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WH Smith PLC held its Annual General Meeting on February 2, 2026, where shareholders passed all resolutions, with the exception of Resolution 5 which was withdrawn. Shareholders approved the remuneration report (97.22% for) and declared a final dividend (99.97% for), while re-electing directors including Colette Burke (86.85% for) and re-appointing PricewaterhouseCoopers LLP as auditors (85.31% for). Annette Court and Nicky Dulieu retired from the Board, and Simon Emeny was appointed Interim non-executive Chairman and Chair of the Nominations Committee.
| Date | 3 Feb 2026 |
| Time | 09:56:48 |
| Category | AGMs and other meetings |
| ID | 5119R |
3 February 2026
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 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.
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