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  COCA-COLA EUROPACIFIC PARTNERS PLC company press release from 25/05/2023 - Result of AGM

  25/05/2023 - 12:30

Result of AGM


Coca-Cola Europacific Partners plc - Results of 2023 Annual General Meeting

The Annual General Meeting of Coca-Cola Europacific Partners plc (the "Company") was held at 1A Wimpole Street, London, W1G 0EA, United Kingdom on 24 May 2023.

All 30 resolutions put to the members were passed on a poll. Accordingly, resolutions 1 to 25 were passed as ordinary resolutions and resolutions 26 to 30 were passed as special resolutions.

The results of the polls are set out below:

Resolution For (see note 1) Against (see note 1) Issued share capital represented by votes (see note 2) % Votes withheld (see note 3)
Votes % Votes %
1 Receipt of the Report and Accounts 401,608,982 99.99 26,657 0.01 87.53 128,634
2 Approval of the Directors' Remuneration Policy 398,060,389 99.10 3,633,330 0.90 87.54 70,554
3 Approval of the Directors' Remuneration Report 326,900,982 81.46 74,386,007 18.54 87.46 477,284
4 Election of Mary Harris as a director of the Company 396,165,343 98.62 5,556,799 1.38 87.55 42,131
5 Election of Nicolas Mirzayantz as a director of the Company 400,647,801 99.73 1,072,640 0.27 87.55 43,832
6 Election of Nancy Quan as a director of the Company 398,247,371 99.15 3,424,603 0.85 87.54 92,299
7 Re-election of Manolo Arroyo as a director of the Company 327,016,025 81.52 74,146,730 18.48 87.43 601,518
8 Re-election of John Bryant as a director of the Company 383,925,736 95.57 17,796,001 4.43 87.55 42,536
9 Re-election of José Ignacio Comenge as a director of the Company 340,400,836 84.85 60,755,599 15.15 87.43 607,838
10 Re-election of Damian Gammell as a director of the Company 399,665,278 99.49 2,051,202 0.51 87.55 47,793
11 Re-election of Nathalie Gaveau as a director of the Company 400,239,659 99.63 1,481,491 0.37 87.55 43,123
12 Re-election of Álvaro Gómez-Trénor Aguilar as a director of the Company 398,255,592 99.15 3,410,195 0.85 87.54 98,486
13 Re-election of Thomas H Johnson as a director of the Company 380,352,717 94.68 21,369,090 5.32 87.55 42,466
14 Re-election of Dagmar Kollmann as a director of the Company 396,872,734 98.79 4,849,967 1.21 87.55 41,572
15 Re-election of Alfonso Líbano Daurella as a director of the Company 398,282,906 99.16 3,388,947 0.84 87.54 92,420
16 Re-election of Mark Price as a director of the Company 397,432,894 98.93 4,289,121 1.07 87.55 42,258
17 Re-election of Mario Rotllant Solá as a director of the Company 398,299,343 99.16 3,371,732 0.84 87.54 93,198
18 Re-election of Dessi Temperley as a director of the Company 395,888,495 98.55 5,826,476 1.45 87.55 49,302
19 Re-election of Garry Watts as a director of the Company 400,282,236 99.64 1,440,199 0.36 87.55 41,838
20 Reappointment of the Auditor 394,397,371 98.18 7,312,398 1.82 87.55 54,504
21 Remuneration of the Auditor 400,455,127 99.69 1,244,559 0.31 87.55 64,587
22 Political Donations 400,327,265 99.84 634,426 0.16 87.38 802,582
23 Authority to allot new shares 390,691,176 97.26 10,997,388 2.74 87.54 75,709
24 Waiver of mandatory offer provisions set out in Rule 9 of the Takeover Code (see note 4) 183,391,655 78.07 51,524,688 21.93 51.20 166,847,930
25 Approval of Long Term Incentive Plan 398,632,467 99.24 3,054,500 0.76 87.54 77,306
26 General authority to disapply pre-emption rights 398,050,840 99.38 2,465,812 0.62 87.29 1,247,621
27 General authority to disapply pre-emption rights in connection with an acquisition or specified capital investment 397,109,783 99.14 3,462,858 0.86 87.30 1,191,632
28 Authority to purchase own shares on market 400,401,708 99.78 873,833 0.22 87.45 488,732
29 Authority to purchase own shares off market 394,934,181 98.42 6,335,082 1.58 87.45 495,010
30 Notice period for general meetings other than annual general meetings 390,811,804 97.29 10,895,895 2.71 87.55 56,574

Notes:

1 Votes "For" and "Against" are expressed as a percentage of votes received.
2 As at 4.30pm on Monday 22 May 2023, the time by which shareholders who wanted to attend, speak and vote at the AGM must have been entered on the Company's register of members, there were 458,846,191 ordinary shares in issue.
3 A "Vote Withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" a resolution.
4 Resolution 24 was put to the AGM as a resolution of the shareholders of the Company other than Olive Partners, S.A. ("Olive") or any concert party of Olive.


Resolution 24, being the ordinary resolution to approve the waiver by the Panel on Takeovers and Mergers under Rule 9 of the City Code on Takeovers and Mergers (the "Rule 9 waiver") in connection with the Company's buyback programme was duly passed by 78.07% of the votes cast by the independent shareholders of the Company (being shareholders other than Olive and its presumed concert parties) with 21.93% of votes against. Resolution 24 is a standing agenda item at each Annual General Meeting to enable CCEP to exercise the authorities under Resolution 28 to purchase its own shares on market and Resolution 29 to purchase its own shares off market, which were passed with majorities of 99.78% and 98.42% respectively. This will enable CCEP to make use of the option to return value to shareholders through a possible future buyback programme. Had Resolution 24 not been passed, the Company would not have been able to effect such buyback programmes, as explained in the Notice of AGM and also in the Letter to Shareholders issued via RNS on 15 May 2023. CCEP intends to continue to engage with ISS on their standing policy to recommend a vote against a Rule 9 waiver which we believe may be influencing investor decisions in this regard. In addition, CCEP will continue to engage, in normal course and as appropriate, with shareholders who did not support Resolution 24 to understand the reasons for their vote against the proposal and to continue a transparent and constructive dialogue on this topic.

Olive is currently interested in 166,128,987 shares in the Company and the Waiver does not entitle Olive to be interested in a greater number of shares. The Waiver would allow Olive's interest in shares as a percentage of the Company's total shares to increase as a result of the exercise of the Company's authorities to purchase its own shares, but only to the extent that the resulting interest of Olive, together with any concert parties, in the shares of the Company did not then exceed 40.2797%.

In accordance with Listing Rule 14.3.6R, copies of the resolutions that do not constitute ordinary business at an annual general meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

CONTACTS

Company Secretariat
Clare Wardle

T +44 (0)20 7355 8406
Investor Relations
Sarah Willett

T +44 (0)7970 145 218
Media Relations
Shanna Wendt

T +44 (0)7976 595 168

ABOUT CCEP

Coca-Cola Europacific Partners is one of the world's leading consumer goods companies. We make, move and sell some of the world's most loved brands - serving 600 million consumers and helping 2 million customers across 29 countries grow. We combine the strength and scale of a large, multi-national business with an expert, local knowledge of the customers we serve and communities we support. The Company is currently listed on Euronext Amsterdam, the NASDAQ Global Select Market, London Stock Exchange and on the Spanish Stock Exchanges, trading under the symbol CCEP.

For more information about CCEP, please visit www.cocacolaep.com & follow CCEP on Twitter at @CocaColaEP.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.


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  Original Source: COCA-COLA EUROPACIFIC PARTNERS PLC