Results of AGM

Summary by AI ^BETAClose X

Gemfields Group Limited announced the results of its Annual General Meeting held on June 23, 2026, where all ordinary resolutions and special resolution 2 were passed, with non-binding advisory votes also receiving over 75% shareholder support. However, special resolution 1, concerning the general authority to issue shares for cash and waiver of pre-emption, failed to pass with the required 75% majority, receiving only 39.93% of the vote. The total number of ordinary shares represented at the meeting was 1,183,478,616, or 68.64% of the total 1,724,230,526 voting shares.

Disclaimer*

Gemfields Group Limited

23 June 2026

Incorporated in Guernsey. Guernsey registration number: 47656

South African external company registration number: 2009/012636/10

Share code on JSE:GML (General Segment of JSE Main Board) / AIM:GEM

ISIN: GG00BG0KTL52 | LEI: 21380017GAVXTCYS5R31

("Gemfields" or the "Group" or the "Company")

Results of Annual General Meeting 2026

LONDON, 23 JUNE 2026

Shareholders are advised that the Company's Annual General Meeting ("AGM") was held today, Tuesday 23 June 2026.

All ordinary resolutions and special resolution 2 were passed by the requisite majority of shareholders. Both non-binding advisory votes were also passed, with the support of over 75% of shareholders.

The Company acknowledges that special resolution 1 was not passed by the requisite 75% of shareholders required.

Details of the voting results at the AGM are as follows:

Total number of Ordinary Shares (with voting rights)

1,724,230,526

Total number of Ordinary Shares present/represented including proxies at the meeting (including shares abstained from voting)

1,183,478,616

Percentage of Ordinary Shares represented at the meeting

68.64%

Resolution proposed	For	Against	Abstain ¹
Ordinary resolution 1:
To adopt the Company's Annual Report for the year ended 31 December 2025	1,180,912,933 99.78%	2,565,683 0.22%	94,670 0.01%
Ordinary resolution 2:
To re-elect Patrick Sacco, who is retiring by rotation, as a Director of the Company	1,180,715,522 99.77%	2,759,091 0.23%	98,673 0.01%
Ordinary resolution 3:
To re-elect Mary Reilly, who is retiring by rotation, as a Director of the Company	1,180,795,038 99.77%	2,679,575 0.23%	98,673 0.01%
Ordinary resolution 4:
To re-appoint Mary Reilly to the Company's Audit and Risk Committee	1,180,752,894 99.77%	2,721,719 0.23%	98,673 0.01%
Ordinary resolution 5:
To re-appoint Kwape Mmela to the Company's Audit and Risk Committee	1,180,762,104 99.77%	2,708,909 0.23%	102,273 0.01%
Ordinary resolution 6:
To re-appoint Simon Scott to the Company's Audit and Risk Committee	1,180,844,116 99.78%	2,629,260 0.22%	98,673 0.01%
Ordinary resolution 7:
To re-appoint Ernst & Young LLP as the Company's auditor (until the conclusion of the 2027 annual general meeting) and to authorise the Directors to fix their remuneration	1,180,905,236 99.78%	2,566,959 0.22%	101,091 0.01%
Special resolution 1:
General authority to issue shares for cash and waiver of pre-emption	472,504,038 39.93%	710,973,207 60.07%	96,041 0.01%
Special resolution 2:
Amendments to the Company's Long Term Incentive Plan	1,053,480,062 89.03%	129,756,065 10.97%	337,159 0.02%
Non-binding advisory vote:
Endorsement of the Company's Remuneration Policy	1,038,788,501 87.78%	144,603,518 12.22%	181,267 0.01%
Non-binding advisory vote:
Endorsement of the Company's Remuneration Implementation Report	1,053,581,884 89.03%	129,861,229 10.97%	130,173 0.01%

¹ Abstentions are represented as a percentage of total number of Ordinary Shares (with voting rights).

-ENDS-

Further information on Gemfields Group Limited can be found at:

GEMFIELDSGROUP.COM

To join our investor mailing list, please contact us on:
ir@gemfields.com

ENQUIRIES

GEMFIELDS	Sean Gilbertson / David Lovett / Heinrich Richter ir@gemfields.com T: +44(0) 20 7518 3400
SPONSOR (JSE)	Investec Bank Limited
NOMINATED ADVISER (AIM) & BROKER	Panmure Liberum Scott Mathieson / Amrit Mahbubani / John More T: +44(0) 20 3100 2222
PRESS ENQUIRES, GEMFIELDS HEAD OFFICE, LONDON	press@gemfields.com T: +44(0) 20 7518 3400

NOTES TO EDITORS

About Gemfields Group Limited

Gemfields is a world-leading miner of coloured gemstones, dual-listed on the Johannesburg and London AIM stock exchanges.

Gemfields is the operator and 75% owner of both Kagem Mining in Zambia (a world-leading emerald mine) and Montepuez Ruby Mining in Mozambique (situated on one of the most significant recently discovered ruby deposits in the world). In addition, Gemfields holds controlling interests in various other gemstone mining and prospecting licenses in Zambia, Mozambique and Madagascar.

Gemfields has developed a proprietary grading system and a pioneering auction platform to provide a consistent supply of coloured gemstones to downstream markets, a key component of Gemfields' business model that has played an important role in the growth of the global coloured gemstone sector.

KAGEM MINING LINKEDIN | FACEBOOK

MONTEPUEZ RUBY MINING LINKEDIN | FACEBOOK

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