2024 Annual General Meeting Update
Wizz Air engaged shareholders post-AGM on remuneration policy and omnibus plan amendments, which passed with 65.58% and 67.77% support.
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Geneva, 31 March 2025: At the Wizz Air Holdings Plc ("Wizz Air" or "the Company") Annual General Meeting ("AGM") held on 25 September 2024, all resolutions proposed were approved by shareholders. Two of those resolutions, the Directors' Remuneration Policy, and Amendments to the rules of the Wizz Air Omnibus Plan were supported by 65.58% and 67.77% of shareholders, respectively. While they passed with the necessary majority, these resolutions received less than the required percentage of votes.
Consequently, in accordance with the UK Corporate Governance Code, the Company engaged with shareholders to solicit their feedback on voting at the AGM, in particular on the resolutions referenced above.
Background
In advance of the 2024 AGM, the Chair of the Remuneration Committee and senior management held meetings with key shareholders to understand any sentiment in relation to proposed policy changes, and specifically regarding remuneration and amendments to the rules of the Wizz Air Omnibus Plan.
Post AGM Engagement
While the Board recognises that the majority of shareholders approved all AGM resolutions, in consultations following the AGM, the Company recognises that certain shareholders had objected to some of the proposed changes. During these discussions, the management team highlighted the rationale for the adjustments to the plan to ensure effective incentives for the CEO.
Following the consultations, the Company is confident that the remuneration issues appropriately rewarded management and aligned their interests with those of the shareholders. With the closure of the consultations and given the absence of new feedback from shareholders who did not support the resolutions, the Remuneration Policy and the Amendments to the Omnibus Plan will be implemented on the terms approved by the shareholders at the AGM. The Company will continue to engage on remuneration matters. The Board would like to thank all shareholders that took part in engagement and values the feedback and insight it has gained through the process.
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