Results of Annual General Meeting

Rhea-AI Summary

Diversified Energy Company (LSE: DEC, NYSE: DEC) held its Annual General Meeting on April 9, 2025, where shareholders approved all 20 resolutions with significant majorities. The meeting included key decisions such as the approval of the Final Dividend, re-appointment of Auditor, and various board re-elections.

Notable outcomes include the Director's Remuneration Policy passing with 79% approval, reflecting alignment with US-based compensation practices and shareholder value creation. The Board acknowledged the strong shareholder support and committed to continued stakeholder engagement, with an update promised within six months of the 2025 AGM.

Other significant approvals included authorities for share allotment, political donations, amendments to the 2017 Equity Incentive Plan, and share repurchase programs.

Positive

• All 20 resolutions passed with strong shareholder support
• Authority granted for share repurchase program
• Approval for Final Dividend distribution

Negative

• 21% opposition to Director's Remuneration Policy indicates some shareholder concerns
• 8% opposition to Kathryn Klaber's re-election suggests minor governance concerns

Diversified Energy Company PLC
(“Diversified” or the "Company")

Results of Annual General Meeting

Diversified Energy Company PLC (LSE: DEC, NYSE: DEC) is pleased to announce that all 20 resolutions put to shareholders at the Company's Annual General Meeting held on April 9, 2025 were duly passed.

The total votes were cast as follows:

Resolution			For	%			Against	%			Withheld
1	Receipt of Annual Report		50,118,979	100	%		90,746	—	%		39,401
2	Approval of Final Dividend		50,186,943	100	%		42,897	—	%		19,286
3	Authority to re-appoint Auditor		53,936,715	100	%		100,784	—	%		49,749
4	Authority to determine Auditor's Remuneration		50,176,989	100	%		47,950	—	%		24,187
5	Re-elect David Edward Johnson		50,096,070	100	%		126,406	—	%		26,650
6	Re-elect Robert "Rusty" Russell Hutson, Jr.		50,079,603	100	%		143,175	—	%		26,348
7	Re-elect Martin Keith Thomas		48,239,720	96	%		1,982,930	4	%		26,476
8	Re-elect David Jackson Turner, Jr.		49,112,530	98	%		1,108,448	2	%		28,148
9	Re-elect Sandra Mary Stash		50,076,037	100	%		145,379	—	%		27,710
10	Re-elect Kathryn Klaber		46,216,417	92	%		3,950,411	8	%		82,298
11	Authority to allot shares		49,410,519	98	%		810,329	2	%		28,278
12	Directors' Remuneration Report		49,223,090	98	%		984,189	2	%		41,847
13	Director's Remuneration Policy		38,283,303	79	%		10,373,294	21	%		1,592,529
14	Political donations & expenditures		49,933,787	100	%		226,129	—	%		89,210
15	Amendment to 2017 Equity Incentive Plan		49,745,588	99	%		250,196	1	%		253,342
16	Dis-apply pre-emption rights		49,750,124	99	%		257,326	1	%		241,676
17	Dis-apply pre-emption rights (Acquisitions)		49,146,350	98	%		854,587	2	%		248,189
18	Purchase of Company's own shares		50,132,207	100	%		75,167	—	%		41,752
19	Share Repurchase Contracts and Counterparties		50,148,797	100	%		69,100	—	%		31,229
20	Short General Meeting notice period		49,221,371	98	%		999,242	2	%		28,513

Note: A vote "Withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "For" or "Against" shown.

The full text of the 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.

The Board of Diversified Energy Company PLC (the “Board”) is pleased to note that shareholders unanimously approved all of the general and special resolutions. Having actively engaged with many shareholders ahead of the AGM and throughout the year, the Board would like to thank shareholders for their input and continued support.

The Board notes that shareholders approved the resolutions with significant majorities, including Resolution 13 (Approval of the Director’s Remuneration Policy), which was passed with a majority vote of 79% in favor of the resolution.

The approved Director’s Remuneration Policy was developed through consultation with a significant number of the Company’s largest shareholders and proxy advisors, and the Board believes that the approved Remuneration Policy reinforces alignment of Executive Director compensation with long-term shareholder value creation and remuneration best-practice standards, and reflects competitive practices among the Company’s peers. The Board will continue to engage with key stakeholders on a regular basis while continuing the important focus on remuneration matters that properly align with US-based compensation practices. In accordance with provision 4 of the UK Corporate Governance Code, the Company will publish an update on this engagement, in accordance with the UK Corporate Governance Code, within six months of the 2025 AGM and a final summary in the Company's Annual Report for the 2025 Financial Year.

For further information, please contact:

Diversified Energy Company PLC	+1 973 856 2757
Doug Kris	dkris@dgoc.com
Senior Vice President, Investor Relations & Corporate Communications	www.div.energy
FTI Consulting	dec@fticonsulting.com
U.S. & UK Financial Public Relations

About Diversified Energy Company PLC

Diversified is a leading publicly traded energy company focused on natural gas and liquids production, transport, marketing, and well retirement. Through our differentiated strategy, we acquire existing, long-life assets and invest in them to improve environmental and operational performance until retiring those assets in a safe and environmentally secure manner. Recognized by ratings agencies and organizations for our sustainability leadership, this solutions-oriented, stewardship approach makes Diversified the Right Company at the Right Time to responsibly produce energy, deliver reliable free cash flow, and generate shareholder value.

FAQ

What was the voting result for DEC's Director's Remuneration Policy at the 2025 AGM?

The Director's Remuneration Policy (Resolution 13) was approved with 79% of votes in favor, representing 38,283,303 shares voting for the resolution.

How many resolutions were presented at Diversified Energy's 2025 AGM?

A total of 20 resolutions were presented at the AGM, and all were successfully passed with significant majorities.

When will DEC provide an update on stakeholder engagement following the 2025 AGM?

The company will publish an update on stakeholder engagement within six months of the April 2025 AGM, with a final summary in the 2025 Financial Year Annual Report.

Which DEC board member received the lowest approval percentage at the 2025 AGM?

Kathryn Klaber received the lowest approval rate with 92% of votes in favor (46,216,417 shares) and 8% against (3,950,411 shares).