REG - Hikma Pharmaceutical - Result of AGM

Hikma PharmaceuticalsAnnouncement

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RNS Number : 7191B  Hikma Pharmaceuticals Plc  23 April 2026

Hikma Pharmaceuticals PLC

Results of 2026 Annual General Meeting

LONDON, 23 April 2026 Hikma Pharmaceuticals PLC (LSE: HIK) (NASDAQ Dubai: HIK)
(OTC: HKMPY) (LEI:549300BNS685UXH4JI75) (the 'Company' or 'Hikma') announces
that its Annual General Meeting ('AGM') was held at Sofitel London St James, 6
Waterloo Place, London SW1Y 4AN earlier today (23 April 2026) and commenced at
11.00 am. All the proposed resolutions were duly passed by shareholders by way
of a poll. Resolutions 1 to 16 (inclusive) were passed as ordinary resolutions
and Resolutions 17 to 20 (inclusive) were passed as special resolutions.
Resolutions 21 to 22 (inclusive) were passed as ordinary resolutions on which
only Independent Shareholders (that is, excluding members of the Concert
Party, in accordance with the City Code on Takeovers and Mergers) were
entitled to vote.

Copies of the resolutions dealing with special business passed at the AGM have
been submitted to the FCA's Electronic Submission System and will be available
from the National Storage Mechanism. Capitalised terms used but not otherwise
defined in this announcement shall have the meanings given to them in the
Notice of Meeting dated 18 March 2026.

The total number of votes cast on the poll for each resolution (the full text
of the resolutions is detailed in the Notice of Meeting dated 18 March 2026)
is set out below. The number of Ordinary Shares in issue at the close of
business on 21 April 2026 was 230,345,591. At that time there were 12,833,233
Ordinary Shares held in treasury, which are not counted in the voting capital
of the Company which, therefore, was 217,512,358.

 Resolution                                                                    Votes For    % of Eligible Votes  Votes Against  % of Eligible Votes  Total Votes Cast  Total votes cast as a % of ISC(1)  Withheld(2)
 1. To receive the 2025 report and accounts                                    163,275,312  99.99%               17,475         0.01%                163,292,787       75.07%                             1,019,017
 2. To approve a final dividend of 48 cents per share                          164,299,386  99.99%               6,064          0.01%                164,305,450       75.54%                             6,354
 3. To re-appoint PricewaterhouseCoopers LLP as Auditor                        163,553,679  99.57%               705,615        0.43%                164,259,294       75.52%                             52,510
 4. To authorise the Audit Committee to determine the remuneration of the      164,274,950  99.99%               23,884         0.01%                164,298,834       75.54%                             12,970
 Auditor
 5. To elect Khalid Nabilsi as a Director                                      162,775,703  99.08%               1,514,619      0.92%                164,290,322       75.53%                             21,482
 6. To re-elect Victoria Hull as a Director                                    161,115,526  98.09%               3,135,584      1.91%                164,251,110       75.51%                             60,694
 7. To re-elect Said Darwazah as a Director                                    162,778,631  99.08%               1,511,493      0.92%                164,290,124       75.53%                             21,680
 8. To re-elect Mazen Darwazah as a Director                                   160,180,915  97.50%               4,107,459      2.50%                164,288,374       75.53%                             23,430
 9. To re-elect Douglas Hurt as a Director                                     163,661,379  99.64%               591,090        0.36%                164,252,469       75.51%                             59,335
 10. To re-elect Ali Al-Husry as a Director                                    162,593,736  98.99%               1,657,276      1.01%                164,251,012       75.51%                             60,792
 11. To re-elect Cynthia Flowers as a Director                                 164,036,930  99.87%               214,050        0.13%                164,250,980       75.51%                             60,824
 12. To re-elect Laura Balan as a Director                                     164,087,521  99.90%               167,257        0.10%                164,254,778       75.52%                             57,026
 13. To re-elect Dr Deneen Vojta as a Director                                 163,468,063  99.88%               201,369        0.12%                163,669,432       75.25%                             642,372
 14. To receive and approve the annual report on remuneration                  159,288,908  96.98%               4,961,703      3.02%                164,250,611       75.51%                             61,193
 15. To approve the Directors' Remuneration Policy                             162,548,305  98.96%               1,700,931      1.04%                164,249,236       75.51%                             62,568
 16. To authorise the Directors to allot shares and grant rights to subscribe  161,666,855  98.40%               2,622,154      1.60%                164,289,009       75.53%                             22,795
 for shares
 17. To authorise the disapplication of pre-emption rights (General)           159,554,398  97.12%               4,735,766      2.88%                164,290,164       75.53%                             21,640
 18. To authorise the disapplication of pre-emption rights (Acquisition or     149,676,154  91.10%               14,614,113     8.90%                164,290,267       75.53%                             21,537
 Capital Investment)
 19. To authorise the Company to purchase its own Ordinary Shares              164,030,277  99.96%               64,165         0.04%                164,094,442       75.44%                             217,362
 20. To authorise the Company to hold general meetings on not less than 14     161,251,197  98.14%               3,053,144      1.86%                164,304,341       75.54%                             7,463
 clear days' notice
 21. To approve the Rule 9 Waiver (Buyback Waiver) (3)                         92,574,383   91.26%               8,869,249      8.74%                101,443,632       46.64%                             2,868,172
 22. To approve the Rule 9 Waiver (2027 Awards Waiver)(3)                      97,017,031   95.65%               4,416,329      4.35%                101,433,360       46.63%                             2,878,444

 

(1) Issued Ordinary Share capital of the Company (excluding treasury shares)
at the close of business on 21 April 2026.

(2) A "withheld" vote is not a vote in law and is not counted in the
calculation of the proportion of votes "for" or "against" a resolution.

(3) In order to comply with the City Code on Takeovers and Mergers, only the
votes cast by independent shareholders were counted for the purposes of
Resolutions 21 to 22.

 

Declaration of final dividend

The dividend of 48 cents per share will be paid on 30 April 2026 to
shareholders on the register at the close of business on 20 March 2026.
Shareholders who are not resident in Jordan have been given the option of
receiving their dividend in Pounds Sterling. The exchange rate in respect of
this dividend will be $1.36 to £1. The exchange rate for Jordanian Dinar is
fixed to the US Dollar at circa $1 to 0.708JD.

Approval of Rule 9 Waiver

The number of Ordinary Shares in which the Concert Party was collectively
interested in at the close of business on 21 April 2026 was 65,146,443,
representing approximately 29.95% of the Ordinary Shares carrying voting
rights in the capital of the Company.

The combined effect of the Buyback Waiver, the 2027 Awards Waiver and the
Company's pre-existing Rule 9 waivers as approved by shareholders at the 2024
AGM and the 2025 AGM would allow the Concert Party's interest in Ordinary
Shares as a proportion of the Company's total share capital to increase, but
only to the extent that the resulting interest of the Concert Party would not
exceed 33.99% of the issued and voting share capital of the Company.

 

- ENDS -

 

Enquiries:

 

 Hikma Pharmaceuticals PLC
 Helen Middlemist           +44 20 7399 2670

 Group Company Secretary

 

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