REG - Diploma PLC - Result of AGM

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RNS Number : 9331O  Diploma PLC  14 January 2026

 

        10-11 CHARTERHOUSE SQUARE,

 LONDON EC1M 6EE

TELEPHONE: +44 (0)20 7549 5700

 

FOR IMMEDIATE RELEASE

14 JANUARY 2026

 

 

RESULT OF ANNUAL GENERAL MEETING ("AGM")

 

Diploma PLC (the "Company") held its AGM today and announces that all
resolutions, except resolution 17, were duly passed with the requisite
majority.

 

Resolution 17 (disapplication of pre-emption rights for acquisitions or
specified capital investments) did not achieve the 75% majority required to
pass. The resolution was proposed in accordance with the best practice
guidance in the Pre-Emption Group's 2022 Statement of Principles and is
consistent with its template resolution.

 

The Board acknowledges the significant vote against resolution 16 (general
disapplication of pre-emption rights). The Board is committed to maintaining
an open dialogue with the Company's shareholders and will continue to engage
with those shareholders who voted against resolutions 16 and 17 to understand
their views. An update will be provided within six months of today's AGM in
accordance with the UK Corporate Governance Code.

 

The results of the AGM have now been published on the Company's website at
https://www.diplomaplc.com/investors/shareholder-centre/
(https://www.diplomaplc.com/investors/shareholder-centre/) .

 

The results of the poll incorporating proxy votes lodged in advance of the
meeting are set out below (rounded to 2 decimal places).

 

Summary of Votes Cast

 

 Resolution  Description                                             For          %        Against     %       Withheld

 1           REPORT AND ACCOUNTS                                     104,165,261  99.99%   3,329       0.01%   198,908
 2           FINAL DIVIDEND OF 44.1p                                 104,365,515  100.00%  240         0.00%   1,743
 3           RE-ELECT D LOWDEN                                       95,946,436   91.93%   8,417,593   8.07%   3,469
 4           RE-ELECT J THOMSON                                      104,365,065  100.00%  389         0.00%   2,044
 5           ELECT W NG                                              103,878,825  99.53%   486,629     0.47%   2,044
 6           RE-ELECT J WARD                                         101,406,022  97.16%   2,958,782   2.84%   2,694
 7           RE-ELECT G HUSE                                         104,359,779  99.99%   4,250       0.01%   3,469
 8           RE-ELECT D FINCH                                        104,005,810  99.66%   358,219     0.34%   3,469
 9           RE-ELECT J STIPP                                        103,868,925  99.52%   495,879     0.48%   2,694
 10          RE-ELECT K BICKERSTAFFE                                 103,352,470  99.03%   1,012,334   0.97%   2,694
 11          ELECT I EL-MOKADEM                                      104,363,037  99.99%   1,767       0.01%   2,694
 12          RE-APPOINT AUDITOR                                      104,181,911  99.95%   50,225      0.05%   135,362
 13          REMUNERATION OF AUDITORS                                104,359,083  99.99%   3,670       0.01%   4,745
 14          REMUNERATION REPORT                                     97,487,081   94.58%   5,588,078   5.42%   1,292,339
 15          AUTHORITY TO ALLOT SHARES                               98,069,179   93.97%   6,293,182   6.03%   5,137
 16 (SR)     DISAPPLICATION OF PRE-EMPTION RIGHTS                    79,590,867   76.26%   24,771,461  23.74%  5,170
 17 (SR)                                                             75,785,540   72.62%   28,576,244  27.38%  5,714

             FURTHER DISAPPLICATION OF PRE-EMPTION RIGHTS

 18 (SR)                                                             103,780,096  99.64%   369,936     0.36%   217,466

             AUTHORITY TO MAKE MARKET PURCHASES OF ORDINARY SHARES
 19 (SR)     CALL GENERAL MEETINGS                                   99,324,910   95.17%   5,039,387   4.83%   3,201

 

 

 

Notes:

 

1.     A total of 104,365,515 votes were validly cast.

2.     The Company's Issued Share Capital ("ISC") is 134,317,398 ordinary
shares of 5p each and the proportion of the ISC represented by those votes
validly cast is 77.70%.

3.     A vote withheld is not a vote in law and is not counted.

4.     In accordance with Listing Rule 6.4.1, a copy of the resolutions,
other than those concerning ordinary business will be submitted to the
National Storage Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

For further information, please contact:

 

 Diploma PLC -                                                 +44 (0)20 7549 5700
 Anna Lawrence, Group General Counsel & Company Secretary

 

LEI:2138008OGI7VYG8FGR19

 

 

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