Result of AGM
Vistry Group PLC announced that all resolutions presented at its 2026 Annual General Meeting were passed by shareholders, with the audited accounts for the year ended 31 December 2025 receiving 99.95% of votes in favour. While the adoption of the 2026 Long Term Incentive Plan garnered 88.43% approval and director re-elections saw strong support, ranging from 82.62% to 98.73%, the Directors' Remuneration Report and Policy received less than 80% support, prompting the Board to engage with shareholders to understand concerns and publish an update within six months.
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At the Company's 2026 Annual General Meeting ('AGM') held on Wednesday 13 May 2026, all resolutions put to the AGM were voted on by poll and were passed by shareholders. The results will be available shortly on the Company's website www.vistry.co.uk.
In accordance with UK Listing Rule 6.4.2, copies of the resolutions that do not constitute ordinary business at an AGM are being submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For information, the results of the poll voting are given below:
| RESOLUTION | VOTES FOR | % | VOTES AGAINST | % | VOTES TOTAL | % of ISC VOTED | VOTES WITHHELD |
|---|---|---|---|---|---|---|---|
| 1. To receive the audited accounts of the Company for the year ended 31 December 2025, together with the Strategic report, Directors' report and the Independent Auditors report on those accounts. | 198,878,388 | 99.95% | 97,197 | 0.05% | 198,975,585 | 62.58% | 776,953 |
| 2. To approve the Directors' Remuneration Report. | 125,844,754 | 63.05% | 73,750,560 | 36.95% | 199,595,314 | 62.77% | 157,224 |
| 3. To approve the Directors' Remuneration Policy. | 126,772,105 | 63.56% | 72,676,805 | 36.44% | 199,448,910 | 62.73% | 303,628 |
| 4. To adopt and approve the 2026 Long Term Incentive Plan. | 176,488,066 | 88.43% | 23,097,072 | 11.57% | 199,585,138 | 62.77% | 167,305 |
| 5. Withdrawn | |||||||
| 6. To re-elect Timothy Charles Lawlor as a director of the Company. | 190,250,614 | 95.37% | 9,245,892 | 4.63% | 199,496,506 | 62.74% | 256,032 |
| 7. To re-elect Robert Stanley Lawrence Woodward as a director of the Company. | 181,311,600 | 90.90% | 18,149,231 | 9.10% | 199,460,831 | 62.73% | 291,407 |
| 8. To re-elect Rowan Clare Baker as a director of the Company. | 170,342,848 | 85.39% | 29,153,489 | 14.61% | 199,496,337 | 62.74% | 256,201 |
| 9. To re-elect Usman Shamshad Nabi as a director of the Company. | 196,982,058 | 98.73% | 2,531,171 | 1.27% | 199,513,229 | 62.75% | 239,009 |
| 10. To re-elect Paul William Whetsell as a director of the Company. | 164,687,568 | 82.62% | 34,632,415 | 17.38% | 199,319,983 | 62.69% | 432,255 |
| 11. To re-elect Alice Elizabeth Woodwark as a director of the Company. | 170,355,540 | 85.39% | 29,157,228 | 14.61% | 199,512,768 | 62.75% | 239,770 |
| 12. To elect Susan Jane Farr as a director of the Company. | 178,417,865 | 89.43% | 21,089,694 | 10.57% | 199,507,559 | 62.75% | 244,979 |
| 13. To re-appoint PricewaterhouseCoopers LLP as auditors of the Company. | 197,308,858 | 98.86% | 2,283,845 | 1.14% | 199,592,703 | 62.77% | 159,835 |
| 14. To authorise the Audit Committee (for and on behalf of the Board of Directors) to determine the remuneration of the auditors. | 199,018,242 | 99.70% | 600,507 | 0.30% | 199,618,749 | 62.78% | 133,789 |
| 15. To authorise the Company to make Political Donations. | 197,473,391 | 98.96% | 2,078,699 | 1.04% | 199,552,090 | 62.76% | 200,448 |
| 16. Authority to allot shares. | 192,011,588 | 96.21% | 7,558,619 | 3.79% | 199,570,207 | 62.77% | 182,331 |
| 17. Authority to dis-apply pre-emption rights. | 189,670,310 | 95.06% | 9,865,559 | 4.94% | 199,535,869 | 62.75% | 216,669 |
| 18. Additional authority to disapply pre-emption rights. | 191,237,627 | 95.84% | 8,295,630 | 4.16% | 199,533,257 | 62.75% | 219,233 |
| 19. That a general meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice. | 198,095,878 | 99.24% | 1,511,318 | 0.76% | 199,607,196 | 62.78% | 145,342 |
| 20. Authority to purchase own shares. | 198,977,618 | 99.69% | 622,946 | 0.31% | 199,600,564 | 62.77% | 151,927 |
The issued share capital used to calculate the percentages above was 317,963,949 ordinary shares of 50p each which excludes the 618,105 shares held in Treasury.
A 'vote withheld' is not a vote in law and has not been counted in the calculation of votes for and against.
Withdrawal of resolution 5 - To re-elect Gregory Paul Fitzgerald as a director of the Company
As disclosed in the announcement dated 13 April 2026, Resolution 5 was withdrawn from the agenda for the 2026 AGM.
Board response to Resolutions 2 and 3 - To approve the Directors' Remuneration Report and Remuneration Policy
While pleased that all resolutions at the AGM were approved by shareholders, the Board acknowledges that the votes on Resolutions 2 and 3 received less than 80% support. Building on previous practice, in the coming months, the Board will engage with shareholders to ensure it has a clear understanding of their concerns. In line with the UK Corporate Governance Code, we will publish an update on our shareholder engagement within six months of the 2026 AGM.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.