REG - Forterra plc - Annual General Meeting 2026 Results

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RNS Number : 9691E  Forterra plc  19 May 2026

Forterra plc

 

Annual General Meeting 2026 Results

 

The Annual General Meeting of Forterra plc (the "Company") was held at 30
Crown Place, Earl Street, London, EC2A 4ES on Tuesday 19th May 2026 at
12:00pm.

 

All of the resolutions were voted upon by poll and were passed by
shareholders. The total number of ordinary shares in issue was 210,079,894
shares.

 

The full text of each resolution is contained in the notice of Annual General
Meeting, which is available on the Company's website www.forterraplc.co.uk
(http://www.forterraplc.co.uk) (with each resolution number below
corresponding to the resolution number in the notice).

 

The total number of votes for and against each of the resolutions put before
the Annual General Meeting and the number of votes withheld were as follows.

 

 Resolution                                                                       Votes for***                      Votes Against                    Total Votes Cast (excluding withheld)  Votes Withheld*
                                                                                  No of Shares   % of shares voted  No of Shares  % of shares voted                                         No of shares
 Resolution 1                                                                      159,632,416   99.99%              3,909        0.01%               159,636,325                            4,479

 To receive and adopt the Annual Report and Accounts to 31 December 2025

 Resolution 2                                                                      159,614,700   99.99%              13,348       0.01%               159,628,048                            12,756

 To appoint Deloitte LLP as Auditor.

 Resolution 3                                                                      159,616,531   99.99%              21,744       0.01%               159,638,275                            2,529

 To authorise the remuneration of the Auditor

 Resolution 4                                                                      159,637,810   99.99%              2,162        0.01%               159,639,972                            832

 To declare the final dividend of 4.3 pence per Ordinary Share for the year
 ended 31 December 2025

 Resolution 5                                                                      159,615,434   99.99%              7,957        0.01%               159,623,391                            17,413

 To elect Oliver Graham as a Director

 Resolution 6                                                                      150,727,978   94.42%              8,902,686    5.58%               159,630,664                            10,140

 To re-elect Nigel Lingwood as a Director

 Resolution 7                                                                      159,607,198   99.99%              23,080       0.01%               159,630,278                            10,526

 To re-elect Neil Ash as a

 Director

 Resolution 8                                                                      159,122,720   99.68%              507,944      0.32%               159,630,664                            10,140

 To re-elect Ben Guyatt as a Director

 Resolution 9                                                                      136,923,059   85.77%              22,707,605   14.23%              159,630,664                            10,140

 To re-elect Katherine Innes Ker as a Director

 Resolution 10                                                                     156,897,160   98.29%              2,733,504    1.71%               159,630,664                            10,140

 To re-elect Gina Jardine as a Director

 Resolution 11                                                                     156,902,257   98.29%              2,728,407    1.71%               159,630,664                            10,140

 To re-elect Vince Niblett as a Director

 Resolution 12                                                                     156,911,710   98.30%              2,718,954    1.70%               159,630,664                            10,140

 To re-elect Aysegul Sabanci as a

 Director

 Resolution 13                                                                     83,672,979    61.44%              52,524,507   38.56%              136,197,486                           23,443,318

 To approve the Directors' Remuneration Policy (set out on pages 101 to 109 of
 the Annual Report)

 Resolution 14                                                                     136,858,748   98.72%              1,780,630    1.28%               138,639,378                           21,001,426

 To approve the Report of the Remuneration Committee (excluding the
 Remuneration Policy set out on pages 101 to 109 of the Annual Report)

 Resolution 15                                                                     154,231,365   96.62%              5,392,972    3.38%               159,624,337                            16,467

 To Approve the rules of the Long-Term incentive Plan

 Resolution 16                                                                     159,190,829   99.72%              441,885      0.28%               159,632,714                            8,090

 To approve the rules of the Deferred Annual Bonus Plan

 Resolution 17                                                                     159,203,744   99.73%              426,927      0.27%               159,630,671                            10,133

 To approve the rules of the Share Incentive Plan

 Resolution 18                                                                     159,560,754   99.96%              68,441       0.04%               159,629,195                            11,609

 To approve the rules of the Sharesave Plan

 Resolution 19                                                                     158,537,657   99.32%              1,085,690    0.68%               159,623,347                            17,457

 To authorise the Company to adopt further schemes based on the LTIP, the DABP,
 the SIP and the SAYE.

 Resolution 20                                                                     155,996,988   97.75%              3,598,879    2.25%               159,595,867                            44,937

 To authorise the Company to make political donations
 Resolution 21                                                                     156,061,566   97.76%              3,571,354    2.24%               159,632,920                            7,884

 To authorise the Directors to allot share capital

 Resolution 22 **                                                                  153,962,024   96.45%              5,674,390    3.55%               159,636,414                            4,390

 To disapply statutory exemption rights

 Resolution 23 **                                                                  153,967,811   96.46%              5,657,192    3.54%               159,625,003                            15,801

 To disapply statutory exemption rights

 Resolution 24 **                                                                  159,626,231   99.99%              8,040        0.01%               159,634,271                            6,533

 To authorise the Company to purchase its own shares

 Resolution 25 **                                                                  159,331,470   99.81%              308,178      0.19%               159,639,648                            1,156

 To authorise the Company to hold general meetings (other than an Annual
 General meeting) with 14 clear days' notice

 

 

The Board is delighted that all the resolutions were supported at today's
Annual General Meeting. In particular the Board thanks the majority of
shareholders who voted in support of the Remuneration Policy (Resolution 13).

 

The Board notes that, although approved with the requisite majority,
Resolution 13 (Approval of Remuneration Policy) received less than the 80%
level identified in the UK Corporate Governance Code ("the Code"). As such, in
accordance with the Code the Board will engage with any major shareholders who
did not support the Resolution to understand the reasons behind their voting
decision. An update on these discussions will be provided within six months of
today's AGM.

 

In accordance with the requirements of UKLR 6.4.3 and 6.4.13 copies of
Resolutions 22-25 will shortly be available for inspection on the National
Storage Mechanism which is located at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

Notes:

 

*Votes 'withheld' are not votes under English law and so have not been
included in the calculation of whether a resolution is carried.  Percentages
have been rounded to two decimal places.

 

** Special resolution.

 

*** Any proxy forms received granting discretion to the Chair have been
included within the votes cast in favour.

 

For further information contact:

 

  Forterra
plc
          +44 (0)1604 707600

  Frances Tock, Company Secretary
 

 

 FTI Consulting:   +44 (0)20 3727 1340
 Richard Mountain
 Vicky Hayns

 

 

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