Indivior PLC

AGM Information • May 4, 2023

National Storage Mechanism | Additional information

RNS Number : 4725Y

Indivior PLC

04 May 2023

Indivior PLC (the 'Company')

Result of Annual General Meeting ('AGM')

May 4, 2023

The Company announces the voting results of its AGM, held earlier today at the Marlborough Theatre, No. 11 Cavendish Square, London, W1G 0AN.  All resolutions were duly passed by shareholders by way of a poll.

Details of each resolution are set out in the Notice of Meeting circulated to shareholders on 27 March 2023.  The voting results, incorporating proxy votes lodged in advance of the AGM, are set out below and will be made available on the Company's website at http://www.indivior.com/en/investors/shareholder-information.

RESOLUTION	VOTES FOR	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED1	VOTES WITHHELD2
1. To receive the Annual Report and Accounts	90,615,191	99.89%	98,842	0.11%	90,714,033	65.79%	1,725,948
2. To approve the Directors' Remuneration Report	85,979,331	93.02%	6,449,241	6.98%	92,428,572	67.04%	15,510
3. To elect Barbara Ryan	91,735,432	99.25%	694,693	0.75%	92,430,125	67.04%	12,866
4. To re-elect Peter Bains	92,066,676	99.62%	354,984	0.38%	92,421,660	67.03%	13,131
5. To re-elect Mark Crossley	92,213,602	99.76%	217,586	0.24%	92,431,188	67.04%	13,086
6. To re-elect Graham Hetherington	88,184,151	95.41%	4,245,897	4.59%	92,430,048	67.04%	12,943
7. To re-elect Jerome Lande	90,188,741	97.58%	2,232,939	2.42%	92,421,680	67.03%	13,111
8. To re-elect Joanna Le Couilliard	90,389,085	97.79%	2,041,004	2.21%	92,430,089	67.04%	12,902
9. To re-elect Dr A. Thomas McLellan	91,062,022	98.52%	1,368,973	1.48%	92,430,995	67.04%	13,186
10. To re-elect Lorna Parker	90,917,871	98.36%	1,512,270	1.64%	92,430,141	67.04%	12,850
11. To re-elect Daniel J. Phelan	87,828,436	95.02%	4,602,706	4.98%	92,431,142	67.04%	13,132
12. To re-elect Ryan Preblick	91,856,076	99.38%	575,112	0.62%	92,431,188	67.04%	13,086
13. To re-elect Mark Stejbach	92,202,622	99.76%	218,181	0.24%	92,420,803	67.03%	13,903
14. To re-elect Juliet Thompson	89,713,513	97.06%	2,715,790	2.94%	92,429,303	67.04%	13,688
15. To re-appoint PricewaterhouseCoopers LLP as Auditor	91,281,405	98.75%	1,154,510	1.25%	92,435,915	67.04%	8,358
16. To authorize the Audit Committee to determine the remuneration of the Auditor	92,431,495	100.00%	2,509	0.00%	92,434,004	67.04%	10,270
17. To authorize the Company and any of its UK subsidiaries to make political donations and incur political expenditure	91,744,615	99.27%	676,094	0.73%	92,420,709	67.03%	15,396
18. To authorize the Directors to allot shares	91,180,453	98.64%	1,254,294	1.36%	92,434,747	67.04%	9,527
19. To authorize the Directors to disapply pre-emption rights up to 10% of the issued capital (Special Resolution)	91,294,678	98.79%	1,115,745	1.21%	92,410,423	67.02%	23,878
20. To authorize the Directors to disapply pre-emption rights up to an additional 10% for transactions which the Board determines to be an acquisition or other capital investment (Special Resolution)	89,281,038	96.61%	3,129,449	3.39%	92,410,487	67.02%	24,891
21. To authorize market purchases of the Company's ordinary shares (Special Resolution)	91,056,131	98.75%	1,157,091	1.25%	92,213,222	66.88%	231,051
22. To call a general meeting other than an annual general meeting on not less than 14 clear days' notice (Special Resolution)	90,720,344	98.14%	1,715,477	1.86%	92,435,821	67.04%	7,170
23. That the articles of association produced to the meeting (and for the purposes of identification signed by the Chair of the meeting) be adopted as the articles of association of the Company with effect from the effective time of the additional listing of the Company's ordinary shares on the NASDAQ stock market	92,425,671	99.99%	9,631	0.01%	92,435,302	67.04%	8,551

Notes

1.         As at the close of business on May 4, 2023, the total number of ordinary shares of US$0.50 eligible to be voted at the AGM was 137,875,429.  Therefore, the total voting rights in the Company as at that time was 137,875,429.

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

A copy of the special business resolutions will be submitted to the National Storage Mechanism and will be available to view at https://data.fca.org.uk/#/nsm/nationalstoragemechanism in due course.

Computershare Investor Services PLC acted as scrutineer of the poll on all resolutions.

Contact:              Kathryn Hudson

Company Secretary

Tel: +44 (0)1753 423940 / cosec@indivior.com

Jason Thompson

Vice President, Investor Relations

Tel: +1-804-402-7123 / jason.thompson@indivior.com

Tulchan Communications

Tel: +44 207-353-4200

Indivior PLC's Legal Entity Identifier code is 213800V3NCQTY7IED471.

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