REG - Rio Tinto - Results of Rio Tinto annual general meetings
06/05/2026 15:15
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RNS Number : 2884D Rio Tinto PLC 06 May 2026
Notice to ASX/LSE
Results of Rio Tinto annual general meetings
6 May 2026
The annual general meetings of Rio Tinto plc and Rio Tinto Limited were held
on 6 May 2026 as contemporaneous meetings in London and in Perth respectively.
Under Rio Tinto's dual-listed companies (DLC) structure, decisions on
significant matters affecting shareholders of Rio Tinto plc and Rio Tinto
Limited in similar ways are proposed as Joint Decision Matters, and the poll
is voted on by shareholders of both companies as a joint electorate.
Resolutions 1 to 17 contained in the notices of meeting of each Rio Tinto plc
and Rio Tinto Limited fall into this category. The results of these
resolutions proposed as Joint Decision Matters are set out in table 1 below.
In addition to these Joint Decision matters, Resolutions 18 to 21 in the Rio
Tinto plc notice of meeting were put to Rio Tinto plc shareholders only. The
results of these resolutions are set out in table 2 below. Resolution 18 in
the Rio Tinto Limited notice of meeting was put to Rio Tinto Limited
shareholders only. The result of this resolution is set out in table 3 below.
All resolutions were carried.
The results of the Rio Tinto plc polls were certified by the scrutineer,
Computershare Investor Services PLC, and the results of the Rio Tinto Limited
polls were as reported by the duly appointed returning officer, a
representative of Computershare Investor Services Pty Limited. Information on
the final proxy positions for each meeting is detailed in Appendix 1, and the
votes cast on each resolution as a percentage of the issued capital of each
company is set out on our website at riotinto.com/agm
(https://www.riotinto.com/en/invest/shareholder-information/annual-general-meetings)
.
Table 1
The following Joint Decision Matter resolutions were put to the Rio Tinto plc
and Rio Tinto Limited shareholders by polls at the annual general meetings.
The results of the polls were as follows:
Resolution Total Votes Cast For Against Withheld/ Abstained ¹
Number % Number %
1. Receipt of the 2025 Annual Report 1,141,782,786 1,139,524,830 99.80 2,257,956 0.20 4,355,346
2. Approval of the Directors' Remuneration Report: Implementation Report 1,137,718,341 1,123,351,144 98.74 14,367,197 1.26 8,408,314
3. Approval of the Directors' Remuneration Report 1,137,693,665 1,122,205,625 98.64 15,488,040 1.36 8,439,830
4. Approval of potential termination benefits 1,143,540,123 1,140,183,109 99.71 3,357,014 0.29 2,591,753
5. To elect Simon Trott as a Director 1,144,191,874 1,137,594,657 99.42 6,597,217 0.58 1,945,245
6. To re-elect Dominic Barton BBM as a Director 1,144,114,395 1,085,812,832 94.90 58,301,563 5.10 2,026,996
7. To re-elect Peter Cunningham as a Director 1,144,120,201 1,132,566,187 98.99 11,554,014 1.01 2,017,451
8. To re-elect Dean Dalla Valle as a Director 1,142,175,661 1,096,743,758 96.02 45,431,903 3.98 3,958,500
9. To re-elect Susan Lloyd-Hurwitz AM as a Director 1,144,063,222 1,138,147,801 99.48 5,915,421 0.52 2,070,939
10. To re-elect Jennifer Nason as a Director 1,144,059,543 1,130,625,559 98.83 13,433,984 1.17 2,067,668
11. To re-elect Joc O'Rourke as a Director 1,144,064,997 1,129,694,258 98.74 14,370,739 1.26 2,066,944
12. To re-elect Sharon Thorne as a Director 1,143,347,910 1,115,950,217 97.60 27,397,693 2.40 2,784,051
13. To re-elect Ngaire Woods CBE as a Director 1,143,787,293 1,127,606,732 98.59 16,180,561 1.41 2,344,668
14. To re-elect Ben Wyatt as a Director 1,144,074,094 1,114,947,148 97.45 29,126,946 2.55 2,057,867
15. Re-appointment of auditors 1,143,508,124 1,142,887,254 99.95 620,870 0.05 2,622,678
16. Remuneration of auditors 1,144,089,757 1,143,246,851 99.93 842,906 0.07 2,041,942
17. Authority to make political donations 1,137,752,537 1,129,485,391 99.27 8,267,146 0.73 8,379,542
¹ In calculating the results of the respective polls under the joint
electoral procedure, "withheld" votes at Rio Tinto plc's meeting are
aggregated with "abstained" votes at Rio Tinto Limited's meeting. For all
relevant purposes "withheld" votes and "abstained" votes have the same
meaning. They are not included in the calculation of the proportion of votes
for and against each resolution.
Table 2
The following resolutions were put to Rio Tinto plc shareholders only and were
carried. Resolution 18 was carried as an ordinary resolution and Resolutions
19 to 21 as special resolutions. In accordance with the UK Listing Authority's
Listing Rule 6.4.2, copies of all the resolutions passed by Rio Tinto plc
shareholders, other than ordinary business, will be submitted to the National
Storage Mechanism and will be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . The results of the
polls were as follows:
Resolution Total Votes Cast For Against Withheld/ Abstained
Number % Number %
18. General authority to allot shares 928,358,859 900,839,073 97.04 27,519,786 2.96 1,849,045
19. Disapplication of pre-emption rights 927,655,170 903,490,325 97.40 24,164,845 2.60 2,552,734
20. Authority to purchase Rio Tinto plc shares 928,505,682 744,695,870 80.20 183,809,812 19.80 1,714,735
21. Notice period for general meetings other than AGMs 928,493,723 894,986,475 96.39 33,507,248 3.61 1,714,181
Table 3
Resolution 18 below was put to Rio Tinto Limited shareholders only. Resolution
18 was carried as an ordinary resolution. The results of the poll were as
follows:
Resolution Total Votes Cast For Against Withheld /
Abstained
Number % Number %
18. Renewal of on-market share buy-back authority 213,856,711 211,374,956 98.84 2,481,755 1.16 2,065,693
Rio Tinto plc LEI: 213800YOEO5OQ72G2R82
Rio Tinto Limited LEI: 529900X2VMAQT2PE0V24
Contacts
Please direct all enquiries to media.enquiries@riotinto.com
Media Relations, Media Relations, Media Relations,
United Kingdom Australia Canada
Matthew Klar Matt Chambers Vanessa Damha
M +44 7796 630 637 M +61 433 525 739 M +1 514 715 2152
David Outhwaite Alyesha Anderson Malika Cherry
M +44 7787 597 493 M +61 433 525 739 M +1 418 592 7293
Rachel Pupazzoni
Media Relations,
M +61 438 875 469 US & Latin America
Jesse Riseborough
Bruce Tobin M +1 202 394 9480
M +61 419 103 454
Investor Relations, Investor Relations,
United Kingdom Australia
Rachel Arellano Tom Gallop
M +44 7584 609 644
M +61 439 353 948
David Ovington
Eddie Gan Och
M +44 7920 010 978
M +61 477 599 714
Laura Brooks
M +44 7826 942 797
Weiwei Hu
M +44 7825 907 230
Rio Tinto plc Rio Tinto Limited
6 St James's Square Level 43, 120 Collins Street
London SW1Y 4AD Melbourne 3000
United Kingdom Australia
T +44 20 7781 2000 T +61 3 9283 3333
Registered in England Registered in Australia
No. 719885 ABN 96 004 458 404
This announcement is authorised for release to the market by Andy Hodges, Rio
Tinto's Group Company Secretary.
riotinto.com
Appendix 1
FINAL PROXY POSITION
Shareholders are encouraged to look at the voting figures provided in the main
part of this announcement, as proxy figures may not be an accurate indication
of the voting at the annual general meetings; a proxy is an authority or
direction to the proxy holder to vote and not a vote itself. As such, the
proxy figures do not reflect the votes cast by shareholders who attend the
meeting in person, or through an attorney or corporate representative.
References in this appendix in respect of resolutions 1-17 to an appointment
specifying that a proxy abstain on a resolution should, when referring to
voting at Rio Tinto plc's annual general meeting, be taken as references to
the appointment specifying that the proxy withhold from voting on a
resolution.
The proxy positions for each company (excluding the proxy votes carried from
one meeting to the other meeting by the Special Voting Shares in accordance
with the DLC structure) for the resolutions put to both Rio Tinto plc and Rio
Tinto Limited shareholders under the joint electoral procedure were as
follows:
PROXY POSITION FOR RIO TINTO PLC AND RIO TINTO LIMITED ON JOINT DECISIONS Rio Tinto plc Rio Tinto Limited
1. Receipt of the 2025 Annual Report
Total number of proxy votes exercisable by all proxies validly appointed: 927,231,222 214,467,614
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 925,192,756 212,940,316
(ii) was to vote against the resolution 1,839,008 418,946
(iii) was to abstain on the resolution 2,966,685 1,387,890
(iv) may vote at the proxy's discretion 199,458 1,108,352
2. Approval of the Directors' Remuneration Report: Implementation Report
Total number of proxy votes exercisable by all proxies validly appointed: 922,113,926 215,534,877
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 909,700,743 212,790,256
(ii) was to vote against the resolution 12,211,232 1,654,317
(iii) was to abstain on the resolution 8,083,600 321,478
(iv) may vote at the proxy's discretion 201,951 1,090,304
3. Approval of the Directors' Remuneration Report
Total number of proxy votes exercisable by all proxies validly appointed: 922,091,904 215,531,786
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 908,868,229 212,479,922
(ii) was to vote against the resolution 13,024,694 1,973,376
(iii) was to abstain on the resolution 8,105,622 324,867
(iv) may vote at the proxy's discretion 198,981 1,078,488
4. Approval of potential termination benefits
Total number of proxy votes exercisable by all proxies validly appointed: 928,268,914 215,196,539
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 926,310,588 212,980,373
(ii) was to vote against the resolution 1,759,698 1,100,539
(iii) was to abstain on the resolution 1,928,993 660,114
(iv) may vote at the proxy's discretion 198,628 1,115,627
5. To elect Simon Trott as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,515,740 215,594,253
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 921,933,866 214,276,738
(ii) was to vote against the resolution 6,379,851 217,364
(iii) was to abstain on the resolution 1,682,167 262,400
(iv) may vote at the proxy's discretion 202,023 1,100,151
6. To re-elect Dominic Barton BBM as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,458,879 215,569,207
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 877,303,915 207,095,053
(ii) was to vote against the resolution 50,943,599 7,354,852
(iii) was to abstain on the resolution 1,739,028 287,446
(iv) may vote at the proxy's discretion 211,365 1,119,302
7. To re-elect Peter Cunningham as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,490,989 215,547,076
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 920,598,796 210,567,329
(ii) was to vote against the resolution 7,685,828 3,868,184
(iii) was to abstain on the resolution 1,706,918 309,577
(iv) may vote at the proxy's discretion 206,365 1,111,563
8. To re-elect Dean Dalla Valle as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 926,542,591 215,554,859
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 886,285,138 209,030,229
(ii) was to vote against the resolution 40,043,468 5,388,431
(iii) was to abstain on the resolution 3,655,316 301,794
(iv) may vote at the proxy's discretion 213,985 1,136,199
9. To re-elect Susan Lloyd-Hurwitz AM as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,435,811 215,549,603
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 923,984,251 212,769,061
(ii) was to vote against the resolution 4,243,842 1,668,102
(iii) was to abstain on the resolution 1,762,096 307,050
(iv) may vote at the proxy's discretion 207,718 1,112,440
10. To re-elect Jennifer Nason as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,425,730 215,561,685
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 917,056,970 212,176,922
(ii) was to vote against the resolution 11,157,995 2,274,557
(iii) was to abstain on the resolution 1,772,177 294,968
(iv) may vote at the proxy's discretion 210,765 1,110,206
11. To re-elect Joc O'Rourke as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,440,419 215,548,528
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 916,601,675 211,692,118
(ii) was to vote against the resolution 11,631,727 2,739,010
(iii) was to abstain on the resolution 1,757,488 308,105
(iv) may vote at the proxy's discretion 207,017 1,117,400
12. To re-elect Sharon Thorne as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 927,718,603 215,552,429
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 903,100,363 211,456,161
(ii) was to vote against the resolution 24,417,507 2,976,754
(iii) was to abstain on the resolution 2,479,304 304,224
(iv) may vote at the proxy's discretion 200,733 1,119,514
13. To re-elect Ngaire Woods CBE as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,434,314 215,276,101
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 914,235,592 211,973,576
(ii) was to vote against the resolution 13,994,373 2,184,756
(iii) was to abstain on the resolution 1,763,593 580,552
(iv) may vote at the proxy's discretion 204,349 1,117,769
14. To re-elect Ben Wyatt as a Director
Total number of proxy votes exercisable by all proxies validly appointed: 928,442,909 215,554,307
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 902,019,742 211,515,722
(ii) was to vote against the resolution 26,217,654 2,906,987
(iii) was to abstain on the resolution 1,754,998 302,346
(iv) may vote at the proxy's discretion 205,513 1,131,598
15. Re-appointment of auditors
Total number of proxy votes exercisable by all proxies validly appointed: 927,826,699 215,603,741
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 927,162,428 214,321,353
(ii) was to vote against the resolution 460,585 160,171
(iii) was to abstain on the resolution 2,371,208 251,123
(iv) may vote at the proxy's discretion 203,686 1,122,217
16. Remuneration of auditors
Total number of proxy votes exercisable by all proxies validly appointed: 928,464,852 215,548,680
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 927,786,007 214,075,537
(ii) was to vote against the resolution 480,371 362,376
(iii) was to abstain on the resolution 1,733,055 307,081
(iv) may vote at the proxy's discretion 198,474 1,110,767
17. Authority to make political donations
Total number of proxy votes exercisable by all proxies validly appointed: 922,134,216 215,542,584
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 916,172,149 211,977,724
(ii) was to vote against the resolution 5,765,925 2,494,891
(iii) was to abstain on the resolution 8,063,179 314,069
(iv) may vote at the proxy's discretion 196,142 1,069,969
The proxy positions for the resolutions put to the Rio Tinto plc shareholders
only were as follows:
PROXY POSITION FOR RIO TINTO PLC ONLY MATTERS Rio Tinto plc
18. General authority to allot shares
Total number of proxy votes exercisable by all proxies validly appointed: 928,348,863
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 900,632,367
(ii) was to vote against the resolution 27,519,784
(iii) was to abstain on the resolution 1,849,044
(iv) may vote at the proxy's discretion 196,712
19. Disapplication of pre-emption rights
Total number of proxy votes exercisable by all proxies validly appointed: 927,646,561
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 903,284,011
(ii) was to vote against the resolution 24,164,793
(iii) was to abstain on the resolution 2,551,346
(iv) may vote at the proxy's discretion 197,757
20. Authority to purchase Rio Tinto plc shares
Total number of proxy votes exercisable by all proxies validly appointed: 928,495,686
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 744,490,557
(ii) was to vote against the resolution 183,809,810
(iii) was to abstain on the resolution 1,714,734
(iv) may vote at the proxy's discretion 195,319
21. Notice period for general meetings other than AGMs
Total number of proxy votes exercisable by all proxies validly appointed: 928,485,114
Total number of proxy votes in respect of which the appointments specified
that the proxy:
(i) was to vote for the resolution 894,779,352
(ii) was to vote against the resolution 33,507,264
(iii) was to abstain on the resolution 1,712,793
(iv) may vote at the proxy's discretion 198,498
The proxy position for the resolution put to the Rio Tinto Limited
shareholders only was as follows:
PROXY POSITION FOR RIO TINTO LIMITED ONLY MATTERS Rio Tinto Limited
18. Renewal of on-market share buy-back authority
Total number of proxy votes exercisable by all proxies 213,792,722
validly appointed:
Total number of proxy votes in respect of which the
appointments specified that the proxy:
(i) was to vote for the resolution 210,207,224
(ii) was to vote against the resolution 2,473,838
(iii) was to abstain on the resolution 2,063,393
(iv) may vote at the proxy's discretion 1,111,660
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