Wizz Air Holdings PLC 2023 Annual General Meeting (8015A)
2024年1月24日 - 9:14PM
RNSを含む英国規制内ニュース (英語)
TIDMWIZZ
RNS Number : 8015A
Wizz Air Holdings PLC
24 January 2024
2023 Annual General Meeting Update
LSE: WIZZ
Geneva, 24 January 2024: At the Wizz Air Holdings Plc ("Wizz
Air" or "the Company") Annual General Meeting ("AGM") held on 2
August 2023, all ordinary and special resolutions were approved by
shareholders. Four of those resolutions, (2,3,4 and 28) being
approval of the Directors' Remuneration Report, approval of the
Directors' Remuneration Policy, approval of amendments to the Wizz
Air Value Creation Plan ("VCP") and approval of the disapplication
of pre-emption rights in connection with an acquisition or
specified capital investment, respectively, were opposed by more
than 20% of voting shareholders. Consequently, the Company engaged
with shareholders to obtain their feedback on voting at the
AGM.
Background
During the last year, the Chair of the Remuneration Committee
and Company management have held numerous meetings on the
Directors' Remuneration Policy, engaging with key shareholders,
including those identified as voting against these resolutions to
understand any sentiment in relation to proposed policy changes,
specifically the extension of certain elements of the Value
Creation Plan. During these meetings, discussions were also held on
proposed remuneration decisions for fiscal year ending 31 March
2023.
Post AGM Engagement
In consultations following the AGM, the Company acknowledged
that certain shareholders had objected to changes made to the
short-term bonus structure during the financial year. During these
discussions, the Board highlighted that the rationale for this
so-called 'in-flight' bonus structure adjustment is to
appropriately incentivise the CEO and broader management team,
while managing the business through a volatile trading period,
characterised by external factors such as supply chain disruptions,
the Ukraine war, and an unusually high inflationary environment.
The Company also reiterated that, given prevailing circumstances,
previous plans in place were unlikely to pay out, so an alternative
approach was required to ensure effective incentives for the CEO
and management.
In discussions covering the VCP, several shareholders queried
whether the plan's significant reliance on the share price was
appropriate given its sensitivity to market forces which are
outside of management's control. The Board agreed that while these
forces play a significant factor in share price movement, factors
including how well a business is run and management's ability to
respond to changing market conditions play a key role. External
factors will always influence the market, but over the long term
the share price provides a fair measure of Wizz Air's performance
and growth potential. The Board strongly believes that the VCP,
which relies on share price performance, in combination with other
remuneration and incentive plans, is appropriate to retain and
incentivise the CEO and the wider management team, while also
aligning to the interests of all stakeholders. The plan's
provisions also ensure that share price performance must be
sustained over time for recipients to capture the value of the
award. Finally, during the shareholder engagement last year, the
majority of shareholders agreed it was appropriate to adjust the
performance period for the VCP, which was further evidenced in the
resolution's supporting vote (6.5 points higher versus when the VCP
was introduced in F21). Shareholders were broadly supportive of the
other elements of the Remuneration Policy and the VCP.
The Board appreciates the time and engagement of its
shareholders during this process and acknowledges and respects the
views expressed by some shareholders.
The Board, through the Remuneration Committee, is committed to
structuring incentive arrangements that support the business in
retaining key talent and delivering strong returns to shareholders,
while remaining conscious of the wider stakeholder experience and
business performance. The Board believes it has taken the right
decisions in the interest of the business and its stakeholders. The
Board would like to thank all shareholders that took part in
engagement and values the feedback and insight it has gained
through the process .
-Ends-
ABOUT WIZZ AIR
Wizz Air, the fastest growing European ultra-low-cost airline,
operates a fleet of 195 Airbus A320 and A321 aircraft. A team of
dedicated aviation professionals delivers superior service and
very low fares, making Wizz Air the preferred choice of 60.3 million
passengers in 2023. Wizz Air is listed on the London Stock Exchange
under the ticker WIZZ. The company was recently named the World's
Top 5 Safest Low-Cost Airlines 2024 by airlineratings.com, the
world's only safety and product rating agency, and named Airline
of the Year by Air Transport Awards in 2019 and in 2023. Wizz Air
has also been recognised as the "Most Sustainable Low-Cost Airline"
within the World Finance Sustainability Awards in 2021-2023 and
the "Global Environmental Sustainability Airline Group of the Year"
by the CAPA-Centre for Aviation Awards for Excellence 2022-2023
.
For more information:
Zlatko Custovic, Wizz Air: +36 1 777 9407
Tamara Vallois, Wizz Air: +36 1 777 9324
James McFarlane / Eleni Menikou, MHP Group
: +44 (0) 20 3128 8100
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