REG - Raspberry Pi Hldgs - Result of AGM

Raspberry PI HoldingsAnnouncement

20/05/2025 13:30

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RNS Number : 4459J  Raspberry Pi Holdings PLC  20 May 2025

20 May 2025

Raspberry Pi Holdings plc

("Raspberry Pi" or "the Company")

RESULTS OF ANNUAL GENERAL MEETING

The Company announces that, at the Annual General Meeting ("AGM") of the
Company held today, Tuesday 20 May 2025:

 ●             Resolutions 1 to 18 as set out in the Notice of
 AGM dated 17 April 2025 were passed

 

Resolutions 1 to 14 were proposed as Ordinary Resolutions and resolutions 15
to 18 were proposed as Special Resolutions.

 

The table below details votes cast on each resolution.

 

                                                                                Votes For    %        Votes Against  %      Total Votes (excluding withheld)  Votes Withheld  % of Issued Share Capital Voted
 Ordinary Resolutions
 Resolution 1: To receive the Directors' Report and Accounts for YE 2024        154,320,474  100.00%  4,655          0.00%  154,325,129                       61,909          79.79
 Resolution 2: To approve the Directors' Remuneration Report                    154,315,505  99.97%   45,721         0.03%  154,361,226                       25,812          79.81
 Resolution 3: To approve the Directors' Remuneration Policy                    154,258,061  99.93%   100,525        0.07%  154,358,586                       28,452          79.81
 Resolution 4: To elect Martin Hellawell as a Director                          153,934,510  99.72%   428,601        0.28%  154,363,111                       23,927          79.81
 Resolution 5: To elect Eben Upton as a Director                                153,518,471  99.45%   853,643        0.55%  154,372,114                       14,924          79.81
 Resolution 6: To elect Richard Boult as a Director                             153,509,162  99.44%   861,601        0.56%  154,370,763                       16,275          79.81
 Resolution 7: To elect Sherry Coutu as a Director                              154,194,229  99.89%   176,731        0.11%  154,370,960                       16,078          79.81
 Resolution 8: To elect David Gammon as a Director                              154,230,383  99.91%   140,322        0.09%  154,370,705                       16,333          79.81
 Resolution 9: To elect Rachel Izzard as a Director                             154,189,959  99.88%   180,655        0.12%  154,370,614                       16,424          79.81
 Resolution 10: To elect Christopher Mairs as a Director                        154,180,578  99.91%   139,940        0.09%  154,320,518                       66,520          79.79
 Resolution 11: To elect Daniel Labbad as a Director                            154,263,774  99.93%   107,296        0.07%  154,371,070                       15,968          79.81
 Resolution 12: To re-appoint Grant Thornton UK LLP as auditors of the Company  154,063,412  99.80%   309,203        0.20%  154,372,615                       14,423          79.81
 Resolution 13:  To authorise the Audit Committee of the Company to fix the     154,064,080  99.80%   302,358        0.20%  154,366,438                       20,600          79.81
 remuneration of the auditors
 Resolution 14: To authorise the Directors to allot shares                      154,100,176  99.83%   264,161        0.17%  154,364,337                       22,701          79.81

 Resolution 15: To authorise the Directors to dis-apply statutory pre-emption   153,904,939  99.70%   458,727        0.30%  154,363,666                       23,372          79.81
 provisions on the allotment of shares
 Resolution 16: To dis-apply the pre-emption provisions for the purposes of     152,817,072  99.00%   1,547,920      1.00%  154,364,992                       22,046          79.81
 acquisitions or capital investments
 Resolution 17: To authorise the Company to purchase own shares                 154,294,884  99.97%   40,911         0.03%  154,335,795                       51,243          79.79
 Resolution 18: To authorise Directors to call a general meeting on not less    153,761,809  99.60%   611,799        0.40%  154,373,608                       13,430          79.81
 than 14 days' notice

 

 

 

Notes:

 1)        The total number of Ordinary Shares of 0.25p each in the Company in issue at
           close of business on 20 May 2025 and the number used for the percentage of
           issued share capital voted was 193,415,715.
 2)        The votes "for" include those giving the Chair of the AGM discretion.
 3)        Votes "for" and "against" are expressed as a percentage of the number in the
           total votes cast column (excluding votes withheld).
 4)        A vote withheld is not a vote in law and is not counted in the calculation of
           votes "for" or "against" a resolution.

Resolutions 7 to 10 related to the election and re-election of the Independent
Directors. Under the UK Listing Rules, because the Controlling Shareholder
Group together control in concert more than 30 per cent. of the voting rights
of the Company, the re-election of an Independent Director by shareholders
must be approved by a majority of both: (i) the shareholders of the Company;
and (ii) the independent shareholders of the Company (that is, the
shareholders of the Company entitled to vote on the election of Independent
Directors who are not part of the Controlling Shareholder Group). The Company
has separately counted the number of votes cast by the independent
shareholders in favour of resolutions 7 - 10 and set out the votes cast below.
 

 

 Resolution                                               Votes For    %       Votes Against  %      Votes Total (excluding withheld)  Votes Withheld
 Resolution 7: To elect Sherry Coutu as a Director        154,194,229  99.89%  176,731        0.11%  154,370,960                       16,078
 Resolution 8: To elect David Gammon as a Director        154,230,383  99.91%  140,322        0.09%  154,370,705                       16,333
 Resolution 9: To elect Rachel Izzard as a Director       154,189,959  99.88%  180,655        0.12%  154,370,614                       16,424
 Resolution 10: To elect Christopher Mairs as a Director  154,180,578  99.91%  139,940        0.09%  154,320,518                       66,520

 

In accordance with UK Listing Rule 6.4.13R, copies of the resolutions
comprising special business have been made available for inspection on the
National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

For more information, please contact:

  Raspberry Pi Holdings plc
 Eben Upton, CEO, Richard Boult, CFO            Via Alma Strategic Communications
 Andy Bryant - IR                               investors@raspberrypi.com

 Alma Strategic Communications                  T: +44 (0)203 405 0205
 Josh Royston, Caroline Forde, Hannah Campbell  raspberrypi@almastrategic.com

 

Notes to Editor

Headquartered in Cambridge, UK, Raspberry Pi's mission is to put
high-performance, low-cost, general-purpose computing platforms in the hands
of enthusiasts and engineers all over the world.

Raspberry Pi is a full-stack engineering organisation, with research and
development capabilities spanning the entire value chain, from semiconductor
IP development, through semiconductor and electronic product design to
software engineering and regulatory compliance. The high performance, low
cost, and physical robustness of Raspberry Pi products make them suitable for
a wide range of applications, across three distinct markets: Industrial and
Embedded, Enthusiast and Education and Semiconductors. To date, over 60
million units have been sold.

 

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