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Today 14:35
25 June 2026
Card Factory plc
(the "Company" or "cardfactory")
Result of Annual General Meeting ("AGM")
cardfactory, the UK's leading specialist retailer of greeting cards, gifts and celebration essentials, announces the results of its Annual General Meeting, held today.
Details of the aggregate poll votes submitted on the resolutions are set out below:
Resolution | Votes for | % of votes cast | Votes against | % of votes against |
Votes Total | Votes Total as % of TVR | Number of Votes Withheld | |
1. | Annual Report and Accounts | 190,290,405 | 99.98% | 30,072 | 0.02% | 190,320,477 | 55.42 | 88,887 |
2. | Dividend | 190,340,620 | 99.98% | 43,441 | 0.02% | 190,384,061 | 55.44 | 25,303 |
3. | Re-elect Paul Moody | 141,282,812 | 74.26% | 48,977,998 | 25.74% | 190,260,810 | 55.40 | 148,554 |
4. | Re-elect Darcy Willson-Rymer | 143,892,114 | 75.63% | 46,374,575 | 24.37% | 190,266,689 | 55.40 | 142,675 |
5. | Re-elect Matthias Seeger | 143,890,767 | 75.63% | 46,358,781 | 24.37% | 190,249,548 | 55.40 | 159,816 |
6. | Re-elect Robert McWilliam | 159,418,775 | 83.79% | 30,843,502 | 16.21% | 190,262,277 | 55.40 | 147,087 |
7. | Re-elect Indira Thambiah | 158,431,895 | 83.27% | 31,832,288 | 16.73% | 190,264,183 | 55.40 | 145,181 |
8. | Re-elect Pam Powell | 159,452,628 | 83.81% | 30,801,149 | 16.19% | 190,253,777 | 55.40 | 155,587 |
9. | Directors' Report on Remuneration | 160,500,439 | 84.35% | 29,787,073 | 15.65% | 190,287,512 | 55.41 | 121,852 |
10. | Re-appoint Auditors | 190,117,252 | 99.91% | 163,857 | 0.09% | 190,281,109 | 55.41 | 128,255 |
11. | Remuneration of Auditors | 190,026,330 | 99.86% | 264,788 | 0.14% | 190,291,118 | 55.41 | 118,246 |
12. | Authority to allot shares | 188,757,518 | 99.16% | 1,592,128 | 0.84% | 190,349,646 | 55.43 | 59,718 |
13. | Authority to disapply pre-emption rights | 142,284,143 | 74.75% | 48,052,799 | 25.25% | 190,336,942 | 55.42 | 72,422 |
14. | Additional authority to disapply pre-emption rights | 133,953,146 | 70.49% | 56,084,487 | 29.51% | 190,037,633 | 55.34 | 371,731 |
15. | Authority to purchase own shares | 190,220,263 | 99.92% | 152,558 | 0.08% | 190,372,821 | 55.44 | 36,243 |
16. | Authority to call a general meeting on 14 clear days' notice | 172,101,853 | 90.41% | 18,262,436 | 9.59% | 190,364,289 | 55.43 | 45,075 |
The Board appreciates the engagement from shareholders who have taken the time to vote at today's AGM. The Board notes that ordinary resolutions 3, 4 and 5 each received less than 80% support, and that special resolutions 13 and 14 were not passed.
The Board recognises that these voting outcomes reflect a range of shareholder views, including in relation to board diversity, sustainability governance and our strategic priorities. We welcome continued constructive dialogue on these matters.
cardfactory will continue to engage with shareholders and will publish an update on this engagement within six months of the AGM, in accordance with the provisions of the UK Corporate Governance Code.
Notes:
1. Any proxy appointments which gave discretion to the Chairman have been included in the "Votes for" total.
2. "Votes withheld" are not votes in law and do not count in the number of votes counted for or against a resolution.
3. In accordance with Listing Rule 6.4.2R, the full text of the special business resolutions passed will be submitted to the UK Listing Authority via the National Storage Mechanism and will shortly be available at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
4. A copy of this announcement will shortly be available on the Company's investor relations website at www.cardfactoryinvestors.com
5. As at 6.30pm on 23 June 2026, the Company's share register (for the purpose of determining the rights to vote) had 347,281,795 ordinary shares of £0.01 each in issue with voting rights. In aggregate, 3,867,640 Ordinary Shares are held in treasury. No voting rights are exercised in respect of treasury shares. Therefore, the total number of votes exercisable at the Annual General Meeting was 343,414,155.
6. Resolutions 1 to 12 (inclusive) were passed as ordinary resolutions and resolutions 15 and 16 (inclusive) were passed as special resolutions. Resolutions 13 and 14 (proposed as special resolutions) were not passed.
7. As detailed in the Notice of Annual General Meeting, shareholders were invited to submit to the Company any questions they would otherwise have asked at the AGM. No such questions were submitted.
Name of authorised Company official responsible for making this notification:
Ciaran Stone, Company Secretary
01924 839150
Enquiries
Card Factory plc via Teneo (below)
Darcy Willson-Rymer, Chief Executive Officer
Matthias Seeger, Chief Financial Officer
Teneo +44 (0) 207 353 4200
James Macey White / Anth Di Natale cardfactory@teneo.com
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