LEI Number: 213800VCU9TBANZIN455
8 May 2025
The Gym Group plc
(the "Company")
Annual General Meeting ("AGM") Results
The Company announces that at its Annual General Meeting held earlier today at the offices of Peel Hunt LLP, 7th Floor, 100 Liverpool Street, London, EC2M 2AT all the resolutions set out in the Notice of AGM were passed by the requisite majority. Each of the resolutions put to the AGM was voted on by way of a poll. The results of the poll for each resolution were as follows:
|
Resolution * indicates Special Resolution |
For (No. of shares) |
For (%) |
Against (No. of shares) |
Against (%) |
Votes Withheld (No. of shares) |
Total issued share capital instructed (%) |
|
1. To receive the Annual Report and Accounts. |
114,539,034 |
100.00% |
1,569 |
0.00% |
3,198 |
63.87% |
|
2. To approve the Directors' Remuneration Report. |
107,057,376 |
93.47% |
7,483,227 |
6.53% |
3,198 |
63.87% |
|
3. To re-elect John Treharne as a Director. |
90,705,864 |
79.19% |
23,834,739 |
20.81% |
3,198 |
63.87% |
|
4. To re-elect Will Orr as a Director. |
114,208,205 |
99.71% |
332,398 |
0.29% |
3,198 |
63.87% |
|
5. To re-elect Luke Tait as a Director. |
114,232,092 |
99.73% |
308,511 |
0.27% |
3,198 |
63.87% |
|
6. To re-elect Elaine O'Donnell as a Director. |
111,835,345 |
97.64% |
2,705,258 |
2.36% |
3,198 |
63.87% |
|
7. To re-elect Wais Shaifta as a Director. |
108,124,541 |
94.40% |
6,416,062 |
5.60% |
3,198 |
63.87% |
|
8. To re-elect Richard Stables as a Director. |
93,873,198 |
81.96% |
20,667,405 |
18.04% |
3,198 |
63.87% |
|
9. To re-elect Simon Jones as a Director. |
111,859,232 |
97.66% |
2,681,371 |
2.34% |
3,198 |
63.87% |
|
10. To elect Tamsin Todd as a Director. |
114,364,947 |
99.87% |
151,570 |
0.13% |
27,284 |
63.86% |
|
11. To appoint Grant Thornton UK LLP as auditors of the Company. |
114,537,289 |
100.00% |
3,314 |
0.00% |
3,198 |
63.87% |
|
12. To authorise the Audit and Risk Committee to determine the auditors' remuneration. |
114,537,289 |
100.00% |
3,314 |
0.00% |
3,198 |
63.87% |
|
13. To authorise the Company to make political donations and incur political expenditure. |
99,001,535 |
86.43% |
15,538,869 |
13.57% |
3,397 |
63.87% |
|
14. To authorise the Directors to allot ordinary shares. |
114,345,474 |
99.83% |
195,129 |
0.17% |
3,198 |
63.87% |
|
15. To disapply statutory pre-emption rights.* |
114,141,184 |
99.65% |
399,320 |
0.35% |
3,297 |
63.87% |
|
16. To disapply statutory pre-emption rights solely in relation to acquisitions and specified capital investments.* |
114,144,469 |
99.65% |
396,035 |
0.35% |
3,297 |
63.87% |
|
17. To authorise the Company to purchase its own ordinary shares.* |
114,539,034 |
100.00% |
1,569 |
0.00% |
3,198 |
63.87% |
|
18. To authorise the Directors to hold general meetings on not less than 14 clear days' notice.* |
104,615,910 |
91.34% |
9,924,693 |
8.66% |
3,198 |
63.87% |
|
NOTES:
|
|
|
|
1. |
The Company is pleased that all resolutions were supported at today's Annual General Meeting. The Board notes that Resolution 3 relating to the re-election of John Treharne received more than 20% of votes against and intends to engage with shareholders to further understand their views. We will provide an update within six months of the date of today's meeting.
|
|
|
2. |
Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.
|
|
|
3. |
Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.
|
|
|
4. |
A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution nor in the calculation of the proportion of "Total issued share capital instructed" for any resolution.
|
|
|
5. |
The number of shares in issue at 6:00 p.m. on 6 May 2025 was 179,325,512 (the "Share Capital") and at that time, the Company did not hold any Ordinary shares in treasury. The Company holds 48,050 non-voting Deferred Ordinary shares of £1 each in treasury.
|
|
|
6. |
The proportion of "Total issued share capital instructed" for any resolution is the total of votes validly cast for that resolution (i.e. the total votes "For" and "Against" that resolution) expressed as a percentage of the Share Capital.
|
|
|
7. |
The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at www.tggplc.com.
|
|
|
8. |
A copy of resolutions 14 - 18 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
|
|
|
9. |
The complete poll results will be available shortly on the Company's website at www.tggplc.com.
|
|
For further information, please contact:
|
The Gym Group: Will Orr, CEO Luke Tait, CFO Camille Skerritt, Company Secretary
|
via Instinctif Partners |
|
Instinctif Partners (Financial PR): Justine Warren Tim Pearson |
Tel: +44 (0)20 7457 2020 |
ENDS
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