REG - Anglo American PLC - General Meeting - Withdrawal of Resolution 2 Rem

Anglo AmericanAnnouncement

Mon 07:00

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RNS Number : 6084K  Anglo American PLC  08 December 2025

Anglo American plc

Registered office: 17 Charterhouse Street, London EC1N 6RA

Registered number: 3564138 (incorporated in England and Wales)

Legal Entity Identifier: 549300S9XF92D1X8ME43

General Meeting - Withdrawal of Resolution 2: Amendment to the Anglo American
Long-Term Incentive Plan Awards

The Board of Anglo American plc ("Anglo American") has decided to withdraw
Resolution 2 from the agenda of the General Meeting of Shareholders to be held
at 17:30 (UK time) on Tuesday, 9 December 2025 (the "General Meeting").

On 10 November 2025, Anglo American published a Notice of General Meeting and
Circular to Shareholders (the "Circular") seeking the approval by Shareholders
of recommended proposals in connection with the implementation of the merger
of equals of Anglo American and Teck Resources Limited ("Teck") to form the
Anglo Teck group (the "Merger").

In the Circular, Resolution 2 proposed an amendment to the terms of the 2024
and 2025 Anglo American Long-Term Incentive Plan Awards granted to the
Executive Directors.

The Board's Remuneration Committee proposed the amendment after careful
consideration and having regard to the principles and objectives set out in
Part II (Letter from the Chair of the Remuneration Committee) in the Circular.

Anglo American has engaged extensively with Shareholders in relation to
Resolution 2. Whilst Shareholders with whom we consulted strongly supported
the objectives of Resolution 2 and appreciated the very specific context for
the Proposals, they nonetheless raised a number of concerns when considering
more general remuneration principles. Anglo American strongly believes that
the proposed amendment represents the most practical way to support the Merger
process and the principles and objectives set out in the Circular but, having
reflected carefully on Shareholders' concerns, has therefore decided to
withdraw Resolution 2 from the agenda of the General Meeting. The Remuneration
Committee will continue to ensure that the Company's remuneration mechanisms
support effective incentivisation of Anglo American's executive leadership and
intends to engage further with Shareholders as part of the development of the
updated Directors' remuneration policy that will be submitted to Shareholders
at Anglo American's 2026 Annual General Meeting.

The Merger is conditional on the approval of Resolution 1 relating to the
allotment and issue of new shares in connection with the Merger. The Merger is
not conditional on the approval of Resolution 2.

The Board continues to recommend unanimously that Shareholders vote in favour
of the remaining Resolutions proposed at the General Meeting.

The withdrawal of Resolution 2 does not affect the validity of the Circular,
the proxy forms, or any votes submitted in respect of the remaining
Resolutions to be proposed at the General Meeting.

Arrangements for the General Meeting are unchanged from those previously
notified, as is the numbering of the remaining Resolutions at the General
Meeting.

 

Other information

This announcement will be available for viewing on the Anglo American website,
https://www.angloamerican.com/investors
(https://www.angloamerican.com/investors) , as soon as practicable.

Capitalised terms used but not defined in this announcement have the meanings
set out in the Circular.

 

R Price

Company Secretary

Anglo American plc

8 December 2025

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