REG - WH Smith PLC - Result of AGM

WH SmithAnnouncement

03/02/2026 10:00

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RNS Number : 5119R  WH Smith PLC  03 February 2026

3 February 2026

 

 

WH SMITH PLC
Result of Annual General Meeting

 

WH Smith PLC held its Annual General Meeting for shareholders at 9.30am on 2
February 2026.  All resolutions put to the AGM were passed by shareholders.

 

The following table shows the results of the poll on the resolutions.

 

 Resolution                                                                            Votes       %       Votes Against  %       Votes Total  % of ISC Voted  Votes Withheld

                                                                                       For
 1       To receive the reports and accounts                                           92,093,380  99.96%  41,235         0.04%   92,134,615   72.86%          7,625,661
 2       To approve the remuneration report                                            96,629,576  97.22%  2,759,686      2.78%   99,389,262   78.60%          371,014
 3       To declare a final dividend                                                   99,369,297  99.97%  28,450         0.03%   99,397,747   78.60%          362,529
 4       To re-elect Colette Burke                                                     86,317,121  86.85%  13,072,159     13.15%  99,389,280   78.60%          370,996

 5       To re-elect Annette Court                                                     Resolution withdrawn(3)
 6       To re-elect Simon Emeny                                                       87,252,390  87.79%  12,134,294     12.21%  99,386,684   78.60%          373,592
 7       To elect Andrew Harrison                                                      99,251,245  99.86%  136,143        0.14%   99,387,388   78.60%          372,888
 8       To re-elect Max Izzard                                                        96,380,258  98.20%  1,766,140      1.80%   98,146,398   77.61%          1,613,878
  9      To re-elect Situl Jobanputra                                                  87,801,150  88.34%  11,587,156     11.66%  99,388,306   78.60%          371,970
 10      To re-elect Helen Rose                                                        86,564,658  88.20%  11,582,454     11.80%  98,147,112   77.62%          1,613,164
 11      To re-appoint PricewaterhouseCoopers LLP as auditors                          84,784,508  85.31%  14,597,238     14.69%  99,381,746   78.59%          378,530
 12      To authorise the Audit Committee of the Board to determine the auditors'      98,417,162  99.04%  954,429        0.96%   99,371,591   78.58%          388,685
         remuneration
 13      Authority to make political donations                                         98,626,753  99.23%  761,211        0.77%   99,387,964   78.60%          372,312
 14      To approve the rules of the WH Smith LTIP                                     98,595,145  99.24%  755,331        0.76%   99,350,476   78.57%          409,800
 15      To approve the rules of the WH Smith Sharesave Scheme                         98,304,281  98.93%  1,061,946      1.07%   99,366,227   78.58%          394,049
 16      Authority to allot shares                                                     95,408,909  96.01%  3,960,489      3.99%   99,369,398   78.58%          390,878
 17      Authority to disapply pre-emption rights up to 10 per cent and for follow-on  95,000,255  95.61%  4,363,170      4.39%   99,363,425   78.58%          396,851
         offers
 18      Authority to disapply pre-emption rights up to a further 10 per cent for      93,858,507  94.46%  5,504,205      5.54%   99,362,712   78.58%          397,564
         acquisitions or specified capital investments and for follow-on offers
 19      Authority to make market purchases of ordinary shares                         98,002,195  99.93%  67,789         0.07%   98,069,984   77.55%          1,690,292
 20      Authority to call general meetings on 14 clear days' notice                   97,333,207  97.93%  2,053,122      2.07%   99,386,329   78.60%          373,947

 

As announced on 19 January 2026, Annette Court did not stand for re-election as a Director and retired from the Board with effect from the end of the AGM. Simon Emeny, Senior Independent Director, will act as Interim non-executive Chairman.  Simon Emeny is also appointed a Chair of the Nominations Committee.

 

As announced on 19 November 2025, Nicky Dulieu did not stand for re-election
as a Director and retired from the Board with effect from the end of the AGM.

 

 

Notes

1.     Votes "for" and "against" are expressed as a percentage of votes
received.

 

2.     A "vote withheld" is not a vote in law and is not counted in the
calculation of the proportion of the votes "for" and "against" a resolution.

 

3.     As announced on 19 January 2026, Annette Court did not seek
re-election to the Board at the 2026 Annual General Meeting and accordingly
resolution 5 was withdrawn.

 

4.     At the date of the AGM the issued share capital of the Company was
126,453,145 ordinary shares.

 

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the
resolutions passed as special business at the AGM have been submitted to the
National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

I Houghton

 

 

 

 

Company Secretary

 

 

-Ends-

 

Enquiries:

 

WH Smith PLC

Mark Boyle                            Investor
Relations                07879 897687

Nicola Hillman                     Media
Relations                   01793 563354

 

Brunswick

Tim Danaher
 
                020 7404 5959

 

 

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