Result of AGM

RHI Magnesita N.V.

13 May 2026

 

RHI Magnesita N.V.

("RHI Magnesita" or the "Company")

Result of the Annual General Meeting 2026 ("AGM")

Following the AGM held today, 13 May 2026, RHI Magnesita announces that each of the voting resolutions set out in the Notice of Meeting to Shareholders, dated 26 March 2026, were passed by the requisite majority. A poll was held on each of the resolutions proposed. The results of the poll, incorporating proxy votes lodged in advance of the meeting, are set out below:

Resolutions	Votes for	% of votes cast	Votes against	% of votes cast	Total votes validly cast	Total votes cast - % of the relevant issued shares	Number of votes withheld
Resolution 3 To adopt the annual accounts for the financial year ended 31 December 2025	40,536,029	100	400	0	40,536,429	85.63	200
Resolution 4 To declare a final dividend of €1.20 per share for the financial year ended 31 December 2025	40,543,590	100	415	0	40,544,005	85.63	200
Resolution 5 To release the directors from liability for the exercise of their respective duties during the financial year 2025	40,529,368	99.99	5,344	0.01	40,534,712	85.63	200
Resolution 6. a. To re-elect S. Borgas	40,276,602	99.34	267,061	0.66	40,543,663	85.65	200
Resolution 6. b. To re-elect I. Botha	40,501,587	99.90	42,061	0.10	40,543,648	85.65	200
Resolution 7. a. To re-elect H. Cordt	34,307,559	85.36	5,886,089	14.64	40,193,648	84.91	200
Resolution 7. b.  To re-elect J. Ramsay	39,672,355	97.85	871,293	2.15	40,543,648	85.65	200
Resolution 7. c. To re-elect J. Ashdown	40,474,157	99.83	69,491	0.17	40,543,648	85.65	200
Resolution 7. d.  To re-elect D. Schlaff	40,189,184	99.13	354,464	0.87	40,543,648	85.65	200
Resolution 7. e.  To re-elect S.O.L.B Prinz zu Sayn-Wittgenstein- Berleburg	40,189,184	99.13	354,464	0.87	40,543,648	85.65	200
Resolution 7. f.  To re-elect J.M. Brown	40,518,251	99.94	25,397	0.06	40,543,648	85.65	200
Resolution 7. g.  To re-elect K. Sevelda	39,673,295	97.85	870,353	2.15	40,543,648	85.65	200
Resolution 7. h.  To re-elect M-H. Ametsreiter	40,518,248	99.94	25,400	0.06	40,543,648	85.65	200
Resolution 7. i.  To re-elect W. Ruttenstorfer	38,949,519	96.07	1,594,129	3.93	40,543,648	85.65	200
Resolution 7. j. To re-elect A.K. Lindström	40,519,283	99.94	24,365	0.06	40,543,648	85.65	200
Resolution 7. k. To re-elect F-F. Buerstedde	40,189,182	99.13	354,466	0.87	40,543,648	85.65	200
Resolution 8 To appoint KPMG Accountants N.V. as the Company's external auditor for the financial year 2026	40,542,987	100	676	0.00	40,543,663	85.65	200
Resolution 9 To approve, as an advisory vote, the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) for the period ended 31 December 2025	40,453,068	99.78	90,912	0.22	40,543,980	85.65	200
Resolution 10 To establish the proposed remuneration of the Non-Executive Directors	40,542,752	100	878	0.00	40,543,630	85.65	200
Resolution 11 Authority to issue ordinary shares or grant rights to acquire ordinary shares	40,471,265	99.82	72,390	0.18	40,543,655	85.65	200
Resolution 12 Limited disapplication of pre-emption rights	40,511,003	99.92	31,528	0.08	40,542,531	85.65	200
Resolution 13 Authority to limit or exclude pre-emptive rights	40,494,169	99.88	48,262	0.12	40,542,431	85.65	200
Resolution 14 Authority to acquire shares in the Company or depositary receipts of such shares	40,540,829	100	518	0.00	40,541,347	85.64	200
Resolution 15 Authority to cancel any or all shares held in treasury or to be acquired	40,543,590	100	400	0.00	40,543,990	85.65	200

Notes:

1.   Resolutions 1 and 2 were non-voting resolutions and are therefore not included in the table above.

2.   The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 47,337,525.

3.   A "Vote withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution.

4.   In accordance with LR 6.4.13, copies of any resolutions passed as special business will be submitted to the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

5.   These results will also shortly be available on the Company's website at https://ir.rhimagnesita.com/

For further enquiries, please contact:

Julia Crane, Company Secretary

Tel: [phone]

E-mail: [e-mail]

Alexander Ordosch, Head of Investor Relations

Tel: [phone]

E‐mail: [e-mail]

About RHI Magnesita

RHI Magnesita is the leading global supplier of high-grade refractory products, systems and solutions which are critical for high-temperature processes exceeding 1,200°C in a wide range of industries, including steel, cement, non-ferrous metals and glass. With a vertically integrated value chain, from raw materials to refractory products and full performance-based solutions, RHI Magnesita serves customers around the world, with over 20,000 employees in 76 main production sites (including recycling facilities), 16 raw material sites and more than 70 sales offices. RHI Magnesita intends to leverage its leadership in terms of revenue, scale, product portfolio and diversified geographic presence to target strategically those countries and regions benefiting from more dynamic economic growth prospects.

RHI Magnesita offers investors EBITDA and free cash flow comparable to FTSE 100 peers, the highest free cash flow yield in the UK industrials sector, a compelling M&A growth story and high operational gearing to market recovery. The Group seeks to allocate capital to maximise value generation for shareholders. After maintenance capex and dividend, M&A, organic investments and buybacks compete for capital. The global refractory industry remains fragmented and the M&A pipeline presents an opportunity to continue a value-accretive consolidation strategy.

The Group is listed within the Equity Shares (Commercial Companies) category ("ESCC") of the Official List of the London Stock Exchange (symbol: RHIM) and is a constituent of the FTSE 250 index, with a secondary listing on the Vienna Stock Exchange (Wiener Börse). For more information please visit: www.rhimagnesita.com

 

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