13 June
2024
PureTech Health plc
Results of Annual General Meeting
The Annual General Meeting of
PureTech Health plc (Nasdaq: PRTC, LSE: PRTC)
("PureTech Health" or the "Company") was held at 11 a.m. EDT/4 p.m.
BST on Thursday, June 13, 2024.
All of the resolutions proposed at
the Annual General Meeting were duly passed by the shareholders on
a poll. The results of the poll, incorporating the proxy votes
lodged in advance of the meeting, are set out below.
|
Resolutions
|
For
|
%
|
Against
|
%
|
Withheld
|
Total votes
cast
|
|
001. To approve the Company's Annual
Report and Accounts for year ended 31 December 2023
|
180,831,234
|
100.00%
|
3,581
|
0.00%
|
90,476
|
180,834,815
|
|
002. To approve the Directors'
Remuneration Report
|
72,296,583
|
55.95%
|
56,922,574
|
44.05%
|
51,706,134
|
129,219,157
|
|
003. To approve the Directors'
Remuneration Policy
|
83,722,702
|
64.46%
|
46,157,643
|
35.54%
|
51,044,946
|
129,880,345
|
|
004. To approve amendments to the
rules of the PureTech Health plc Performance Share Plan
2023
|
91,600,947
|
70.74%
|
37,887,028
|
29.26%
|
51,437,316
|
129,487,975
|
|
005. To elect Ms. Sharon Barber-Lui
as a director
|
180,223,191
|
99.99%
|
13,818
|
0.01%
|
688,282
|
180,237,009
|
|
006. To elect Dr. Bharatt Chowrira as a
director
|
180,903,972
|
99.99%
|
14,250
|
0.01%
|
7,069
|
180,918,222
|
|
007. To elect Dr. Raju Kucherlapati
as a director
|
168,304,704
|
93.03%
|
12,613,517
|
6.97%
|
7,070
|
180,918,221
|
|
008. To elect Dr. John LaMattina as a
director
|
97,660,582
|
74.71%
|
33,063,035
|
25.29%
|
50,201,674
|
130,723,617
|
|
009. To elect Dr. Robert Langer as a
director
|
178,992,250
|
98.94%
|
1,925,771
|
1.06%
|
7,270
|
180,918,021
|
|
010. To elect Ms. Kiran Mazumdar-Shaw
as a director
|
171,626,767
|
94.91%
|
9,206,455
|
5.09%
|
92,069
|
180,833,222
|
|
011. To reappoint
PricewaterhouseCoopers LLP as Auditors of the Company
|
180,817,973
|
99.95%
|
95,238
|
0.05%
|
12,080
|
180,913,211
|
|
012. To authorize the Audit Committee
to determine the Auditors' remuneration
|
180,898,936
|
99.99%
|
20,477
|
0.01%
|
5,878
|
180,919,413
|
|
013. To authorize the allotment of
shares
|
168,771,484
|
97.85%
|
3,707,621
|
2.15%
|
8,446,186
|
172,479,105
|
|
014. To disapply pre-emption
rights
|
167,217,234
|
96.95%
|
5,261,591
|
3.05%
|
8,446,466
|
172,478,825
|
|
015. To further disapply pre-emption
rights for acquisitions and specified capital
investments.
|
165,299,824
|
95.84%
|
7,179,001
|
4.16%
|
8,446,466
|
172,478,825
|
|
016. To authorize market purchase of
own
shares
|
180,789,891
|
99.93%
|
129,498
|
0.07%
|
5,902
|
180,919,389
|
|
017. To authorize general meetings to
be called on not less than 14 clear days'
notice
|
180,302,971
|
99.77%
|
422,112
|
0.23%
|
200,208
|
180,725,083
|
While the Board is pleased that all
resolutions were supported by the required majorities, we note that
more than 20% of votes were cast against Resolutions 2, 3, 4 and 8.
Over the past year, the Board has actively engaged with
shareholders regarding its approach to director remuneration,
resulting in adjustments to the proposed Remuneration Policy.
Looking ahead, the Board will continue to engage with shareholders
to further understand their perspectives and the reasons behind
their opposition to certain proposals. In accordance with the UK
Corporate Governance Code, we will provide an update on our
engagement efforts within the next six months.
Notes:
(1) A
vote "Withheld" is not a vote in law and is not counted in the
calculation of the votes "For" or "Against" a
resolution.
(2) As
at June 13, 2024 the number of issued shares in the Company was
270,859,250 ordinary shares, which was the total number of shares
entitling the holders to attend and vote for or against all the
resolutions at the AGM. In accordance with the Company's
Articles of Association, on a poll every member present in person
or by proxy has one vote for every share held.
(3) The full
text of the resolutions may be found in the Notice of the Annual
General Meeting, copies of which are available on both the
Company's website https://investors.puretechhealth.com/financials-filings/reports
and on the National Storage Mechanism.
About PureTech Health
PureTech is a clinical-stage
biotherapeutics company dedicated to giving life to new classes of
medicine to change the lives of patients with devastating diseases.
The Company has created a broad and deep pipeline through its
experienced research and development team and its extensive network
of scientists, clinicians and industry leaders that is being
advanced both internally and through its Founded Entities.
PureTech's R&D engine
has resulted in the development of 29 therapeutics and therapeutic
candidates, including two that have received both
U.S. FDA
clearance and European marketing authorization and
a third (KarXT) that has been filed for FDA approval. A number of
these programs are being advanced by PureTech or its Founded Entities in
various indications and stages of clinical development, including
registration enabling studies. All of the underlying programs and
platforms that resulted in this pipeline of therapeutic candidates
were initially identified or discovered and then advanced by
the PureTech team
through key validation points.
For more information,
visit www.puretechhealth.com or
connect with us on X (formerly Twitter) @puretechh.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains
statement that are or may be forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements contained in this press release that do not relate
to matters of historical fact should be considered forward-looking
statements, including without limitation statements that relate to
our expectations around our therapeutic candidates and approach
towards addressing major diseases, our future prospects,
developments, and strategies, and statements regarding the intent, belief or current
expectations regarding the Tender Offer.
The forward-looking statements are based on current expectations
and are subject to known and unknown risks, uncertainties and other
important factors that could cause actual results, performance and
achievements to differ materially from current expectations,
including, but not limited to, those risks, uncertainties and other
important factors described under the caption "Risk Factors" in our
Annual Report on Form 20-F for the year ended December 31, 2023
filed with the SEC and in our other regulatory filings. These
forward-looking statements are based on assumptions regarding the
present and future business strategies of the Company and the
environment in which it will operate in the future. Each
forward-looking statement speaks only as at the date of this press
release. Except as required by law and regulatory requirements, we
disclaim any obligation to update or revise these forward-looking
statements, whether as a result of new information, future events
or otherwise.
Contact:
PureTech
Investor Relations
IR@puretechhealth.com