REG - PensionBee Group plc - Result of AGM

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RNS Number : 4081E  PensionBee Group plc  14 May 2026

 

 

PensionBee Group plc

Incorporated in England and Wales

Registration Number: 13172844

LEI: 2138008663P5FHPGZV74

ISIN: GB00BNDRLN84

 

14 May 2026

PensionBee Group plc

Results of 2026 Annual General Meeting

 

PensionBee Group plc (the 'Company') announces the results of the voting by a
poll on the resolutions put to its Annual General Meeting ('AGM') held at 2.00
p.m. on Thursday 14 May 2026.

 

Resolution A and Resolutions 1 to 15 were passed as ordinary resolutions and
resolutions 16 to 18 were passed as special resolutions.

 

In accordance with UK Listing Rule 6.4.2R, a copy of the resolutions passed at
the AGM, other than resolutions concerning ordinary business, will be
submitted to the Financial Conduct Authority's National Storage Mechanism and
will shortly be available to view at:

data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

The total number of votes received on each resolution was as follows:

 

 PensionBee Group plc Annual General Meeting - 14 May 2026 - Poll Result
                                                                                 Votes For               Votes Against           Votes Withheld (Note 3)  Total Votes Cast  Total Votes Cast as a % of Issued Share Capital

                                                                                 (Notes 1, 2)            (Note 2)                                         (Note 4)          (Note 5)
 Resolution                                                                      No. of Shares  %        No. of Shares  %
 A. To amend Resolution 3 to clarify it relates to the whole Directors'          158,634,360    100.00   0              0.00     93,127                   158,634,360       66.47%
 Remuneration Policy.
 1. To receive the Company's Annual Report and Financial Statements 2025.        158,711,756    100.00   731            0.00     15,000                   158,712,487       66.50%
 2. To approve the Directors' Remuneration Report.                               157,570,762    99.30    1,117,268      0.70     39,457                   158,688,030       66.49%
 3. To approve the Directors' Remuneration Policy.                               157,785,560    99.42    921,512        0.58     20,415                   158,707,072       66.50%
 4. To reappoint Romi Savova as an Executive Director.                           157,294,668    99.10    1,423,818      0.90     9,001                    158,718,486       66.50%
 5. To reappoint Jonathan Lister Parsons as an Executive Director.               158,501,381    99.86    216,355        0.14     9,751                    158,717,736       66.50%
 6. To reappoint Christoph J. Martin as an Executive Director.                   158,502,132    99.86    216,354        0.14     9,001                    158,718,486       66.50%
 7. To reappoint Mark Wood CBE as a Non-Executive Director.                      157,241,237    99.07    1,480,136      0.93     6,114                    158,721,373       66.50%
 8. To reappoint Mary Francis CBE as an Independent Non-Executive Director.      157,995,406    99.54    725,976        0.46     6,105                    158,721,382       66.50%
 9. To reappoint Lara Oyesanya FRSA as an Independent Non-Executive Director.    158,025,015    99.56    696,367        0.44     6,105                    158,721,382       66.50%
 10. To appoint Anne Ackerley as an Independent Non-Executive Director.          157,570,937    99.81    296,515        0.19     859,732                  157,867,452       66.15%
 11. To appoint Susan Holliday as an Independent Non-Executive Director.         157,571,089    99.81    296,666        0.19     859,732                  157,867,755       66.15%
 12. To reappoint Deloitte LLP as the Company's auditor.                         158,718,075    100.00   3,912          0.00     5,651                    158,721,987       66.50%
 13. To authorise the Audit Committee of the Company to determine the auditor's  157,930,943    100.00   6,978          0.00     6,388                    157,937,921       66.18%
 remuneration on behalf of the Board.
 14. To authorise the Company to make Political Donations.                       156,995,887    98.91    1,728,845      1.09     2,906                    158,724,732       66.51%
 15. To authorise the Directors to allot shares.                                 157,731,430    99.37    992,102        0.63     3,955                    158,723,532       66.51%
 16. To authorise Directors to disapply pre-emption rights.                      157,625,461    99.32    1,082,937      0.68     19,089                   158,708,398       66.50%
 17. To authorise additional authority to disapply statutory pre-emption         157,571,231    99.27    1,152,167      0.73     4,089                    158,723,398       66.51%
 rights.
 18. To authorise the calling of general meetings on 14 days' notice.            158,719,128    100.00   7,461          0.00     898                      158,726,589       66.51%
 Independent Shareholder Votes Only *
 8. To reappoint Mary Francis CBE as an Independent Non-Executive Director. *    69,721,326     98.97    725,976        1.03     6,105                    70,447,302        47.11%
 9. To reappoint Lara Oyesanya FRSA as an Independent Non-Executive Director. *  69,750,935     99.01    696,367        0.99     6,105                    70,447,302        47.11%
 10.  To appoint Anne Ackerley as an Independent Non-Executive Director. *       69,296,857     99.57    296,515        0.43     859,732                  69,593,372        46.54%
 11.  To appoint Susan Holliday as an Independent Non-Executive Director. *      69,297,009     99.57    296,666        0.43     859,732                  69,593,675        46.54%

 

Notes:

 

1. Any proxy appointments which gave discretion to the Chair have been
included in Votes For.

 

2. Votes For and Votes Against are expressed as a percentage of Total Votes
Cast, which includes Votes For and Votes Against, but excludes the Votes
Withheld. Percentages are rounded to 2 decimal places.

 

3. A Vote Withheld is not a vote in law and is not counted in the calculation
of the Votes For or Votes Against a resolution.

 

4. Total Votes Cast includes the Votes For and Votes Against, but excludes the
Votes Withheld.

 

5. Total Votes Cast as a % of Issued Share Capital is based on 238,662,231
PensionBee Group plc ordinary shares in issue as at 14 May 2026. Ordinary
shareholders are entitled to one vote per share held.

 

* Under the UK Listing Rules, because Romi Savova is a controlling shareholder
of the Company (that is, she exercises or controls more than 30% of the voting
rights of the Company), the election of any independent director by
shareholders must be approved by a majority vote of both: (1) the shareholders
of the Company; and (2) the independent shareholders of the Company (that is,
the shareholders of the Company entitled to vote on the election of Directors
who are not controlling shareholders of the Company). Under the UK Listing
Rules, anyone who holds shares in the Company and is deemed to be acting in
concert with Romi Savova is also treated as a controlling shareholder for the
purposes of these voting requirements. Therefore, the votes of these persons
are excluded when calculating the votes of the independent shareholders.
Resolutions 8 to 11 were therefore proposed as ordinary resolutions which all
shareholders may vote on, but in addition, the Company separately counts the
number of votes cast by independent shareholders in favour of the resolutions
(as a proportion of the total votes of independent shareholders cast on the
resolutions) to determine whether the second threshold referred to in (2) has
been met.

 

Press Enquiries:

 

press@pensionbee.com (mailto:press@pensionbee.com)

 

Investor Relations Enquiries:

investor@pensionbee.com (mailto:investor@pensionbee.com)

 

About PensionBee

PensionBee is creating a global leader in the consumer retirement market with
approximately £8 billion (over $10 billion) in assets on behalf of
approximately 315,000 customers.

 

Founded in 2014, we aspire to make as many people as possible pension
confident so that everyone can enjoy a happy retirement. We help our customers
to combine their retirement savings into a new online account, which they can
manage from the palm of their hand.

 

PensionBee accounts are invested by the world's largest investment managers,
collectively looking after more than $10 trillion in savings between them.
Each PensionBee customer has a personal account manager ('BeeKeeper') to guide
them through their savings and retirement journey. PensionBee has an
'Excellent' Trustpilot rating based on 12,900 reviews.

 

As a public company, we aspire to the highest standards in everything we do
because our customers deserve peace of mind. Our team of over 200
professionals, based across the UK and New York, has one focus: you, our
customer.

 

PensionBee is listed on the London Stock Exchange (LON: PBEE; OTCQX:PBNYF).

 

 

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