ITV PLC — AGM Information 2024

May 2, 2024

National Storage Mechanism | Additional information

RNS Number : 0691N

ITV PLC

02 May 2024

ITV plc

Company Number 4967001

Result of Annual General Meeting 2024

At the Annual General Meeting of the members of ITV plc duly convened and held at The King's Fund, No. 11 Cavendish Square, London W1G 0AN on Thursday 2 May 2024 all resolutions were passed with majorities as set out below.  All resolutions were taken on a poll.

No.	Description	Votes for	%	Votes against	%	% of Issued Share Capital voted	Votes Withheld
1	Report and Accounts	3,314,836,332	99.96	1,175,860	0.04	82.70%	2,075,907
2	Annual Report on Remuneration	2,486,813,236	81.41	568,038,564	18.59	76.18%	263,236,296
3	Remuneration Policy	2,679,116,346	87.70	375,599,518	12.30	76.18%	263,372,082
4	Declare a final dividend	3,317,547,857	99.99	364,656	0.01	82.74%	175,186
5	Elect Dawn Allen	3,313,601,685	99.94	2,114,098	0.06	82.69%	2,371,915
6	Re-elect Salman Amin	3,281,613,916	98.97	34,104,488	1.03	82.69%	2,369,291
7	Re-elect Edward Bonham Carter	3,018,700,986	91.04	297,074,567	8.96	82.69%	2,312,542
8	Re-elect Graham Cooke	3,263,948,153	98.44	51,792,922	1.56	82.69%	2,346,618
9	Re-elect Andrew Cosslett	3,181,699,429	95.96	134,019,528	4.04	82.69%	2,368,738
10	Re-elect Margaret Ewing	3,188,101,526	96.15	127,666,205	3.85	82.69%	2,319,964
11	Elect Marjorie Kaplan	3,313,576,455	99.94	2,133,929	0.06	82.69%	2,377,314
12	Re-elect Gidon Katz	3,313,097,783	99.92	2,602,836	0.08	82.69%	2,387,079
13	Re-elect Chris Kennedy	3,310,375,966	99.84	5,392,739	0.16	82.69%	2,318,993
14	Re-elect Carolyn McCall	3,312,901,801	99.91	2,854,115	0.09	82.69%	2,332,182
15	Re-elect Sharmila Nebhrajani	3,251,421,131	98.06	64,286,625	1.94	82.69%	2,379,939
16	Re-appoint PricewaterhouseCoopers LLP as auditor	3,248,047,640	97.90	69,719,892	2.10	82.74%	320,566
17	Auditors' remuneration	3,315,382,995	99.94	2,072,634	0.06	82.73%	630,104
18	Political Donations	3,029,482,003	99.16	25,516,518	0.84	76.19%	263,089,027
19	Authority to allot shares	2,937,935,772	88.55	379,852,470	11.45	82.74%	299,855
20	Disapplication of pre-emption rights (1)	2,988,600,452	90.51	313,481,633	9.49	82.35%	16,033,012
21	Disapplication of pre-emption rights (2)	2,867,998,285	86.85	434,057,347	13.15	82.35%	16,032,066
22	Purchase of own shares	3,248,052,653	97.91	69,299,654	2.09	82.73%	735,392
23	Notice period for General Meetings	3,226,985,885	97.26	90,917,457	2.74	82.74%	184,354

Resolutions 2 and 3

The Board notes the level of support for resolution 2 (the Director's Remuneration Report).   The Remuneration Committee is committed to making responsible and measured decisions around pay. The current remuneration structure was originally implemented in 2021, with strong investor support.  No changes to this structure were proposed this year, and we were pleased to once again see approval for renewal of the Director's Remuneration Policy under resolution 3.

Consistent with our approach from prior years, the Remuneration Committee will continue dialogue with major shareholders on our approach to executive pay.

Resolutions 20 to 23 were proposed as special resolutions.

The votes withheld are not a vote in law and are not counted in the overall voting figures.

Number of shares in issue: 4,009,912,558 .

Copies of the resolutions passed, other than ordinary business, will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further enquiries please contact:

Investor Relations Pippa Foulds Faye Dipnarine Media Relations Laura Wootton	+44 7778 031097 +44 7157 6581 +44 7917862293

LEI for ITV plc - ZLECI7ED2QMWFGYCXZ59

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