Result of AGM

Dr. Martens PLC

13 July 2023

 

13 July 2023

DR. MARTENS PLC

RESULT OF ANNUAL GENERAL MEETING

13 JULY 2023

The Company announces the results of voting at its Annual General Meeting held earlier today and confirms that all resolutions were duly passed on a poll with majorities as set out below.

Resolutions 1 to 16 and 20 were proposed as Ordinary Resolutions and resolutions 17 to 19 and 21 as Special Resolutions.

Resolution		Votes For	%	Votes Against	%	Votes Total	Votes Withheld	% Voting Capital Instructed
01	Receive the 2023 Annual Report and Accounts	791,907,515	100.00	15,601	0.00	791,923,116	33,511,941	79.11%
02	Approve the Directors' Remuneration Report	789,249,709	99.70	2,387,991	0.30	791,637,700	33,798,706	79.08%
03	Approve the Final Dividend	792,678,036	100.00	8,616	0.00	792,686,652	32,749,754	79.19%
04	Elect Andrew Harrison	791,490,859	99.98	174,650	0.02	791,665,509	33,770,897	79.09%
05	Re-elect Paul Mason	770,008,610	98.35	12,906,128	1.65	782,914,738	42,521,668	78.21%
06	Re-elect Kenny Wilson	786,317,927	99.20	6,370,872	0.80	792,688,799	32,747,607	79.19%
07	Re-elect Jon Mortimore	788,658,067	99.49	4,029,383	0.51	792,687,450	32,748,956	79.19%
08	Re-elect Ian Rogers	785,437,812	99.21	6,227,697	0.79	791,665,509	33,770,897	79.09%
09	Re-elect Ije Nwokorie	788,930,301	99.66	2,727,826	0.34	791,658,127	33,778,279	79.09%
10	Re-elect Lynne Weedall	775,629,826	98.86	8,906,789	1.14	784,536,615	40,899,791	78.37%
11	Re-elect Robyn Perriss	778,626,724	98.35	13,035,285	1.65	791,662,009	33,774,397	79.09%
12	Re-elect Tara Alhadeff	787,976,513	99.41	4,705,937	0.59	792,682,450	32,753,956	79.19%
13	Re-appoint PricewaterhouseCoopers LLP as auditor	791,210,597	99.94	458,111	0.06	791,668,708	33,767,698	79.09%
14	Authorise the Audit & Risk Committee to determine the Auditor's remuneration	792,677,114	100.00	9,211	0.00	792,686,325	32,750,081	79.19%
15	Authorise the Company and its subsidiaries to make political donations	788,454,942	99.47	4,233,372	0.53	792,688,314	32,748,092	79.19%
16	Authorise allotment of shares	778,667,872	98.23	14,009,348	1.77	792,677,220	32,759,186	79.19%
17	Authorise general disapplication of pre-emption rights*	774,627,295	97.72	18,056,599	2.28	792,683,894	32,752,512	79.19%
18	Authorise additional disapplication of pre-emption rights*	765,565,585	96.58	27,109,427	3.42	792,675,012	32,761,394	79.19%
19	Authorise purchase of own shares*	792,179,815	99.94	473,625	0.06	792,653,440	32,782,966	79.19%
20	Approve waiver of Rule 9 Offer obligation (see note 1)	383,340,147	91.84	34,052,637	8.16	417,392,784	38,101,183	41.70%
21	Authorise calling of general meetings on 14 days' notice*	781,330,267	98.57	11,358,493	1.43	792,688,760	32,747,646	79.19%

*Special Resolution

The votes of independent shareholders on the resolutions concerning the election or re-election of the Independent Non-Executive Directors are set out below:

Resolution		Votes For	%	Votes Against	%	Votes Total	Votes Withheld	% Independent Capital Instructed
04	Elect Andrew Harrison	421,548,419	99.96	174,650	0.04	421,723,069	33,770,897	66.83%
08	Re-elect Ian Rogers	415,495,372	98.52	6,227,697	1.48	421,723,069	33,770,897	66.83%
09	Re-elect Ije Nwokorie	418,987,861	99.35	2,727,826	0.65	421,715,687	33,778,279	66.83%
10	Re-elect Lynne Weedall	405,687,386	97.85	8,906,789	2.15	414,594,175	40,899,791	65.70%
11	Re-elect Robyn Perriss	408,684,284	96.91	13,035,285	3.09	421,719,569	33,774,397	66.83%

Notes:

1. IngreLux S.àr.l was considered to be interested in the outcome of Resolution 20 and, consequently, did not vote on that Resolution in accordance with the provisions of the City Code on Takeovers and Mergers. As a result, 631,064,067 of the ordinary shares in issue were eligible to vote on this Resolution, these shares not being held by IngreLux S.àr.l.
2. Votes "For" and "Against" are expressed as a percentage of votes received.
3. A "Vote withheld" is not a vote in law and is not counted in the calculation of the votes "For" or "Against" a resolution.
4. As at 6.30pm on 11 July 2023 the Company had a total of 1,001,006,507 ordinary shares with voting rights in issue. The total independent voting capital, used to calculate the votes of independent shareholders on resolutions 4, 8 to 11 and 20, was 631,064,067.
5. In accordance with Listing Rule 9.6.2R, copies of the resolutions passed as special business will shortly be available for inspection on the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.  

Enquiries

Company Secretariat

Paul Rolling, Assistant Company Secretary                         [phone]

Investors and analysts                         

Bethany Barnes, Director of Investor Relations                    [phone]

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Media                                                     

Gill Hammond, Director of Communications                          [phone]

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Clinton Manning                                                                        [phone]

About Dr. Martens

Dr. Martens is an iconic British brand founded in 1960 in Northamptonshire. Produced originally for workers looking for tough, durable boots, the brand was quickly adopted by diverse youth subcultures and associated musical movements. Dr. Martens has since transcended its working-class roots while still celebrating its proud heritage and, six decades later, “Docs” or “DM’s” are worn by people around the world who use them as a symbol of empowerment and their own individual attitude. The Company is a constituent of the FTSE 250 index.

 

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