ICON announces results of Annual General Meeting and changes to the Board of Directors

In This Article:

DUBLIN, July 24, 2024--(BUSINESS WIRE)--ICON plc (NASDAQ: ICLR), a world-leading healthcare intelligence and clinical research organization, today announced that all resolutions at the Annual General Meeting of the company (AGM) held on July 23, 2024 were duly passed by shareholders. ICON also confirmed that following the conclusion of the company's AGM, Joan Garahy retired as a non-executive director and announced that Anne Whitaker was appointed as a non-executive director.

Results of AGM

All resolutions, which had all been recommended by the Board, were duly passed by shareholders. These resolutions were set out in the Notice of the AGM sent to shareholders dated June 10, 2024 and are available on the ICON plc website.

Forms of Proxy were received by ICON plc before the meeting, appointing proxies and giving them the following voting instructions:

 

RESOLUTION
NUMBER

RESOLUTION

TOTAL NUMBER
OF VOTES

VOTE
FOR

VOTE
AGAINST

VOTE
WITHHELD

1.1

To re-elect Mr. Ciaran Murray

74,830,625

73,506,766

1,308,834

15,025

1.2

To re-elect Dr. Steve Cutler

74,830,625

74,129,199

686,533

14,893

1.3

To re-elect Mr. Rónán Murphy

74,830,625

73,897,502

917,979

15,144

1.4

To re-elect Dr. John Climax

74,830,625

73,829,768

985,950

14,907

1.5

To re-elect Ms. Julie O’Neill

74,830,625

73,688,026

1,127,416

15,183

1.6

To re-elect Mr. Eugene McCague

74,830,625

69,968,433

3,715,604

1,146,588

1.7

To re-elect Dr. Linda Grais

74,830,625

74,242,529

573,982

14,114

2

To review the company’s affairs and consider the accounts and reports

74,830,625

74,552,361

74,298

203,966

3

To authorize the fixing of the auditors’ remuneration

74,830,625

71,307,735

3,507,660

15,230

4**

To authorize the company to allot shares

74,830,625

73,485,798

1,328,716

16,111

5**

To disapply the statutory pre-emption rights

74,830,625

74,520,746

281,266

28,613

6**

To disapply the statutory pre-emption rights for funding capital investment or acquisitions

74,830,625

73,507,644

1,294,211

28,770

7**

To authorize the company to make market purchases of shares

74,830,625

74,472,821

167,358

190,446

8**

To authorize the price range at which the company can reissue shares that it holds as treasury shares

74,830,625

74,545,941

262,022

22,662

 

** Special Resolution. All resolutions are ordinary resolutions unless otherwise stated.

 

Director changes

As previously announced in the ICON AGM Proxy Documentation dated June 10, 2024, Ms. Joan Garahy decided not to stand for re-election and she retired from the Board at the conclusion of the AGM.

Ms. Anne Whitaker was appointed to the Board following the AGM on July 23, 2024. "I am delighted to welcome Anne to the ICON Board," commented Mr. Ciaran Murray, ICON’s Chair. "Her extensive global pharmaceutical industry experience will be a valuable addition to the ICON Board."