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TRIFAST PLC

Declaration of Voting Results & Voting Rights Announcements Sep 10, 2024

4723_dva_2024-09-10_853be7ad-0f23-41ee-b636-bd054fb13558.pdf

Declaration of Voting Results & Voting Rights Announcements

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Trifast plc

(Trifast or Company)

RESULTS OF VOTING AT THE ANNUAL GENERAL MEETING (AGM)

Trifast announces that at today's AGM, all resolutions put to the Meeting and contained in the Notice of Meeting (NOM) dated 31 July 2024 were duly passed.

The result of the Poll is set out below:

RESOLUTIONS Votes for % Votes % Total votes % of Issued Votes
inc. discretion For against against cast share capital withheld
ORDINARY RESOLUTIONS
Resolution 1
To consider the Company's
Annual Report and Financial
Statements and the reports
104,182,329 99.99 13,671 0.01 104,196,000 76.55 0
of the Directors and
Auditors for the year ended
31 March 2024.
Resolution 2
To receive and approve the
Directors' Remuneration
Report contained in the
Annual Report.
104,033,571 99.86 148,239 0.14 104,181,810 76.54 14,190
Resolution 3
To receive and approve the
Directors' Remuneration
Policy contained in the
95,724,721 91.88 8,462,058 8.12 104,186,779 76.54 9,221
Annual Report.
Resolution 4
To declare a final dividend
of 1.20p per ordinary share.
104,193,733 100.00 2,267 0.00 104,196,000 76.55 0.00
Resolution 5
To re-elect
Clive Watson as a Director.
102,249,322 98.17 1,903,678 1.83 104,153,000 76.52 43,000
Resolution 6
To re-elect Louis Eperjesi
as a Director.
102,356,569 98.28 1,796,431 1.72 104,153,000 76.52 43,000
Resolution 7
To elect Serena Lang as a
Director and Chair.
101,197,222 97.12 2,997,986 2.88 104,195,208 76.55 792
Resolution 8
To elect
Iain Percival as a Director.
104,140,537 99.95 54,671 0.05 104,195,208 76.55 792
Resolution 9
To elect
104,136,763 99.94 58,445 0.06 104,195,208 76.55 792
Laura Whyte as a Director.
Resolution 10
To elect Nicholas Mills
as a Director.
103,022,413 98.91 1,131,795 1.09 104,154,208 76.52 41,792
Resolution 11
To appoint
BDO LLP as auditor of the
Company.
104,085,206 99.92 84,726 0.08 104,169,932 76.53 26,068
Resolution 12
To authorise
the Directors to fix the
remuneration of the
104,171,914 99.99 14,234 0.01 104,186,148 76.54 9,852
auditor.
Resolution 13
To allow
the Directors authority to
86,211,299 82.74 17,983,023 17.26 104,194,322 76.55 1,678
allot shares.
SPECIAL RESOLUTIONS
Resolution 14
To allow
the Directors authority
for disapplication of
pre-emption rights.
86,165,559 82.70 18,030,441 17.30 104,196,000 76.55 0
Resolution 15
In addition to the
authority granted in
resolution 14, the
authority and power
conferred on the
Directors to allot equity
securities or to sell
treasury shares.
86,150,824 82.69 18,034,384 17.31 104,185,208 76.54 10,792
Resolution 16
To authorise
unconditionally the
Company to make market
purchases of its own shares.
104,143,292 99.96 41,939 0.04 104,185,231 76.54 10,769
Resolution 17
That a general meeting
other than an Annual
General Meeting may
be called on not less
than 14 clear days'
notice.
104,009,750 99.82 186,250 0.18 104,196,000 76.55 0
ORDINARY RESOLUTIONS
Resolution 18
To approve the Trifast plc
Executive Turnaround Plan
(Turnaround
Plan)
96,158,193 92.31 8,012,641 7.69 104,170,834 76.53 25,166
Resolution 19
To approve the Trifast plc
Equity Incentive Plan
(EIP)
86,036,062 82.60 18,128,030 17.40 104,164,092 76.53 31,908
Resolution 20
To approve the Trifast plc
Save as You Earn Plan
2024 (SAYE)
104,087,251 99.92 80,175 0.08 104,167,426 76.53 28,574

Notes:

The AGM was compliant with legal requirements for the AGM in accordance with the Company's Articles of Association.

The 'for' vote includes those giving discretion to the Chair. A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution. At 31 July 2024, there were 136,114,675 Trifast plc ordinary shares of 5p each in issue (ISC). Ordinary shareholders are entitled to one vote per share held.

As detailed in the NOM dated 31 July 2024, shareholders were able to submit questions regarding the business prior to the Meeting via the Company Secretariat Office. No questions relating to the Resolutions were submitted ahead of the AGM by shareholders.

During the AGM, questions were put to the Board from the room and via the viewing platform Investor Meet Company (IMC). These are contained within the recording of the event. Post the meeting, further questions were received, and responses to these have also been added to the Q&A section on the Company's IMC portal. This event will be uploaded to the Company website in due course.

The 2024 Annual Report and Financial Statements together with ancillary documents are available to view and download from the Company's website. In accordance with Listing Rule 9.6.1,these will also be submitted to the FCA document viewing facility: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

In accordance with Listing Rule 9.6.2R, a copy of the resolutions passed as Special Business at the AGM will also be submitted to the document viewing facility at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. This information can also be found on the Company's website at Trifast plc | Shareholder meetings (trfastenings.com).

Total Voting Rights

For the purposes of the Financial Conduct Authority's ("FCA") Disclosure and Transparency Rules, the total number of ordinary shares of 5p each of the Company ("Ordinary Shares") in issue as at today's date, is 136,114,675 Ordinary Shares. The Company does not hold any Ordinary Shares in Treasury. Therefore, the total number of Ordinary Shares carrying voting rights in the Company is 136,114,675. Shareholders may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the FCA's Disclosure and Transparency Rules.

Dividend

Following approval by shareholders, a final dividend of 1.20p will be paid on 11 October 2024 to Members on the register at the close of business on 13 September 2024. The ordinary shares will become ex-dividend on 12 September 2024.

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