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Mitchells & Butlers plc (the “Company”)
LEI no. 213800JHYNDNB1NS2W10

Result of Annual General Meeting

Mitchells & Butlers plc announces the results of the voting at the Company’s Annual General Meeting held today, 8 February 2023, at 9.00a.m.

All the resolutions were voted on by way of a poll and the results of each resolution are shown below. All resolutions were duly approved by the relevant majority in each case. Resolution 18 was passed as a special resolution. All other resolutions were passed as ordinary resolutions and, in the case of resolutions 3, 5 and 10, were also passed by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.

VOTES
FOR (a)		%VOTES
AGAINST		%VOTES
TOTAL		% of ISC VOTEDVOTES
WITHHELD (b)
1
Receipt of accounts
VOTES
FOR (a)
518,960,031 
%
99.96 
VOTES
AGAINST
222,058 
%
0.04 
VOTES
TOTAL
519,182,089 
% of ISC VOTED
86.91% 
VOTES
WITHHELD (b)
194,952 
2
Approval of Annual Report on Remuneration
VOTES
FOR (a)
407,632,174 
%
78.49 
VOTES
AGAINST
111,692,375 
%
21.51 
VOTES
TOTAL
519,324,549 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
52,492 
3
Elect Amanda Brown
VOTES
FOR (a)
518,922,464 
%
99.92 
VOTES
AGAINST
421,735 
%
0.08 
VOTES
TOTAL
519,344,199 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
32,842 
4
Re-elect Keith Browne
VOTES
FOR (a)
487,251,120 
%
96.07 
VOTES
AGAINST
19,938,221 
%
3.93 
VOTES
TOTAL
507,189,341 
% of ISC VOTED
84.90% 
VOTES
WITHHELD (b)
12,187,700 
5
Re-elect Dave Coplin
VOTES
FOR (a)
495,412,485 
%
95.40 
VOTES
AGAINST
23,902,434 
%
4.60 
VOTES
TOTAL
519,314,919 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
62,122 
6
Re-elect Eddie Irwin
VOTES
FOR (a)
463,421,815 
%
91.37 
VOTES
AGAINST
43,760,583 
%
8.63 
VOTES
TOTAL
507,182,398 
% of ISC VOTED
84.90% 
VOTES
WITHHELD (b)
12,194,643 
7
Re-elect Bob Ivell 
VOTES
FOR (a)
435,896,753 
%
83.93 
VOTES
AGAINST
83,450,208 
%
16.07 
VOTES
TOTAL
519,346,961 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
30,080 
8
Re-elect Tim Jones 
VOTES
FOR (a)
517,107,604 
%
99.57 
VOTES
AGAINST
2,239,202 
%
0.43 
VOTES
TOTAL
519,346,806 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
30,235 
9
Re-elect Josh Levy 
VOTES
FOR (a)
418,367,396 
%
82.49 
VOTES
AGAINST
88,815,307 
%
17.51 
VOTES
TOTAL
507,182,703 
% of ISC VOTED
84.90% 
VOTES
WITHHELD (b)
12,194,338 
10
Re-elect Jane Moriarty 
VOTES
FOR (a)
495,102,809 
%
95.33 
VOTES
AGAINST
24,244,053 
%
4.67 
VOTES
TOTAL
519,346,862 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
30,179 
11
Re-elect Phil Urban 
VOTES
FOR (a)
518,102,793 
%
99.76 
VOTES
AGAINST
1,244,346 
%
0.24 
VOTES
TOTAL
519,347,139 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
29,902 
12
Reappointment of auditor 
VOTES
FOR (a)
519,224,250 
%
99.98 
VOTES
AGAINST
109,164 
%
0.02 
VOTES
TOTAL
519,333,414 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
43,627 
13
Auditor’s remuneration 
VOTES
FOR (a)
519,254,000 
%
99.99 
VOTES
AGAINST
77,631 
%
0.01 
VOTES
TOTAL
519,331,631 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
45,410 
14
Political donations 
VOTES
FOR (a)
517,531,970 
%
99.66 
VOTES
AGAINST
1,765,583 
%
0.34 
VOTES
TOTAL
519,297,553 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
79,488 
15
Approval of Sharesave Plan 
VOTES
FOR (a)
518,941,696 
%
99.92 
VOTES
AGAINST
391,017 
%
0.08 
VOTES
TOTAL
519,332,713 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
44,136 
16
Approval of Share Incentive Plan 
VOTES
FOR (a)
519,231,229 
%
99.98 
VOTES
AGAINST
104,259 
%
0.02 
VOTES
TOTAL
519,335,488 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
41,657 
17
Approval of 2023 Short Term Deferred Incentive Share Plan 
VOTES
FOR (a)
518,918,858 
%
99.93 
VOTES
AGAINST
385,101 
%
0.07 
VOTES
TOTAL
519,303,959 
% of ISC VOTED
86.93% 
VOTES
WITHHELD (b)
73,082 
18
Notice period for meetings (c) 
VOTES
FOR (a)
517,268,257 
%
99.60 
VOTES
AGAINST
2,067,585 
%
0.40 
VOTES
TOTAL
519,335,842 
% of ISC VOTED
86.94% 
VOTES
WITHHELD (b)
41,199 

VOTES EXCLUDING THE CONTROLLING SHAREHOLDER ON THE RESOLUTIONS CONCERNING THE ELECTION/ RE-ELECTION OF THE INDEPENDENT NON-EXECUTIVE DIRECTORS

VOTES FOR (a) %VOTES AGAINST %VOTES TOTAL % of ISC VOTED (excluding controlling shareholder) VOTES WITHHELD (b) 
3
Elect Amanda Brown (d) 
VOTES FOR (a) 
180,088,769 
%
99.77 
VOTES AGAINST 
421,735 
%
0.23 
VOTES TOTAL 
180,510,504 
% of ISC VOTED (excluding controlling shareholder) 
69.82% 
VOTES WITHHELD (b) 
32,842 
5
Re-elect Dave Coplin (d) 
VOTES FOR (a) 
156,578,790 
%
86.76 
VOTES AGAINST 
23,902,434 
%
13.24 
VOTES TOTAL 
180,481,224 
% of ISC VOTED (excluding controlling shareholder) 
69.81% 
VOTES WITHHELD (b) 
62,122 
10
Re-elect Jane Moriarty (d) 
VOTES FOR (a) 
156,269,114 
%
86.57 
VOTES AGAINST 
24,244,053 
%
13.43 
VOTES TOTAL 
180,513,167 
% of ISC VOTED (excluding controlling shareholder) 
69.82% 
VOTES WITHHELD (b) 
30,179 

NOTES:

(a) The “For” vote includes those giving the Chairman discretion.

(b) A vote “Withheld” is not a vote in law and is not counted in the calculation of the votes “For” or “Against” the resolution.

(c) Passed as a special resolution.

(d) Passed both as an ordinary resolution by a majority of all shareholders and by a majority of the independent shareholders voting on the resolution, in accordance with LR 9.2.2ER.

Votes “For” and “Against” are expressed as a percentage of votes received. Voting was conducted by a poll.

The Board of Directors note the level of votes against resolution 2 (Annual Report on Remuneration) and are disappointed with the outcome of the voting on this resolution. The Board of Directors have sought to set out the rationale for the key decisions taken in relation to remuneration in the Annual Report, which they firmly believe to be in the best interests of all shareholders. The Board values an open and proactive dialogue with our shareholders and will continue to engage with shareholders in the coming year as part of the review of our remuneration policy, which is due to be put to shareholders at the 2024 AGM.

The number of shares in issue at 6.30p.m. on 6 February 2023 was 597,383,363, of which 258,549,668 were held by shareholders other than the controlling shareholder.

The full text of the resolutions can be found in the Notice of Annual General Meeting, which is available for inspection at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and also on the Company’s website at www.mbplc.com.

These results will shortly be available on the Company's website at www.mbplc.com and in accordance with Listing Rule 9.6.2, copies of the resolutions that were passed at the meeting and 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 data.fca.org.uk.

Denise Burton
Deputy Company Secretary