REG - Ocado Group PLC - Result of AGM

OcadoAnnouncement

28/04/2026 16:00

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RNS Number : 2673C  Ocado Group PLC  28 April 2026

RESULT OF AGM

OCADO GROUP PLC

28 April 2026

 

Ocado Group plc

Annual General Meeting 2026 Results

 

Ocado Group plc ("Ocado") held its Annual General Meeting (the "AGM") on 28
April 2026.

 

Resolutions 1 to 18 (inclusive) were passed as ordinary resolutions;
resolutions 19 to 22 (inclusive) were passed as special resolutions. Results
of the poll for each resolution are shown in the table below.

 

 Resolutions                                                                         For                                     Against                                       Total Votes                     Votes Withheld
         Votes                                                                       %                               Votes   %
 1.      To receive the Annual Report and Accounts                                             595,494,059           99.80%              1,211,364                 0.20%             596,705,423                        784,910
 2.      Approval of the Directors' Remuneration Report                                        501,407,341           84.06%            95,057,327                  15.94%            596,464,668                     1,025,665
 3.      To elect Cathy Graham as a Director of the Company                          596,534,007                     99.95%                 298,021                0.05%             596,832,028                        658,305
 4.      To re-elect Adam Warby as a Director of the Company                                   592,635,525           99.30%              4,190,365                 0.70%             596,825,890                        664,443
 5.      To re-elect Tim Steiner as a Director of the Company                                  596,433,415           99.93%                 413,978                0.07%             596,847,393                        642,940
 6.      To re-elect Stephen Daintith as a Director of the Company                             595,984,841           99.86%                 851,851                0.14%             596,836,692                        653,641
 7.      To re-elect Jörn Rausing as a Director of the Company                                 583,976,367           97.85%            12,845,889                  2.15%             596,822,256                        668,077
 8.      To re-elect Andrew Harrison as a Director of the Company                              581,365,790           97.41%            15,456,903                  2.59%             596,822,693                        667,640
 9.      To re-elect Julie Southern as a Director of the Company                               583,475,895           97.76%            13,349,994                  2.24%             596,825,889                        664,444
 10.     To re-elect Nadia Shouraboura as a Director of the Company                            585,134,188           98.04%            11,689,339                  1.96%             596,823,527                        666,806
 11.     To re-elect Julia M. Brown as a Director of the Company                               587,678,860           98.47%              9,147,866                 1.53%             596,826,726                        663,607
 12.     To re-elect Rachel Osborne as a Director of the Company                               548,246,779           91.86%            48,577,721                  8.14%             596,824,500                        665,833
 13.     To re-elect Gavin Patterson as a Director of the Company                              588,308,839           98.57%              8,514,784                 1.43%             596,823,623                        666,710
 14.     To re-appoint Deloitte LLP as auditor                                                 584,814,675           98.00%            11,919,271                  2.00%             596,733,946                        756,387
 15.     To authorise the Audit Committee, on behalf of the Board, to determine the            596,348,095           99.92%                 463,214                0.08%             596,811,309                        679,024
         auditor's remuneration
 16.     Authority for political donations and political expenditure                           570,000,727           95.50%            26,853,943                  4.50%             596,854,670                        635,663
 17.     Authority to allot shares up to one-third of issued share capital                     568,421,587           95.23%            28,457,293                  4.77%             596,878,880                        611,453
 18.     Authority to allot shares in connection with a pre-emptive offer only                 594,432,586           99.59%              2,421,342                 0.41%             596,853,928                        636,405
 19.     General authority to disapply pre-emption rights*                                     529,214,697           88.68%            67,579,252                  11.32%            596,793,949                        696,384
 20.     Additional authority to disapply pre-emption rights*                                  527,624,545           88.41%            69,168,605                  11.59%            596,793,150                        697,183
 21.     Authority to purchase own shares*                                                     596,697,262           99.98%                 127,234                0.02%             596,824,496                        665,837
 22.     Notice of general meetings*                                                           595,453,946           99.76%              1,456,453                 0.24%             596,910,399                        579,934

 * Special Resolution

As required by the Listing Rules of the Financial Conduct Authority, a copy of
certain resolutions have been submitted to the Financial Conduct Authority via
the National Storage Mechanism. This document will be available shortly for
viewing at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

A copy of the Annual General Meeting results will be available on Ocado's
website: (http://www.ocadogroup.com/) www.ocadogroup.com
(http://www.ocadogroup.com/) .

 

Person responsible for arranging the release of this announcement:

 

Ruth Westley

Interim Director of Corporate Governance

Ocado Group plc

Buildings One & Two Trident Place,

Mosquito Way,

Hatfield

Hertfordshire, AL10 9UL

company.secretary@ocado.com

Ocado Group plc LEI: 213800LO8F61YB8MBC74

Notes:

 

(i) 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.

(ii) As at 7.00am on 28 April 2026, the Company's issued share capital was
841,964,346 ordinary shares of 2p each admitted to trading. The Company does
not hold any ordinary shares in treasury. Each ordinary share carries the
right to one vote in relation to all circumstances at general meetings of the
Company. Of these issued ordinary shares: (1) 4,720,480 shares are held by
Computershare Trustees Limited, the trustee for the Company's employee Share
Incentive Plan, who must vote, at the request of a participant, in respect of
ordinary shares held by the trustee on behalf of that participant; (2) 536,438
shares are held by Wealth Nominees Limited, and 10,053,170 shares are held by
Winterflood Client Nominees Limited, both on behalf of Ocorian Limited, the
independent company which is the trustee of Ocado's Employee Benefit Trust
(the "EBT Trustee"). The EBT Trustee has waived its right to exercise its
voting rights and to receive dividends in respect of 10,053,170 ordinary
shares, although it may vote in respect of 536,438 ordinary shares which have
vested under the joint share ownership scheme and remain in the trust, at the
request of a participant. The total of 10,589,608 ordinary shares held by the
EBT Trustee are treated as treasury shares in the group's consolidated balance
sheet in accordance with IAS 32 ''Financial Instruments: Presentation''. As
such, calculations of earnings per share for Ocado exclude 10,589,608 ordinary
shares held by the EBT Trustee.

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