Diageo shareholders pass all 25 annual meeting resolutions

The additional disapplication of pre-emption rights passed with 90.80% of votes for and 9.20% against.

Available on EDGAR 11/06/2026 - 06:44 AM EST Accepted by SEC EDGAR 11/06/2026 - 06:44 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Diageo plc (DEO) reported that shareholders at its November 5, 2026 annual general meeting passed all 25 resolutions in the 2026 AGM notice. These included the declaration of a final dividend, appointments and reappointments of directors, the directors’ remuneration report, and authorities relating to share allotments and purchases.

The additional disapplication of pre-emption rights passed with 1,614,563,623 votes for (90.80%) and 163,609,260 against (9.20%). The authority to allot shares passed with 1,657,239,610 votes for (93.16%) and 121,583,913 against (6.84%). Diageo had 2,227,591,734 ordinary shares, excluding treasury shares, in issue as of November 3, 2026.

Key Figures

Ordinary shares in issue, excluding treasury shares: 2,227,591,734 ordinary shares Votes against additional disapplication of pre-emption rights: 163,609,260 votes Votes for additional disapplication of pre-emption rights: 1,614,563,623 votes +2 more

5 metrics

Ordinary shares in issue, excluding treasury shares 2,227,591,734 ordinary shares As of November 3, 2026

Votes against additional disapplication of pre-emption rights 163,609,260 votes 2026 annual general meeting

Votes for additional disapplication of pre-emption rights 1,614,563,623 votes 2026 annual general meeting

Votes against authority to allot shares 121,583,913 votes 2026 annual general meeting

Votes against authority to allot shares 6.84% 2026 annual general meeting

Key Terms

pre-emption rights, treasury shares, Long Term Incentive Plan

3 terms

pre-emption rights technical

"Disapplication of pre-emption rights"

A shareholder’s right to be offered new shares before they are sold to outsiders, allowing existing owners to buy enough to keep their ownership percentage. Think of it like being offered the first slice of a pie so your share doesn’t shrink; it matters to investors because it protects voting power and economic value from being diluted when a company issues more stock, and it can affect how easy or costly fundraising is.

treasury shares financial

"excluding treasury shares"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

Long Term Incentive Plan financial

"Amendment of the Diageo 2023 Long Term Incentive Plan"

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many votes opposed DEO's additional disapplication of pre-emption rights?

163,609,260 votes, or 9.20%, opposed the resolution. It passed at Diageo's November 5, 2026 annual general meeting with 1,614,563,623 votes for, or 90.80%.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 06 November 2026

Commission File Number:  001-10691

DIAGEO plc

(Translation of registrant’s name into English)

16 Great Marlborough Street, London, United Kingdom, W1F 7HS  

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F   X                                                                  Form 40-F  

Diageo Plc

LEI: 213800ZVIELEA55JMJ32

Results of Annual General Meeting

At the Annual General Meeting of Diageo plc held on 5 November 2026 (the “AGM”), all resolutions contained in the Notice of Annual General Meeting 2026 were passed.

The results of the poll held at the AGM are as follows:

	*Special Resolutions	VOTES FOR	% FOR	VOTES AGAINST	% AGAINST	VOTES WITHHELD	ISSUED SHARE CAPITAL VOTED
1)	Report and accounts 2026	1,757,351,648	99.18	14,499,702	0.82	7,840,206.00	1,771,851,350
2)	Directors' remuneration report 2026	1,742,072,493	97.92	36,986,700	2.08	883,013.00	1,779,059,193
3)	Directors' remuneration policy	1,714,803,894	96.57	60,948,858	3.43	4,197,022.00	1,775,752,752
4)	Declaration of final dividend	1,777,567,713	99.91	1,568,116	0.09	556,413.00	1,779,135,829
5)	Appointment of Sir Dave Lewis as a director	1,768,844,901	99.43	10,174,311	0.57	618,326.00	1,779,019,212
6)	Appointment of R. Alexandra ('Alex') Keith as a director	1,775,012,235	99.79	3,692,686	0.21	937,945.00	1,778,704,921
7)	Re-appointment of Melissa Bethell as a director	1,771,870,667	99.62	6,821,466	0.38	965,677.00	1,778,692,133
8)	Re-appointment of Karen Blackett as a director	1,773,083,366	99.68	5,629,751	0.32	940,801.00	1,778,713,117
9)	Re-appointment of Julie Brown as a director	1,774,010,960	99.74	4,568,305	0.26	946,825.00	1,778,579,265
10)	Re-appointment of Valérie Chapoulaud-Floquet as a director	1,772,980,481	99.68	5,695,588	0.32	975,613.00	1,778,676,069
11)	Re-appointment of Nik Jhangiani as a director	1,763,630,741	99.21	14,106,923	0.79	1,851,690.00	1,777,737,664
12)	Re-appointment of Susan Kilsby as a director	1,734,217,995	97.50	44,443,786	2.50	947,829.00	1,778,661,781
13)	Re-appointment of Sir John Manzoni as a director	1,700,983,724	95.63	77,739,834	4.37	866,620.00	1,778,723,558
14)	Re-appointment of John Rishton as a director	1,776,148,013	99.86	2,492,192	0.14	951,137.00	1,778,640,205
15)	Re-appointment of Ireena Vittal as a director	1,765,468,759	99.26	13,178,889	0.74	942,506.00	1,778,647,648
16)	Re-appointment of Auditor	1,704,007,223	95.78	75,035,807	4.22	632,884.00	1,779,043,030
17)	Remuneration of Auditor	1,755,418,240	98.66	23,761,850	1.34	605,516.00	1,779,180,090
18)	Authority to make political donations and/or to incur political expenditure	1,715,928,643	96.89	55,053,490	3.11	8,703,577.00	1,770,982,133
19)	Authority to allot shares	1,657,239,610	93.16	121,583,913	6.84	824,887.00	1,778,823,523
20)	Amendment of the Diageo 2023 Long Term Incentive Plan	1,716,829,209	96.53	61,759,532	3.47	1,099,477.00	1,778,588,741
21)	Disapplication of pre-emption rights*	1,688,777,821	95.18	85,589,771	4.82	5,303,058.00	1,774,367,592
22)	Additional disapplication of pre-emption rights*	1,614,563,623	90.80	163,609,260	9.20	1,500,851.00	1,778,172,883
23)	Authority to purchase own ordinary shares*	1,773,824,101	99.83	3,102,158	0.17	2,545,759.00	1,776,926,259
24)	Adoption of new articles of association*	1,760,341,256	98.99	17,963,821	1.01	1,166,533.00	1,778,305,077
25)	Reduced notice of a general meeting other than an AGM*	1,696,070,489	95.36	82,444,071	4.64	934,578.00	1,778,514,560

On 3 November 2026, there were 2,227,591,734 ordinary shares (excluding treasury shares) in issue. In accordance with Listing Rule 6.4.2R, copies of the resolutions passed as special business at the AGM have been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

James Edmunds

Deputy Company Secretary

6 November 2026

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Diageo plc

(Registrant)

Date: 06 November 2026

By:___/s/ James Edmunds

James Edmunds

Deputy Company Secretary