REG - Card Factory PLC - Result of AGM - Update Statement

Card FactoryAnnouncement

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RNS Number : 0135M  Card Factory PLC  18 December 2025

18 December 2025

Card Factory plc

(the "Company" or "cardfactory")

Update statement on 2025 Annual General Meeting ("AGM")

cardfactory, the UK's leading specialist retailer of greeting cards, gifts and
celebration essentials, reports the outcome of the additional shareholder
consultation following the 2025 AGM.

At the Company's 2025 Annual General Meeting, held on 19 June 2025, all
resolutions were passed with the requisite majority. However, the Company
received more than 20% of votes cast against Resolution 12 (Authority to allot
shares), Resolution 13 (Authority to disapply pre-emption rights) and
Resolution 14 (Additional authority to disapply pre-emption rights).

In accordance with the UK Corporate Governance Code, the Board sought
consultations with the 13 largest shareholders, holding (in aggregate) 58% of
the company's issued share capital, to seek their views and better understand
any concerns.

Of the six shareholders who engaged in this consultation, three reported that
they supported Resolution 12, Resolution 13 and Resolution 14.

Feedback from shareholders who voted against Resolution 12, Resolution 13 and
Resolution 14 was primarily due to dissatisfaction with equity dilution
arising from employee share awards, which has been addressed by the share
buyback programme, which launched on 30 October 2025, following a statement of
intention to effect such a programme in the Interim Results announcement on 30
September 2025.

One shareholder encouraged a focus on investment in the core cardfactory
business rather than acquisitions.  The Board notes this view along with
other shareholder views which were in support of the areas for strategic
growth and will evaluate all investments to seek to drive long term
shareholder value.

 

Enquiries

 

Card Factory
plc
via Teneo (below)

Darcy Willson-Rymer, Chief Executive Officer

Matthias Seeger, Chief Financial Officer

 

Teneo
 
+44 (0) 207 353 4200

James Macey White / Anthony Di
Natale
     cardfactory@teneo.com (mailto:cardfactory@tulchangroup.com)

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