REG - Rolls-Royce Holdings - Result of AGM

Rolls-Royce HoldingsAnnouncement

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RNS Number : 6498C  Rolls-Royce Holdings plc  30 April 2026

Rolls-Royce Holdings plc

 

Results of Annual General Meeting

 

The Annual General Meeting of Rolls-Royce Holdings plc (the Company) was held
at 11.00am on 30 April 2026 at the Rolls-Royce Learning and Development
Centre, Wilmore Road, Derby, DE24 9BD. All resolutions were passed with the
requisite majority of votes.

 

The poll results on all 23 resolutions at the Annual General Meeting were as
follows:

 

 No.  Ordinary Resolution                                                             No. of votes for          No. of votes against        Votes withheld  Total Votes Cast             Total cast as a % of issued share capital

                                                                                                                                                            (Excluding Votes Withheld)

                                                                                                        %                             %
 1    Company's accounts and the reports of the Directors and the auditor             5,250,255,173     99.97   1,781,862             0.03  32,970,693      5,252,037,035                62.66%
 2    Directors' remuneration policy                                                  5,165,881,612     97.99   105,877,815           2.01  13,240,087      5,271,759,427                62.89%
 3    Directors' remuneration report                                                  5,198,195,557     98.38   85,473,570            1.62  1,332,585       5,283,669,127                63.04%
 4    Final dividend                                                                  5,284,005,545     100.00  187,720               0.00  833,019         5,284,193,265                63.04%
 5    Re-elect Dame Anita Frew                                                        5,141,736,577     97.31   142,069,833           2.69  1,195,387       5,283,806,410                63.04%
 6    Re-elect Tufan Erginbilgic                                                      5,240,523,086     99.18   43,392,336            0.82  1,098,963       5,283,915,422                63.04%
 7    Re-elect Helen McCabe                                                           5,228,757,403     98.96   55,071,976            1.04  1,178,617       5,283,829,379                63.04%
 8    Re-elect George Culmer                                                          5,208,346,109     98.57   75,362,962            1.43  1,284,674       5,283,709,071                63.04%
 9    Re-elect Birgit Behrendt                                                        5,165,190,296     97.76   118,552,678           2.24  1,258,502       5,283,742,974                63.04%
 10   Re-elect Stuart Bradie                                                          5,141,550,420     97.31   142,164,478           2.69  1,285,818       5,283,714,898                63.04%
 11   Re-elect Lord Jitesh Gadhia                                                     5,183,277,735     98.10   100,498,346           1.90  1,223,097       5,283,776,081                63.04%
 12   Re-elect Beverly Goulet                                                         5,204,806,004     98.51   78,943,404            1.49  1,249,737       5,283,749,408                63.04%
 13   Re-elect Nick Luff                                                              5,196,937,028     98.36   86,821,335            1.64  1,241,626       5,283,758,363                63.04%
 14   Re-elect Wendy Mars                                                             4,976,066,934     94.48   290,551,675           5.52  18,381,598      5,266,618,609                62.83%
 15   Re-elect Paulo Cesar Silva                                                      5,187,795,272     98.18   95,934,405            1.82  1,258,765       5,283,729,677                63.04%
 16   Re-elect Dame Angela Strank                                                     5,187,349,329     98.18   96,413,628            1.82  1,235,749       5,283,762,957                63.04%
 17   Re-appoint PricewaterhouseCoopers LLP                                           5,282,269,447     99.97   1,391,492             0.03  1,337,130       5,283,660,939                63.04%
 18   Auditor's remuneration                                                          5,283,253,374     99.99   749,833               0.01  995,866         5,284,003,207                63.04%
 19   Political donations                                                             5,192,414,642     98.79   63,407,815            1.21  29,179,161      5,255,822,457                62.70%
 20   Authorise Directors to allot shares                                             5,051,451,571     95.60   232,457,274           4.40  1,090,858       5,283,908,845                63.04%

 No.  Special Resolution                                                              No. of votes for          No. of votes against        Votes withheld  Total Votes Cast             Total cast as a % of issued share capital

                                                                                                                                      %                     (Excluding Votes Withheld)

                                                                                                        %
 21   Disapplication of pre-emption rights                                            5,187,348,240     98.27   91,367,666            1.73  6,282,002       5,278,715,906                62.98%
 22   Further disapplication of pre-emption rights for acquisitions or specified      5,196,161,980     98.34   87,522,598            1.66  1,308,203       5,283,684,578                63.04%
      capital investments
 23   Authority to purchase own shares                                                5,272,285,495     99.86   7,586,889             0.14  5,139,726       5,279,872,384                62.99%

 

Notes:

 

1.   The number of Ordinary Shares in issue on 28 April 2026 was
8,381,936,497.

 

2.   A vote withheld is not a vote in law and is not counted in the
calculation of the proportion of votes 'For' or 'Against' a resolution.

 

In accordance with Listing Rule 6.4.2R, copies of the Special Resolutions
passed at the Annual General Meeting have been submitted to the Financial
Conduct Authority and will shortly be available for inspection from the
National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

Enquiries:

 

Matthew Conacher, Corporate Governance Director

 

Governanceteam@rolls-royce.com

 

LEI: 213800EC7997ZBLZJH69

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