3 February 2026
WH SMITH PLC
Result of Annual General Meeting
WH Smith PLC held its Annual General Meeting for shareholders at 9.30am on 2 February 2026. All resolutions put to the AGM were passed by shareholders.
The following table shows the results of the poll on the resolutions.
|
Resolution
|
Votes
For
|
%
|
Votes Against
|
%
|
Votes Total
|
% of ISC Voted
|
Votes Withheld
|
|
1
|
To receive the reports and accounts
|
92,093,380
|
99.96%
|
41,235
|
0.04%
|
92,134,615
|
72.86%
|
7,625,661
|
|
2
|
To approve the remuneration report
|
96,629,576
|
97.22%
|
2,759,686
|
2.78%
|
99,389,262
|
78.60%
|
371,014
|
|
3
|
To declare a final dividend
|
99,369,297
|
99.97%
|
28,450
|
0.03%
|
99,397,747
|
78.60%
|
362,529
|
|
4
|
To re-elect Colette Burke
|
86,317,121
|
86.85%
|
13,072,159
|
13.15%
|
99,389,280
|
78.60%
|
370,996
|
|
5
|
To re-elect Annette Court
|
Resolution withdrawn3
|
|
6
|
To re-elect Simon Emeny
|
87,252,390
|
87.79%
|
12,134,294
|
12.21%
|
99,386,684
|
78.60%
|
373,592
|
|
7
|
To elect Andrew Harrison
|
99,251,245
|
99.86%
|
136,143
|
0.14%
|
99,387,388
|
78.60%
|
372,888
|
|
8
|
To re-elect Max Izzard
|
96,380,258
|
98.20%
|
1,766,140
|
1.80%
|
98,146,398
|
77.61%
|
1,613,878
|
|
9
|
To re-elect Situl Jobanputra
|
87,801,150
|
88.34%
|
11,587,156
|
11.66%
|
99,388,306
|
78.60%
|
371,970
|
|
10
|
To re-elect Helen Rose
|
86,564,658
|
88.20%
|
11,582,454
|
11.80%
|
98,147,112
|
77.62%
|
1,613,164
|
|
11
|
To re-appoint PricewaterhouseCoopers LLP as auditors
|
84,784,508
|
85.31%
|
14,597,238
|
14.69%
|
99,381,746
|
78.59%
|
378,530
|
|
12
|
To authorise the Audit Committee of the Board to determine the auditors' remuneration
|
98,417,162
|
99.04%
|
954,429
|
0.96%
|
99,371,591
|
78.58%
|
388,685
|
|
13
|
Authority to make political donations
|
98,626,753
|
99.23%
|
761,211
|
0.77%
|
99,387,964
|
78.60%
|
372,312
|
|
14
|
To approve the rules of the WH Smith LTIP
|
98,595,145
|
99.24%
|
755,331
|
0.76%
|
99,350,476
|
78.57%
|
409,800
|
|
15
|
To approve the rules of the WH Smith Sharesave Scheme
|
98,304,281
|
98.93%
|
1,061,946
|
1.07%
|
99,366,227
|
78.58%
|
394,049
|
|
16
|
Authority to allot shares
|
95,408,909
|
96.01%
|
3,960,489
|
3.99%
|
99,369,398
|
78.58%
|
390,878
|
|
17
|
Authority to disapply pre-emption rights up to 10 per cent and for follow-on offers
|
95,000,255
|
95.61%
|
4,363,170
|
4.39%
|
99,363,425
|
78.58%
|
396,851
|
|
18
|
Authority to disapply pre-emption rights up to a further 10 per cent for acquisitions or specified capital investments and for follow-on offers
|
93,858,507
|
94.46%
|
5,504,205
|
5.54%
|
99,362,712
|
78.58%
|
397,564
|
|
19
|
Authority to make market purchases of ordinary shares
|
98,002,195
|
99.93%
|
67,789
|
0.07%
|
98,069,984
|
77.55%
|
1,690,292
|
|
20
|
Authority to call general meetings on 14 clear days' notice
|
97,333,207
|
97.93%
|
2,053,122
|
2.07%
|
99,386,329
|
78.60%
|
373,947
|
As announced on 19 January 2026, Annette Court did not stand for re-election as a Director and retired from the Board with effect from the end of the AGM. Simon Emeny, Senior Independent Director, will act as Interim non-executive Chairman. Simon Emeny is also appointed a Chair of the Nominations Committee.
As announced on 19 November 2025, Nicky Dulieu did not stand for re-election as a Director and retired from the Board with effect from the end of the AGM.
Notes
1. Votes "for" and "against" are expressed as a percentage of votes received.
2. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.
3. As announced on 19 January 2026, Annette Court did not seek re-election to the Board at the 2026 Annual General Meeting and accordingly resolution 5 was withdrawn.
4. At the date of the AGM the issued share capital of the Company was 126,453,145 ordinary shares.
In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed as special business at the AGM have been submitted to the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
I Houghton
Company Secretary
-Ends-
Enquiries:
WH Smith PLC
Mark Boyle Investor Relations 07879 897687
Nicola Hillman Media Relations 01793 563354
Brunswick
Tim Danaher 020 7404 5959