1 May 2024
Flutter Entertainment plc
(the "Company")
Results of Annual General
Meeting 2024
The Company announces that the
following resolutions were approved at its Annual General Meeting
("AGM") held on Wednesday, 1 May 2024.
All resolutions as set out in the
Notice of Meeting were duly passed on a poll.
The number of votes for and against
each of the resolutions put before the meeting and the number of
votes withheld were as follows:
Resolutions
|
Votes
For1
|
Votes
Against
|
Total
votes2
|
Votes
Withheld3
|
No. of
shares
|
%
|
No. of
shares
|
%
|
No. of
shares
|
No. of
shares
|
1(a). Election of John Bryant as a
Director
|
110,706,156
|
94.60%
|
6,315,579
|
5.40%
|
117,051,353
|
29,618
|
2(a). Re-election of
Nancy Cruickshank as a
Director
|
116,161,307
|
99.26%
|
862,131
|
0.74%
|
117,051,353
|
27,915
|
2(b). Re-election of Nancy Dubuc as a
Director
|
114,626,918
|
98.11%
|
2,211,551
|
1.89%
|
117,051,353
|
212,884
|
2(c). Re-election of Paul
Edgecliffe-Johnson as a Director
|
116,995,407
|
99.98%
|
25,042
|
0.02%
|
117,051,353
|
30,904
|
2(d). Re-election of Alfred F. Hurley
Jr as a Director
|
114,411,536
|
97.77%
|
2,608,915
|
2.23%
|
117,051,353
|
30,902
|
2(e). Re-election of Peter Jackson as a
Director
|
117,015,179
|
99.99%
|
6,918
|
0.01%
|
117,051,353
|
29,256
|
2(f). Re-election of Holly Keller
Koeppel as a Director
|
112,216,704
|
95.89%
|
4,806,538
|
4.11%
|
117,051,353
|
28,111
|
2(g). Re-election of Carolan Lennon as a
Director
|
114,858,525
|
98.15%
|
2,164,848
|
1.85%
|
117,051,353
|
27,980
|
2(h). Re-election of Atif Rafiq as a Director
|
116,901,059
|
99.90%
|
121,108
|
0.10%
|
117,051,353
|
29,186
|
3. To receive and consider the Annual
Report on Remuneration for the year ended 31 December
2023
|
113,753,499
|
97.21%
|
3,268,635
|
2.79%
|
117,051,353
|
29,219
|
4. Authority to the Directors to set
the remuneration of
the Auditor for the year ended 31 December 2024
|
115,581,075
|
98.77%
|
1,442,329
|
1.23%
|
117,051,353
|
27,949
|
5. Authority to call extraordinary general
meetings on 14 clear days'
notice*
|
113,112,709
|
96.66%
|
3,911,029
|
3.34%
|
117,051,353
|
27,615
|
6. Authority
to allot shares
|
113,991,023
|
97.41%
|
3,030,962
|
2.59%
|
117,051,353
|
29,368
|
7A. Dis-application of pre-emption
rights*
|
116,980,520
|
99.97%
|
40,097
|
0.03%
|
117,051,353
|
30,736
|
7B. Dis-application of pre-emption
rights in connection with an acquisition or specified capital
investment*
|
116,795,379
|
99.81%
|
226,258
|
0.19%
|
117,051,353
|
29,716
|
8. Authority to purchase own
shares*
|
116,776,786
|
99.80%
|
232,659
|
0.20%
|
117,051,353
|
41,908
|
9. Authority to reissue Treasury
Shares*
|
116,993,547
|
99.99%
|
15,131
|
0.01%
|
117,051,353
|
42,675
|
10. To approve the
Transfer of Flutter's Listing Category on the
Official List of the FCA and on the Main Market of the London Stock
Exchange plc from a Premium Listing to a Standard
Listing*
|
114,965,164
|
98.24%
|
2,063,908
|
1.76%
|
117,051,353
|
22,281
|
11. To approve the proposed updates
to the Articles of Association*
|
114,958,215
|
98.24%
|
2,064,449
|
1.76%
|
117,051,353
|
28,689
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
* Denotes Special
Resolutions
NOTES:
1 Votes "For" and "Against" are expressed as a percentage of
votes received. The "For" votes include those giving the Chair
discretion.
2 The total number of ordinary shares in issue on Wednesday, 1
May 2024 was 177,546,237. The Company does not currently hold any
ordinary shares as Treasury Shares.
3 A vote "Withheld" is not a vote in law and is not counted in
the calculation of the votes "For" or "Against" the
resolution.
4 The total number of votes cast at the AGM (i.e. For, Against
and Withheld) was 117,051,353 ordinary shares representing a 65.93%
turnout.
The full text of the resolutions can
be found in the Notice of AGM, which is available for inspection at
the UK Financial Conduct Authority's ("FCA") National Storage
Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism
and on the Company's website at
www.flutter.com/investors/shareholder-centre/agm.
A copy of the resolutions passed
under special business (as defined by the Listing Rules of the FCA)
will shortly be submitted to the FCA's National Storage Mechanism
for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and
at: https://direct.euronext.com/#/oamfiling
Listing update
Flutter is pleased to announce that,
following the passing of the requisite special resolution at the
AGM by 98.24% of votes cast, Flutter will transfer its listing
category on the Official List of the FCA and the Main Market of the
London Stock Exchange plc from "Premium Listing (commercial
company)" to "Standard Listing (shares)" to relocate Flutter's
primary listing to the New York Stock Exchange (the "Proposed
Transfer"). As set out in the Notice of Meeting, it is expected
that the Proposed Transfer will take effect on May 31, 2024, more
than 20 business days after the passing of the special resolution
in compliance with the Listing Rules of the FCA.
Edward Traynor
Company Secretary
Flutter Entertainment plc