Requisitioned General Meeting - Voting Results2 Jun 2026 13:34
Headlam Group plc
('Headlam' or the 'Company' or the 'Group')
Requisitioned General Meeting - Voting Results
The Board of Directors is pleased to announce the results of the general meeting of the Company held at 11.00am today (the "General Meeting"). The General Meeting was convened by the Company following a requisition notice received from one of the Company's shareholders, First Seagull AS ("FS").
All five resolutions proposed by FS, including those seeking the removal of three existing non-executive directors and the appointment of two new non-executive directors nominated by FS, were decisively defeated by shareholders. The turnout was c.70%, which was higher than that of our last Annual General Meeting (c.67%), held just under two weeks ago.
The Board wishes to express its gratitude for the strong level of support shown by shareholders.
Full details of the voting on each of the resolutions are set out below.
As noted at the General Meeting, the two resolutions to appoint Andrea Davis and Stian Husvaeg as non-executive directors (resolutions (d) and (e)) were put to the meeting as advisory votes only as the Company did not receive the notices required under the Company's articles of association for those appointments to be made at the General Meeting.
We acknowledge that the General Meeting process has been a distraction for Headlam and our shareholders, colleagues and other stakeholders and wish to highlight the destabilising impact caused by the actions of the requisitioning shareholder, FS. As the Board, we now call for a period of stability to allow Headlam's new executive team to focus on delivering actions that will benefit all our stakeholders. Should any further campaigns persist, the Board will continue to vigorously defend the rights of our majority shareholders, colleagues and other stakeholders.
The Board remains committed to engaging with all shareholders, listening to their views, and acting in the best interests of the Group.
Results of votes cast on each of the resolutions at the General Meeting:
Resolution
Votes For (including
discretionary votes)
Votes Against
Votes Withheld
Total Votes Cast (excluding Votes Withheld)
No. of Votes
% of votes cast
No. of Votes
% of votes cast
No. of Shares
No. of Votes
% of Issued Share Capital**
(a)
To remove Stephen Bird as chair and non-executive director
19,217,970
34.07%
37,194,956
65.93%
3,356
56,412,926
69.76%
(b)
To remove Jemima Bird as non-executive director
22,133,813
39.24%
34,279,113
60.76%
3,356
56,412,926
69.76%
(c)
To remove Karen Hubbard as non-executive director
22,132,648
39.23%
34,279,976
60.77%
3,658
56,412,624
69.76%
(d)
To appoint Andrea Davis as non-executive director and chair
22,132,576
39.23%
34,279,584
60.77%
4,122
56,412,160
69.76%
(e)
To appoint Stian Husvaeg as non-
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