COMPASS Pathways : 2025 AGM Voting Results

CMPS

Published on 06/30/2025 at 05:24

COMPASS Pathways plc (the "Company") held its Annual General Meeting ("AGM") at 1:30 p.m. London time (8:30 a.m. Eastern Time) on Thursday, 12 June 2025 at the offices of Goodwin Procter (UK) LLP, Sancroft, 10-15 Newgate St., London, EC1A 7AZ, with shareholders able to attend in person.

All valid proxy votes (whether submitted electronically or in hard copy form) were included in the poll taken at the meeting.

The table below shows the results of the poll on all 12 resolutions. The full text of the resolutions is contained in the Notice of AGM, which was mailed on or about 30 April 2025 and is available on the Company's website at https://ir.compasspathways.com/corporate-governance/annual-general-meeting.

RESOLUTIONS

FOR

AGAINST

VOTES WITHH ELD

NO. OF VOTES

% OF VOTES

NO. OF VOTES

% OF VOTES

Ordinary Resolutions

1.

To re-elect Thomas Lönngren as a Director of the Company

38,667,905

87.16%

5,695,525

12.84%

17,991,851

2.

To re-elect Robert McQuade as a Director of the Company

44,275,828

99.81%

84,898

0.19%

17,994,555

3.

To re-elect Kabir Nath as a Director of the Company

44,293,176

99.84%

72,376

0.16%

17,989,729

4.

To re-elect Gino Santini as a Director of the Company

44,281,502

99.81%

83,620

0.19%

17,990,159

5.

To re-appoint PricewaterhouseCoopers LLP, UK, as U.K. statutory auditor of the Company, to hold office until the

conclusion of the next annual general meeting of shareholders

61,607,668

99.55%

279,627

0.45%

467,986

6.

To ratify the appointment of the appointment of PricewaterhouseCoopers LLP, US, as the Company's independent registered public accounting firm for the fiscal

year ending 31 December 2025

61,612,934

99.56%

274,478

0.44%

467,869

7.

To authorise the Audit and Risk Committee to determine the auditorsʼ remuneration for the fiscal year ending 31 December 2025

44,298,559

99.85%

67,162

0.15%

17,989,560

RESOLUTIONS

FOR

AGAINST

VOTES WITHH ELD

NO. OF VOTES

% OF VOTES

NO. OF VOTES

% OF VOTES

8.

To receive the U.K. statutory annual accounts and reports for the fiscal year ended 31 December 2024 and to note that the Directors do not recommend the payment of any dividend for the year ended 31 December 2024

61,339,990

99.29%

438,082

0.71%

577,209

9.

To receive and approve on an advisory basis the Companyʼs U.K. statutory directorsʼ remuneration

report for the year ended 31 December 2024

39,900,228

89.96%

4,450,834

10.04%

18,004,219

10.

To approve, on a non-binding, advisory basis, the compensation of the Companyʼs named executive officers for the year ended 31 December 2024

39,807,813

89.78%

4,533,140

10.22%

18,014,328

11.

To authorise the directors (or any duly authorised committee of the directors) to allot shares or to grant rights to subscribe for or convert any security into shares up to a maximum aggregate nominal amount of

£1,114,200

40,466,925

91.24%

3,885,624

8.76%

18,002,732

Special Resolution

12.

To waive statutory pre-emption rights on the allotment of equity securities up to an aggregate nominal amount of

£1,114,200

40,413,896

91.14%

3,927,856

8.86%

18,013,529

Notes:

Votes "for" and "against" are expressed as a percentage of the total votes cast.

A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.

The total number of shares in issue on 10 June 2025 was 93,567,248 ordinary shares of £0.008 each, which was the total number of shares entitling the holders to attend and vote for or against all the resolutions at the AGM. In accordance with the Company's Articles of Association, on a poll every member present in person or by proxy has one vote for every share held.

Disclaimer

Compass Pathways plc published this content on June 30, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on June 30, 2025 at 09:23 UTC.