Last checked at 4 May 2022 17:49
GlaxoSmithKline plc
Results of 22nd Annual General Meeting
GlaxoSmithKline plc ('GSK') held a hybrid Annual General Meeting ('AGM') at 2.30pm on Wednesday 4 May 2022. Shareholders were able to join virtually via Lumi, Zoom and in person at the meeting held at the Sofitel Hotel in Terminal 5 Heathrow.
All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting.
The table below shows the results of the poll on all 28 resolutions. The full text of the resolutions is contained in the Notice of AGM published on 28 March 2022, which is available on GSK's website at www.gsk.com.
Resolution | Total votes for(1)(2) | % | Total votes against(2) | % | Total votes cast | Votes withheld(3) | |
1 | Receive and adopt the 2021 Annual Report | 3,524,582,633 | 99.01 | 35,137,552 | 0.99 | 3,559,720,185 | 11,843,164 |
2 | Approve the Annual report on remuneration | 3,240,737,115 | 91.05 | 318,510,405 | 8.95 | 3,559,247,520 | 12,317,062 |
3 | Approve the Remuneration Policy | 2,197,755,545 | 61.76 | 1,360,515,540 | 38.24 | 3,558,271,085 | 13,294,793 |
4 | Election of Dr Anne Beal | 3,546,443,179 | 99.55 | 16,055,842 | 0.45 | 3,562,499,021 | 9,042,781 |
5 | Election of Dr Harry Dietz | 3,545,845,271 | 99.54 | 16,469,238 | 0.46 | 3,562,314,509 | 9,224,475 |
6 | Re-election of Sir Jonathan Symonds | 3,482,374,837 | 97.76 | 79,898,313 | 2.24 | 3,562,273,150 | 9,274,730 |
7 | Re-election of Dame Emma Walmsley | 3,555,195,651 | 99.79 | 7,564,971 | 0.21 | 3,562,760,622 | 8,806,465 |
8 | Re-election of Charles Bancroft | 3,503,934,446 | 98.36 | 58,393,472 | 1.64 | 3,562,327,918 | 9,214,474 |
9 | Re-election of Vindi Banga | 3,483,288,426 | 97.79 | 78,881,291 | 2.21 | 3,562,169,717 | 9,373,841 |
10 | Re-election of Dr Hal Barron | 3,546,018,185 | 99.54 | 16,347,031 | 0.46 | 3,562,365,216 | 9,173,855 |
11 | Re-election of Dr Vivienne Cox | 3,531,865,048 | 99.14 | 30,474,324 | 0.86 | 3,562,339,372 | 9,204,548 |
12 | Re-election of Lynn Elsenhans | 3,476,281,291 | 97.58 | 86,142,909 | 2.42 | 3,562,424,200 | 9,118,541 |
13 | Re-election of Dr Laurie Glimcher | 3,556,622,114 | 99.84 | 5,547,225 | 0.16 | 3,562,169,339 | 9,375,696 |
14 | Re-election of Dr Jesse Goodman | 3,555,655,121 | 99.82 | 6,515,409 | 0.18 | 3,562,170,530 | 9,367,820 |
15 | Re-election of Iain Mackay | 3,551,784,186 | 99.71 | 10,432,989 | 0.29 | 3,562,217,175 | 9,333,434 |
16 | Re-election of Urs Rohner | 3,410,175,068 | 95.74 | 151,806,419 | 4.26 | 3,561,981,487 | 9,561,680 |
17 | Re-appointment of the auditor | 3,557,280,686 | 99.84 | 5,797,033 | 0.16 | 3,563,077,719 | 8,481,780 |
18 | Remuneration of the auditor | 3,555,233,064 | 99.86 | 5,000,395 | 0.14 | 3,560,233,459 | 11,338,880 |
19 | Authority for the company to make donations to political organisations and incur political expenditure | 3,493,409,287 | 98.64 | 48,161,797 | 1.36 | 3,541,571,084 | 30,003,446 |
20 | Authority to allot shares | 3,430,993,149 | 96.35 | 130,127,471 | 3.65 | 3,561,120,620 | 10,593,875 |
21 | Disapplication of pre-emption rights - general power(4) | 3,460,375,320 | 97.24 | 98,220,644 | 2.76 | 3,558,595,964 | 12,963,416 |
22 | Disapplication of pre-emption rights - in connection with an acquisition or specified capital investment(4) | 3,404,168,390 | 95.65 | 154,942,194 | 4.35 | 3,559,110,584 | 12,448,092 |
23 | Authority for the company to purchase its own shares(4) | 3,517,497,794 | 98.79 | 43,085,674 | 1.21 | 3,560,583,468 | 10,990,502 |
24 | Exemption from statement of senior statutory auditor's name | 3,523,554,816 | 99.59 | 14,359,955 | 0.41 | 3,537,914,771 | 33,655,391 |
25 | Authority for reduced notice of a general meeting other than an AGM(4) | 3,331,432,180 | 93.62 | 227,176,994 | 6.38 | 3,558,609,174 | 12,950,914 |
26 | Approve the Share Save Plan 2022 | 3,508,449,940 | 98.62 | 49,235,709 | 1.38 | 3,557,685,649 | 13,896,262 |
27 | Approve the Share Reward Plan 2022 | 3,516,666,377 | 98.86 | 40,690,090 | 1.14 | 3,557,356,467 | 14,160,284 |
28 | Approve the adoption of new Articles of Association(4) | 3,549,030,121 | 99.80 | 6,964,097 | 0.20 | 3,555,994,218 | 15,501,889 |
Resolution 3 - Approval of the Remuneration Policy
The Company was pleased that the new remuneration policy was supported in a vote at today's Annual General Meeting. It also notes that a significant minority were not able to support the new policy at this time. The Company undertook an in-depth consultation process with the majority of its largest shareholders in developing the revised policy and will continue to engage to ensure it fully understands the views of all shareholders on these matters, and to continue to explain the rationale for the changes.
Notes:
(1) The "for" votes include those giving the Chair discretion. In line with the notification issued to American Depositary Receipt (ADR) holders last year, GSK did not instruct its ADR Depositary to vote any unvoted ADRs in respect of the AGM resolutions.
(2) Votes "for" and "against" are expressed as a percentage of the total votes cast.
(3) 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.
(4) Indicates Special Resolutions requiring a 75% majority.
The following table provides further information on participation in the AGM:
|
GSK's Twenty second AGM (Hybrid meeting) (2022) |
GSK's Twenty first AGM (Virtual meeting) (2021) |
Issued share capital (excluding Treasury Shares) | 5,083,974,547 | 5,031,444,276 |
Total votes cast and votes withheld lodged as a % of GSK's issued share capital (excluding Treasury Shares) | 70.25% | 70.11% |
Total shareholder population | 89,764 | 100,906 |
Total number of proxies lodged | 5,343 | 6,089 |
Number of shareholders in attendance | 93 in person 68 participated virtually | 142 participated virtually |
% of shareholders who lodged proxies | 5.95% | 6.03% |
The above poll results will shortly be available on the company's website at www.gsk.com. In accordance with Listing Rule 9.6.2, a copy of the resolutions, other than those concerning ordinary business, will be submitted to the UK Listing Authority and will in due course be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
V A Whyte
Company Secretary
4 May 2022