Diploma PLC

AGM Information • Jan 14, 2026

National Storage Mechanism | Additional information

RNS Number : 9331O

Diploma PLC

14 January 2026

                                   

10-11 CHARTERHOUSE SQUARE,

LONDON EC1M 6EE

TELEPHONE: +44 (0)20 7549 5700

FOR IMMEDIATE RELEASE

14 JANUARY 2026

RESULT OF ANNUAL GENERAL MEETING ("AGM")

Diploma PLC (the "Company") held its AGM today and announces that all resolutions, except resolution 17, were duly passed with the requisite majority.

Resolution 17 (disapplication of pre-emption rights for acquisitions or specified capital investments) did not achieve the 75% majority required to pass. The resolution was proposed in accordance with the best practice guidance in the Pre-Emption Group's 2022 Statement of Principles and is consistent with its template resolution.

The Board acknowledges the significant vote against resolution 16 (general disapplication of pre-emption rights). The Board is committed to maintaining an open dialogue with the Company's shareholders and will continue to engage with those shareholders who voted against resolutions 16 and 17 to understand their views. An update will be provided within six months of today's AGM in accordance with the UK Corporate Governance Code.

The results of the AGM have now been published on the Company's website at https://www.diplomaplc.com/investors/shareholder-centre/.

The results of the poll incorporating proxy votes lodged in advance of the meeting are set out below (rounded to 2 decimal places).

Summary of Votes Cast

Resolution	Description	For	%	Against	%	Withheld
1	REPORT AND ACCOUNTS	104,165,261	99.99%	3,329	0.01%	198,908
2	FINAL DIVIDEND OF 44.1p	104,365,515	100.00%	240	0.00%	1,743
3	RE-ELECT D LOWDEN	95,946,436	91.93%	8,417,593	8.07%	3,469
4	RE-ELECT J THOMSON	104,365,065	100.00%	389	0.00%	2,044
5	ELECT W NG	103,878,825	99.53%	486,629	0.47%	2,044
6	RE-ELECT J WARD	101,406,022	97.16%	2,958,782	2.84%	2,694
7	RE-ELECT G HUSE	104,359,779	99.99%	4,250	0.01%	3,469
8	RE-ELECT D FINCH	104,005,810	99.66%	358,219	0.34%	3,469
9	RE-ELECT J STIPP	103,868,925	99.52%	495,879	0.48%	2,694
10	RE-ELECT K BICKERSTAFFE	103,352,470	99.03%	1,012,334	0.97%	2,694
11	ELECT I EL-MOKADEM	104,363,037	99.99%	1,767	0.01%	2,694
12	RE-APPOINT AUDITOR	104,181,911	99.95%	50,225	0.05%	135,362
13	REMUNERATION OF AUDITORS	104,359,083	99.99%	3,670	0.01%	4,745
14	REMUNERATION REPORT	97,487,081	94.58%	5,588,078	5.42%	1,292,339
15	AUTHORITY TO ALLOT SHARES	98,069,179	93.97%	6,293,182	6.03%	5,137
16 (SR)	DISAPPLICATION OF PRE-EMPTION RIGHTS	79,590,867	76.26%	24,771,461	23.74%	5,170
17 (SR)	FURTHER DISAPPLICATION OF PRE-EMPTION RIGHTS	75,785,540	72.62%	28,576,244	27.38%	5,714
18 (SR)	AUTHORITY TO MAKE MARKET PURCHASES OF ORDINARY SHARES	103,780,096	99.64%	369,936	0.36%	217,466
19 (SR)	CALL GENERAL MEETINGS	99,324,910	95.17%	5,039,387	4.83%	3,201

Notes:

1.     A total of 104,365,515 votes were validly cast.

2.     The Company's Issued Share Capital ("ISC") is 134,317,398 ordinary shares of 5p each and the proportion of the ISC represented by those votes validly cast is 77.70%.

3.     A vote withheld is not a vote in law and is not counted.

4.     In accordance with Listing Rule 6.4.1, a copy of the resolutions, other than those concerning ordinary business will be submitted to the National Storage Mechanism and will shortly be available for inspection at  https://data.fca.org.uk/#/nsm/nationalstoragemechanism   

For further information, please contact:

Diploma PLC -	+44 (0)20 7549 5700
Anna Lawrence, Group General Counsel & Company Secretary

LEI:2138008OGI7VYG8FGR19

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