Result of AGM

Hammerson PLC

30 April 2026

 

Hammerson plc (the 'Company' or 'Hammerson')

Results of the 2026 Annual General Meeting

30 April 2026

At the Annual General Meeting (the 'AGM') of the Company held at Marble Arch House, 66 Seymour Street, London W1H 5BX on Thursday, 30 April 2026, all the resolutions were voted upon by a poll and were passed by the requisite majority of shareholders.

The results of the poll for each resolution are as follows:

		Votes For		Votes Against		Votes Cast	**Votes Withheld
	Resolution	No. of Shares	% of Shares voted	No. of Shares	% of Shares voted	% of Issued Share Capital	No. of Shares
1	To receive the Directors' Annual Report and Financial Statements for the year ended 31 December 2025	466,894,871	99.99%	946	0.01%	466,895,817	221,360
2	To receive and approve the Directors' Remuneration Report for the year ended 31 December 2025	445,975,864	95.48%	21,101,093	4.52%	467,076,957	40,220
3	To approve the Directors' Remuneration Policy	439,442,796	94.08%	27,632,233	5.92%	467,075,029	42,148
4	To approve proposed amendments to the rules of the Hammerson plc Restricted Share Scheme	460,616,553	98.62%	6,459,175	1.38%	467,075,728	41,449
5	To declare a final dividend for the year ended 31 December 2025	467,077,760	99.99%	210	0.01%	467,077,970	39,207
6	To re-elect Habib Annous as a Director of the Company	458,534,651	98.17%	8,543,199	1.83%	467,077,850	39,327
7	To re-elect Mike Butterworth as a Director of the Company	460,603,809	98.61%	6,474,048	1.39%	467,077,857	39,320
8	To elect Michelle McGrath as a Director of the Company	466,927,019	99.97%	150,837	0.03%	467,077,856	39,321
9	To re-elect Adam Metz as a Director of the Company	443,049,997	94.86%	24,027,859	5.14%	467,077,856	39,321
10	To re-elect Robert Noel as a Director of the Company	440,409,554	94.29%	26,668,302	5.71%	467,077,856	39,321
11	To re-elect Himanshu Raja as a Director of the Company	466,594,078	99.90%	483,778	0.10%	467,077,856	39,321
12	To re-elect Carol Welch as a Director of the Company	461,566,515	98.82%	5,511,342	1.18%	467,077,857	39,320
13	To elect Rob Wilkinson as a Director of the Company	467,027,626	99.99%	50,231	0.01%	467,077,857	39,320
14	To re-appoint PricewaterhouseCoopers LLP as auditor	467,075,962	99.99%	2,393	0.01%	467,078,355	38,822
15	To authorise the Audit Committee to agree the auditor's remuneration	466,991,840	99.98%	85,779	0.02%	467,077,619	39,558
16	To authorise the Directors to allot shares	359,558,721	77.16%	106,402,560	22.84%	465,961,281	1,155,896
17	To disapply pre-emption rights*	366,601,478	78.49%	100,459,925	21.51%	467,061,403	55,774
18	To disapply pre-emption rights in addition to those conferred by resolution 17*	366,601,746	78.49%	100,459,657	21.51%	467,061,403	55,774
19	To authorise market purchases by the Company of its shares*	462,770,245	99.10%	4,224,062	0.90%	466,994,307	122,870

Ordinary resolution 16 (allotment of shares) and special resolutions 17 and 18 (disapplication of pre-emption rights)

The Board notes that, although resolutions 16, 17 and 18 were passed with the necessary majority, 22.84%, 21.51% and 21.51% of votes cast were against resolutions 16, 17 and 18, respectively. These resolutions are considered routine for listed companies in the UK and are within the Investment Association's share capital management guidelines. Following shareholder consultation, the level of authority sought (and approved by shareholders today) is less than that typically sought by UK listed companies. The Board is aware, however, that certain overseas institutional investors have a policy of not supporting these authorities for the Directors to issue shares and disapply pre-emption rights. The Board considers the flexibility afforded by these authorities to be in the best interests of the Company and shareholders.

In accordance with provision 4 of the UK Corporate Governance Code (the 'Code'), the Board confirms that it will consult and continue to engage with relevant shareholders to understand the reasons behind those votes against. An update will be provided within six months of the AGM, in accordance with the Code, with a final summary to be included in the Company's 2026 annual report and accounts.

Other information

* Special resolution (75% majority required).

** A vote withheld is not a vote in law and is not counted towards the votes cast 'For' or 'Against' a resolution.

(1)  The issued share capital of the Company as at 6.30 pm on Tuesday, 28 April 2026 (the time by which shareholders who wanted to attend, speak and vote at the AGM were entered on the Register) was 532,054,593 ordinary shares, with 132,163 shares held in treasury. The total number of voting rights in Hammerson plc was therefore 531,922,430.

(2)  In accordance with UK Listing Rule 6.4.2, a copy of the resolutions passed, other than the resolutions constituting ordinary business, at the AGM will shortly be available for inspection at the National Storage Mechanism, which is located at https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism.

(3)  A copy of the poll results for the Annual General Meeting is also available on the Hammerson plc website at https://www.hammerson.com/investors/shareholder-centre/general-meetings.

(4)  The full text of the resolutions is set out in the Notice of Meeting which is also available at https://www.hammerson.com/investors/shareholder-centre/general-meetings.

Richard Crowle

Deputy Company Secretary

This announcement has also been released on the SENS system of the Johannesburg Stock Exchange and on Euronext Dublin.

 

END