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REG - Diversified Energy - Result of AGM

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RNS Number : 0429O  Diversified Energy Company PLC  10 May 2024

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
(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.

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.   END  RAGURVSRSUUVAAR

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