EX-99.4 5 ef20028901_ex99-4.htm EXHIBIT 99.4
Exhibit 99.4
May 10, 2024

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 19 of the 20 resolutions put to shareholders at the Company's Annual General Meeting held on May 10, 2024 were duly passed.

The total votes were cast as follows:

Resolution
  
For
%
  
Against
%
  
Withheld
1
Receipt of Annual Report
  
27,506,194
100%
  
114,671
—%
  
45,390
2
Approval of Final Dividend
  
27,558,648
100%
  
60,423
—%
  
47,184
3
Authority to re-appoint Auditor
  
27,539,845
100%
  
73,130
—%
  
53,280
4
Authority to determine Auditor's Remuneration
  
27,537,231
100%
  
74,241
—%
  
54,783
5
Re-elect David Edward Johnson
  
27,488,334
100%
  
109,076
—%
  
68,845
6
Re-elect Robert "Rusty" Russell Hutson, Jr.
  
27,488,900
100%
  
116,520
—%
  
60,835
7
Re-elect Martin Keith Thomas
  
27,338,568
99%
  
258,367
1%
  
69,320
8
Re-elect David Jackson Turner, Jr.
  
27,484,345
100%
  
113,025
—%
  
68,885
9
Re-elect Sandra Mary Stash
  
27,477,544
100%
  
119,729
—%
  
68,982
10
Re-elect Sylvia Kerrigan
  
24,775,407
90%
  
2,821,864
10%
  
68,984
11
Re-elect Kathryn Klaber
  
25,665,454
93%
  
1,930,166
7%
  
70,635
12
Authority to allot shares
  
27,360,201
99%
  
245,270
1%
  
60,784
13
Directors' Remuneration Report
  
25,389,754
92%
  
2,133,133
8%
  
143,368
14
Political donations & expenditures
  
26,524,295
99%
  
215,584
1%
  
926,376
15
Dis-apply pre-emption rights
  
27,385,786
99%
  
212,865
1%
  
67,604
16
Dis-apply pre-emption rights (Acquisitions)
  
26,288,866
95%
  
1,311,212
5%
  
66,177
17
Purchase of Company's own shares
  
27,559,045
100%
  
56,658
—%
  
50,552
18
Share Repurchase Contracts and Counterparties
  
27,552,632
100%
  
56,785
—%
  
56,838
19
Amendment to 2017 Equity Incentive Plan
  
20,505,417
74%
  
7,068,872
26%
  
91,966
20
Short General Meeting notice period
  
27,380,594
99%
  
220,917
1%
  
64,744

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 approved the overwhelming majority of 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.

Whilst pleased that shareholders approved most of the resolutions with majorities in excess of 99%, the Board notes that Resolution 19 (Amendment to 2017 Equity Incentive Plan to increase the number of shares available under the Plan), while receiving 74% of the vote “FOR”, did not meet the 75% threshold to pass.

The Board will continue to engage with key stakeholders throughout 2024 on Equity Incentive Plan matters. Given the need to be agile around incentivization in the future, the Company will continue to work to provide an incentive plan that balances pay with performance in line with US practice. The Company seeks to offer competitive compensation packages to its workforce, fostering employee loyalty and motivation, all of which impact business expansion and our wider strategic objectives. The Board will continue to act in the best interest of shareholders and apply rigour to ensure executive remuneration outcomes are aligned with shareholder expectations. 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 2024 AGM and a final summary in the Company's Annual Report for the 2024 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.