AGM alert: Diageo, Barratt Redrow, Renishaw

A second successive 24% drop in total shareholder return in a year when the pay of ex-boss Debra Crew rose to £3.75 million will make the Diageo (LSE:DGE) AGM another sober affair next month.

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Diageo’s return across three years to 30 June placed it 15th in a 16-strong peer group that included AB InBev, Procter & Gamble and Carlsberg, the annual report shows.

Crew, who left by mutual agreement in July, got an annual bonus of $1.5 million (£1.1 million) based on 42% of the maximum. The Guinness and Smirnoff business holds its AGM on 6 November.

Diageo

When: 2.30pm, Thursday, 6 November.

Where: Convene 133 Houndsditch, London, EC3A 7DB.

How to participate: Those attending electronically will be able to participate in the AGM, submit questions and vote on resolutions via a webcast using the Lumi platform. The deadline for proxy voting is 2.30pm, Tuesday 4 November. More AGM details can be found here.

Who’s in the chair? John Manzoni, who became a non-executive director in October 2020, is hosting his first Diageo AGM. He is a former chief executive of the UK Civil Service and currently chair of energy business SSE.

How did the company do in the year to 30 June? Organic net sales growth of 1.7% was driven by volume growth of 0.9% and positive price/mix of 0.8%. Reported net sales of $20.2 billion (£15.3 billion)  declined 0.1% due to foreign exchange and acquisition and disposal adjustments. Operating profit fell 27.8% to $4.3 billion, primarily due to one-off impairment and restructuring costs and a decline in the organic operating margin to 21.4%. Basic earnings fell by 38.9% to 105.9 US cents a share. A final dividend of 62.98 US cents a share is due to be paid on 4 December, resulting in an unchanged total for the year to 103.48 cents.

How have shares performed? Down 27% to 1,828p (1,791.5p on Thursday).

How much was the former CEO paid? Debra Crew left the group by mutual agreement in mid-July. She was appointed in June 2023, having joined Diageo as a non-executive director in 2019 before serving as President of Diageo North America and later chief operating officer. Her total remuneration for 2024/25 amounted to $4.9 million, up from $3.8 million the year before. The figure included her base salary of $1.8 million and the award of $1.5 million after the annual bonus scheme paid 42% of the maximum. The 12.5% vesting of long-term incentives granted in September 2022 contributed $931,000 to the final total. Her contract provides for a 12-month notice period, which commenced on 16 July.

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How was variable pay determined? An above-target performance for operating cash conversion and above threshold for net sales value growth resulted in an annual bonus payment of 32% out of the possible 80% in relation to financial measures. There was no result achieved for operating profit growth. For the three-year period ending 30 June, performance against all financial measures under both elements of the long-term incentive scheme were below threshold. Metrics supporting the company’s ’Spirit of Progress’ ESG action plan resulted in the 12.5% vesting outcome..This was based on the reduction in carbon emissions, improvement in water efficiency, education on positive drinking and building of diversity in leadership. 

How much is the interim boss paid? Chief financial officer Nik Jhangiani has been appointed interim chief executive until a permanent appointment is made. He joined the company in September 2024, having spent most of his career in consumer and beverage industries. His joining arrangements included $10.2 million worth of shares and cash to compensate for the loss of in-flight share awards and 2024 bonus eligibility when he joined Diageo from his former employer, Coca-Cola Europacific Partners. In addition to his £900,000 salary as chief financial officer he will receive an allowance of £300,000 per annum pro-rated to reflect the duration of his period as interim chief executive. 

How did last year’s AGM go? The annual remuneration report was approved with 96.11% of votes in favour.

How is the company doing on diversity? Women make up 75% of the board and there are four directors or 50% who self-disclose as being from minority ethnic groups. 

Barratt Redrow

When: 11am, Wednesday 5 November.

Where: Linklaters, One Silk Street, London EC2Y 8HQ.

How to participate: A live webcast is available but the facility does not include the right to speak or vote on the business of the Barratt Redrow (LSE:BTRW)'s AGM. Questions can be submitted during the webcast or in advance of the meeting before 5pm, Wednesday 29 October. The deadline for proxy voting instructions is 11am, Monday 3 November. More AGM details can be found here.

Who’s in the chair? Caroline Silver, who has held senior corporate finance and M&A positions at Morgan Stanley and Merrill Lynch, is hosting her second Barratt AGM.

How have shares performed? Down 3% to 455.9p (375.4p on Thursday).

How did the company do in the year to 29 June? Total home completions of 16,565, including those from Redrow following the acquisition in August 2024, were slightly lower than the guided volume range. However, adjusted profit before tax and before the impact of Redrow acquisition fair value adjustments was slightly ahead of expectations at £591.6 million. A final dividend of 12.1p a share is due for payment on 14 November, increasing the total for the year by 8.6% to 17.6p a share.

How much is the boss paid? David Thomas got £2.37 million for 2024/25, up from £2.26 million the year before. The figure included the award of cash and deferred shares worth £1 million after the annual bonus scheme paid 78% of the maximum opportunity. The 24.9% vesting of long-term incentives contributed £392,000. His basic salary for the new financial year has increased by 3% to £886,000.

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How was variable pay determined? An above-target performance on adjusted profit accounted for almost half the bonus outcome. The remuneration committee exercised its discretion in order to reflect the inclusion of profit from Redrow and to exclude the impact of costs and synergies arising from the acquisition. Quality and service, construction waste reduction, diversity and inclusion and average work in progress made up the rest of the award. The 2022 long-term incentive scheme did not vest in relation to earnings per share growth, underlying return on capital employed and total shareholder return against FTSE peers.

How did last year’s AGM go? The annual remuneration report was approved with 97.71% of votes in favour.

How’s the company doing on diversity? The company ended the year with 41.7% female representation on the board and two directors from ethnic minority backgrounds. With Nicky Dulieu due to take on the role of senior independent director the board will have two women in leadership positions.

Renishaw

When: 10am, Wednesday, 26 November.

Where: New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR.

How to participate: Questions to Renishaw2025AGM@Renishaw.com before 5pm, Monday 10 November will be answered online by 12 noon, Friday 21 November. Proxy voting instructions should be returned no later than Monday 24 November. More AGM details can be found here.

Who’s in the chair? David Grant, who has been senior independent director at Renishaw (LSE:RSW) since October 2013, leads the board on an interim basis.

How did the company do in the year to 30 June? Revenues of £713 million were boosted by the ongoing recovery in the semiconductor market, with 3.1% annual growth at actual exchange rates and underlying growth of 3.7%. Adjusted profit of £127.2 million was 3.8% higher than last year, while statutory profit before tax of £118 million was 3.7% lower. A final dividend of 61.3p a share is due to be paid on 5 December, increasing the total for the year by 2.5% to 78.1p.

How have shares performed? Down 23% to 2,860p (3,715p on Thursday).

How much is the boss paid? Will Lee’s total remuneration amounted to £1.48 million, up from £821,000 the year before. The figure included cash and deferred shares worth £619,000 after the annual bonus scheme paid 41.2% of the maximum. This follows two years of no award because the profit threshold was not achieved. His basic salary rose in January by 3.5% to £764,530.

How was variable pay determined? The annual incentive was made up of two elements: a financial element worth 80% awarded against adjusted profit and 20% against strategic objectives. The profit figure of £127.2 million was above the threshold, paying out at 26% of the 80% maximum. Strategic performance was strong, with a formulaic out-turn of 15.2% out of a possible 20%. There is no long-term incentive opportunity.

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What about the finance boss? Allen Roberts will not stand for re-election at the AGM, having been finance director for more than 40 years. Interim chair David Grant said: “Allen’s stewardship of Renishaw’s finances through an ever-evolving business landscape has been

a cornerstone of its enduring success.” His total remuneration amounted to £842,000 in his final full year at the company.

How did last year’s AGM go? The annual remuneration report was approved with 95.5% of votes in favour.

How’s the company doing on diversity? Renishaw does not meet UK Listing Rules as the proportion of women on the board stood at 33% at the end of June. It does not have a director from a minority ethnic background. It wants women to account for 40% of senior management roles by December 2027, alongside 10% ethnic minority representation.