Result of AGM

Vistry Group PLC

13 May 2026

 

Vistry Group PLC (Company No: 00306718) ('Company')

Results of Poll Voting - AGM 2026

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    Withdrawn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.

 

END