory pre-emption provisions on the allotment of shares 153,904,939 99.70% 458,727 0.30% 154,363,666 23,372 79.81 Resolution 16 : To dis-apply the pre-emption provisions for the purposes of acquisitions or capital investments 152,817,072 99.00% 1,547,920 1.00% 154,364,992 22,046 79.81 Resolution 17 : To authorise the Company to purchase own shares 154,294,884 99.97% 40,911 0.03% 154,335,795 51,243 79.79 Resolution 18 : To authorise Directors to call a general meeting on not less than 14 days' notice 153,761,809 99.60% 611,799 0.40% 154,373,608 13,430 79.81       Notes:  1)    The total number of Ordinary Shares of 0.25p each in the Company in issue at close of business on 20 May 2025 and the number used for the percentage of issued share capital voted was 193,415,715. 2)    The votes "for" include those giving the Chair of the AGM discretion. 3)    Votes "for" and "against" are expressed as a percentage of the number in the total votes cast column (excluding votes withheld). 4)    A vote withheld is not a vote in law and is not counted in the calculation of votes "for" or "against" a resolution.   Resolutions 7 to 10 related to the election and re-election of the Independent Directors. Under the UK Listing Rules, because the Controlling Shareholder Group together control in concert more than 30 per cent. of the voting rights of the Company, the re-election of an Independent Director by shareholders must be approved by a majority of both: (i) the shareholders of the Company; and (ii) the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Independent Directors who are not part of the Controlling Shareholder Group). The Company has separately counted the number of votes cast by the independent shareholders in favour of resolutions 7 - 10 and set out the votes cast below.     Resolution Votes For % Votes Against % Votes Total (excluding withheld) Votes Withheld Resolution 7 : To elect Sherry Coutu as a Director 154,194,229 99.89% 176,731 0.11% 154,370,960 16,078 Resolution 8 : To elect David Gammon as a Director 154,230,383 99.91% 140,322 0.09% 154,370,705 16,333 Resolution 9 : To elect Rachel Izzard as a Director 154,189,959 99.88% 180,655 0.12% 154,370,614 16,424 Resolution 10 : To elect Christopher Mairs as a Director 154,180,578 99.91% 139,940 0.09% 154,320,518 66,520   In accordance with UK Listing Rule 6.4.13R, copies of the resolutions comprising special business have been made available for inspection on the National Storage Mechanism at  https://data.fca.org.uk/#/nsm/nationalstoragemechanism .   For more information, please contact:   Raspberry Pi Holdings plc Eben Upton, CEO, Richard Boult, CFO Via Alma Strategic Communications Andy Bryant - IR   [email protected] Alma Strategic Communications T: +44 (0)203 405 0205 Josh Royston, Caroline Forde, Hannah Campbell [email protected]   Notes to Editor Headquartered in Cambridge, UK, Raspberry Pi's mission is to put high-performance, low-cost, general-purpose computing platforms in the hands of enthusiasts and engineers all over the world. Raspberry Pi is a full-stack engineering organisation, with research and development capabilities spanning the entire value chain, from semiconductor IP development, through semiconductor and electronic product design to software engineering and regulatory compliance. The high performance, low cost, and physical robustness of Raspberry Pi products make them suitable for a wide range of applications, across three distinct markets: Industrial and Embedded, Enthusiast and Education and Semiconductors. To date, over 60 million units have been sold.  

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