REG-Pershing Square Holdings, Ltd. Pershing Square Holdings, Ltd. Holds Annual General Meeting and Confirms Second Quarter 2024 Dividend for Shareholders

Pershing Square HoldingsAnnouncement

08/05/2024 18:15

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Pershing Square Holdings, Ltd. Holds Annual General Meeting and Confirms
Second Quarter 2024 Dividend for Shareholders

 

Pershing Square Holdings, Ltd. (LN:PSH) (LN:PSHD) (NA:PSH) today held its
Annual General Meeting of shareholders (“AGM”) at Trafalgar Court, Les
Banques, St. Peter Port, Guernsey, GY1 3QL. At the AGM, shareholders passed
resolutions to: receive the annual report and the financial statements,
re-appoint PSH’s auditor, authorize the Directors to determine the
remuneration of the auditor, re-elect all of the existing Directors with the
exception of Anne Farlow, elect Charlotte Denton, renew PSH’s share buyback
authority, and permit the disapplication of shareholders’ pre-emption rights
for any share issuance of 10% or less. All resolutions were passed on a poll.

The specifics of those resolutions can be found in the Notice of Annual
General Meeting available on the Company’s website:
https://pershingsquareholdings.com/company-reports/notices-shareholders/
(https://cts.businesswire.com/ct/CT?id=smartlink&url=https%3A%2F%2Fpershingsquareholdings.com%2Fcompany-reports%2Fnotices-shareholders%2F&esheet=53978937&newsitemid=20240508349099&lan=en-US&anchor=https%3A%2F%2Fpershingsquareholdings.com%2Fcompany-reports%2Fnotices-shareholders%2F&index=1&md5=1411cdd139d6ab758ef59436f1f9d196)
.

The results of the proxy voting of PSH’s shares are noted in the chart
below. A vote withheld is not a vote in law and has not been counted in the
votes for or against a resolution. PS Holdings Independent Voting Company
Limited (“VoteCo”) voted its Special Voting Share in favour of the
resolutions. VoteCo is not permitted to vote on resolutions 4 and 10 which are
Specified Matters for purposes of the UK Listing Rules.
 Resolution                                           For          Against    Votes Withheld  
 Resolution 1: To receive the annual report and the financial statements                      
 Ordinary Resolution of all Voting Shares             292,226,866  1,211      1,989           
 Resolution 2: To re‐appoint the Company’s auditor                                            
 Ordinary Resolution of all Voting Shares             292,214,711  13,183     2,172           
 Resolution 3: To authorise the directors to determine the remuneration of the                
 auditor                                                                                      
 Ordinary Resolution of all Voting Shares             292,216,837  10,627     2,602           
 Resolution 4: To re-elect Nicholas Botta as a Director                                       
 Ordinary Resolution of the holders of Public Shares  103,442,328  4,042,928  4,958           
 Resolution 5: To re-elect Bronwyn Curtis as a Director                                       
 Ordinary Resolution of all Voting Shares             292,195,861  29,247     4,958           
 Resolution 6: To re-elect Andrew Henton as a Director                                        
 Ordinary Resolution of all Voting Shares             292,195,852  29,256     4,958           
 Resolution 7: To re-elect Tope Lawani as a Director                                          
 Ordinary Resolution of all Voting Shares             290,674,539  1,550,569  4,958           
 Resolution 8: To re-elect Rupert Morley as a Director                                        
 Ordinary Resolution of all Voting Shares             291,142,938  30,137     1,056,991       
 Resolution 9: To elect Charlotte Denton as a Director                                        
 Ordinary Resolution of all Voting Shares             292,221,032  4,076      4,958           
 Resolution 10: To authorise the Company to buy back shares                                   
 Special Resolution of the holders of Public Shares   105,884,780  1,603,003  2,431           
 Resolution 11: To permit the disapplication of pre-emption rights                            
 Special Resolution of all Voting Shares              292,104,825  51,603     73,638          


A copy of the special resolutions passed at the AGM has been submitted to the
National Storage Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://cts.businesswire.com/ct/CT?id=smartlink&url=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&esheet=53978937&newsitemid=20240508349099&lan=en-US&anchor=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&index=2&md5=77ca960e65b6444a124989d59fccaa7a)
.

PSH also confirmed today that the next quarterly dividend of $0.1456 per
Public Share, as previously announced, is payable as follows:
 Record Date  Payment Date  USD Dividend Per Share  DRIP Enrollment Deadline  Currency Election Deadline  
 17/5/2024    14/6/2024     $0.1456                 24/5/2024                 17/5/2024                   


A proportionate quarterly dividend will be paid to the Special Voting Share,
based on its net asset value.

Shareholders may automatically reinvest cash dividends into PSH Public Shares
through a Dividend Reinvestment Programme (“DRIP”) whereby shares are
purchased in the open market by the administrator of the DRIP. Details about
the DRIP are available at
https://pershingsquareholdings.com/psh-dividend-information/
(https://cts.businesswire.com/ct/CT?id=smartlink&url=https%3A%2F%2Fpershingsquareholdings.com%2Fpsh-dividend-information%2F&esheet=53978937&newsitemid=20240508349099&lan=en-US&anchor=https%3A%2F%2Fpershingsquareholdings.com%2Fpsh-dividend-information%2F&index=3&md5=81673097a110727bf5ac586b6c01f878)
and through shareholders’ brokers.

Dividends will be paid in US dollars unless a shareholder elects to be paid in
GBP. Shareholders electing GBP dividends must do so no later than the Currency
Election Deadline. Further details about the currency election are available
at Pershing Square Holdings’ website
https://pershingsquareholdings.com/psh-dividend-information/
(https://cts.businesswire.com/ct/CT?id=smartlink&url=https%3A%2F%2Fpershingsquareholdings.com%2Fpsh-dividend-information%2F&esheet=53978937&newsitemid=20240508349099&lan=en-US&anchor=https%3A%2F%2Fpershingsquareholdings.com%2Fpsh-dividend-information%2F&index=4&md5=10fa0f6ecc54d2f1f2374205e7c4928f)
.

Additional Information

The payment of each dividend is subject to the Company being satisfied that
the following conditions are met:


 * the Company will meet the solvency requirements under Companies (Guernsey)
Law, immediately after the payment of the dividend;

 * the Company’s total indebtedness will be less than one-third of the
Company’s total capitalisation after the payment of the relevant interim
dividend.

The decision as to whether PSH pays a dividend in the future will be made by
the PSH Board with the consent of the Investment Manager. While PSH intends to
pay a quarterly dividend going forward, there is no guarantee that PSH will
continue to do so. PSH’s Board’s decision to pay a dividend should not be
interpreted to mean that PSH will be profitable in the future.

About Pershing Square Holdings, Ltd.

Pershing Square Holdings, Ltd. (LN:PSH) (LN:PSHD) (NA:PSH) is an investment
holding company structured as a closed-ended fund.

Category: (PSH:CorporateActions)

Media Contact 

Camarco 

Ed Gascoigne-Pees / Julia Tilley +44 (0)20 3781 8339,
Media-PershingSquareHoldings@camarco.co.uk
(mailto:Media-PershingSquareHoldings@camarco.co.uk)



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Pershing Square Holdings, Ltd.


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