May 10, 2024
Diversified Energy Company
PLC
("Diversified" or the "Company")
Results of Annual General
Meeting
Diversified Energy Company PLC
(LSE:DEC, NYSE:DEC) is pleased to announce that 19 of the 20
resolutions put to shareholders at the Company's Annual General
Meeting held on May 10, 2024 were duly passed.
The total votes were cast as
follows:
Resolution
|
|
For
|
%
|
|
Against
|
%
|
|
Withheld
|
1
|
Receipt of Annual Report
|
|
27,506,194
|
100%
|
|
114,671
|
-%
|
|
45,390
|
2
|
Approval of Final
Dividend
|
|
27,558,648
|
100%
|
|
60,423
|
-%
|
|
47,184
|
3
|
Authority to re-appoint
Auditor
|
|
27,539,845
|
100%
|
|
73,130
|
-%
|
|
53,280
|
4
|
Authority to determine Auditor's
Remuneration
|
|
27,537,231
|
100%
|
|
74,241
|
-%
|
|
54,783
|
5
|
Re-elect David Edward
Johnson
|
|
27,488,334
|
100%
|
|
109,076
|
-%
|
|
68,845
|
6
|
Re-elect Robert "Rusty" Russell
Hutson, Jr.
|
|
27,488,900
|
100%
|
|
116,520
|
-%
|
|
60,835
|
7
|
Re-elect Martin Keith
Thomas
|
|
27,338,568
|
99%
|
|
258,367
|
1%
|
|
69,320
|
8
|
Re-elect David Jackson Turner,
Jr.
|
|
27,484,345
|
100%
|
|
113,025
|
-%
|
|
68,885
|
9
|
Re-elect Sandra Mary
Stash
|
|
27,477,544
|
100%
|
|
119,729
|
-%
|
|
68,982
|
10
|
Re-elect Sylvia Kerrigan
|
|
24,775,407
|
90%
|
|
2,821,864
|
10%
|
|
68,984
|
11
|
Re-elect Kathryn Klaber
|
|
25,665,454
|
93%
|
|
1,930,166
|
7%
|
|
70,635
|
12
|
Authority to allot shares
|
|
27,360,201
|
99%
|
|
245,270
|
1%
|
|
60,784
|
13
|
Directors' Remuneration
Report
|
|
25,389,754
|
92%
|
|
2,133,133
|
8%
|
|
143,368
|
14
|
Political donations &
expenditures
|
|
26,524,295
|
99%
|
|
215,584
|
1%
|
|
926,376
|
15
|
Dis-apply pre-emption
rights
|
|
27,385,786
|
99%
|
|
212,865
|
1%
|
|
67,604
|
16
|
Dis-apply pre-emption rights
(Acquisitions)
|
|
26,288,866
|
95%
|
|
1,311,212
|
5%
|
|
66,177
|
17
|
Purchase of Company's own
shares
|
|
27,559,045
|
100%
|
|
56,658
|
-%
|
|
50,552
|
18
|
Share Repurchase Contracts and
Counterparties
|
|
27,552,632
|
100%
|
|
56,785
|
-%
|
|
56,838
|
19
|
Amendment to 2017 Equity Incentive
Plan
|
|
20,505,417
|
74%
|
|
7,068,872
|
26%
|
|
91,966
|
20
|
Short General Meeting notice
period
|
|
27,380,594
|
99%
|
|
220,917
|
1%
|
|
64,744
|
Note: A vote "Withheld" is not a vote in law and is not
counted in the calculation of the proportion of the votes "For" or
"Against" shown.
The full text of the resolutions
passed at the AGM has been submitted to the National Storage
Mechanism and will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Board of Diversified Energy
Company PLC (the "Board") is pleased to note that shareholders
approved the overwhelming majority of resolutions. Having actively
engaged with many shareholders ahead of the AGM and throughout the
year, the Board would like to thank shareholders for their input
and continued support.
Whilst pleased that shareholders
approved most of the resolutions with majorities in excess of 99%,
the Board notes that Resolution 19 (Amendment to 2017 Equity
Incentive Plan to increase the number of shares available under the
Plan), while receiving 74% of the vote "FOR", did not meet the 75%
threshold to pass.
The Board will continue to engage
with key stakeholders throughout 2024 on Equity Incentive Plan
matters. Given the need to be agile around incentivization in the
future, the Company will continue to work to provide an incentive
plan that balances pay with performance in line with US practice.
The Company seeks to offer competitive compensation packages to its
workforce, fostering employee loyalty and motivation, all of which
impact business expansion and our wider strategic objectives. The
Board will continue to act in the best interest of shareholders and
apply rigour to ensure executive remuneration outcomes are aligned
with shareholder expectations. In accordance with provision 4 of
the UK Corporate Governance Code, the Company will publish an
update on this engagement, in accordance with the UK Corporate
Governance Code, within six months of the 2024 AGM and a final
summary in the Company's Annual Report for the 2024 Financial
Year.
For further information, please
contact:
Diversified Energy Company PLC
|
+1
973 856 2757
|
Doug Kris
|
dkris@dgoc.com
|
Senior Vice President, Investor
Relations & Corporate Communications
|
www.div.energy
|
|
|
FTI
Consulting
|
dec@fticonsulting.com
|
U.S. & UK Financial Public
Relations
|
|
About Diversified Energy Company PLC
Diversified is a leading publicly
traded energy company focused on natural gas and liquids
production, transport, marketing, and well retirement. Through our
differentiated strategy, we acquire existing, long-life assets and
invest in them to improve environmental and operational performance
until retiring those assets in a safe and environmentally secure
manner. Recognized by ratings agencies and organizations for our
sustainability leadership, this solutions-oriented, stewardship
approach makes Diversified the Right Company at the Right Time to
responsibly produce energy, deliver reliable free cash flow, and
generate shareholder value.