REG-Keller Group PLC: Update statement with regard to the 2019 AGM results

KellerAnnouncement

21/10/2019 15:20

21 October 2019

Keller Group plc

Update statement with regard to the 2019 Annual General Meeting results
announcement

Keller Group plc (LSE: KLR) ("Keller", or "the Company"), today provides an
update statement with regard to its 2019 Annual General Meeting results
announcement.

The Keller Board noted that all resolutions were passed with the requisite
majority, although there was a significant minority vote against the approval
of the directors’ remuneration report (20.03%).

Prior to the AGM, ISS proxy advisors recommended that shareholders vote
against Resolution 2 (To approve the Directors’ remuneration report) due to
the number of shares awarded to Executive Directors in 2019 under the
Company’s Long Term Incentive Plan not being scaled back in recognition of
the fall in the Company’s share price during 2018.

We engaged with a large number of our major shareholders ahead of our AGM. 
As a result, the Remuneration Committee undertook that, at the time of vesting
of the 2019 award it will make a determination as to whether to use its
discretion to reduce vesting levels as appropriate.  The Remuneration
Committee also determined that should the share price at the time of the 2020
grant not be materially higher than that on which the 2019 grants were
awarded, the 2020 awards will be scaled back from those awarded in 2019.

The majority of our shareholders, including the Company’s major
shareholders, were supportive in their vote and the Board and the Remuneration
Committee will continue to engage with shareholders on this subject going
forward.

The Company intends to post a copy of this Update Statement on the public
register maintained by the Investment Association.  A final update on these
matters will be included in the Company’s next annual report and accounts.

For further information, please contact:

 Keller Group plc  www.keller.com  

Kerry Porritt, Group Company Secretary and Legal
Advisor             020 7616 7575

Notes to editors:

Keller is the world's largest geotechnical specialist contractor providing a
wide portfolio of advanced foundation and ground improvement techniques used
across the entire construction sector. With around 10,000 staff and operations
across six continents, Keller tackles an unrivalled 7,000 projects every year,
generating annual revenue of more than £2bn.

LEI number:        549300QO4MBL43UHSN10

Classification:     3.1



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