VOD 6-K
Vodafone Group Public Ltd Co (VOD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULES 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
Dated July 27, 2026
Commission File Number: 001-10086
VODAFONE GROUP
PUBLIC LIMITED COMPANY
(Translation of registrant’s name into English)
VODAFONE HOUSE, THE CONNECTION, NEWBURY, BERKSHIRE, RG14 2FN, ENGLAND
(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 ✓ Form 40-F _
This Report on Form 6-K contains a Stock Exchange Announcement dated 27 July 2026 entitled Result of AGM.
27 JULY 2026
| RESULTS OF ANNUAL GENERAL MEETING |
The Annual General Meeting of the Company was held at Storey Club, Paddington Central, 4 Kingdom Street, London, W2 6BD on Monday, 27 July 2026 at 10.30 am.
Resolutions 1 to 6 (inclusive), 8 to 20 (inclusive) and 24 and 26 were passed as Ordinary Resolutions. Resolutions 21 to 23 (inclusive) and 25 were passed as Special Resolutions.
Resolution 7 (to re-elect Hatem Dowidar as a Director) was withdrawn on 13 July 2026, prior to the AGM, following Hatem Dowidar’s resignation from the Board of Directors on 10 July 2026. Accordingly, Resolution 7 was not put to shareholders and no votes cast in relation to Resolution 7 were counted. The remaining resolutions were put to the shareholders in the form set out in the Notice of Annual General Meeting.
The results of the poll on all resolutions were as follows:
| Resolution | Total votes validly cast | Percentage of relevant shares in issue (%) | For | For (% of shares voted) | Against | Against (% of shares voted) | Votes withheld | |
|---|---|---|---|---|---|---|---|---|
| 1. | To<br>receive the Company’s accounts, the strategic report and<br>reports of the Directors and the auditor for the year ended 31<br>March 2026. | 12,005,432,720 | 52.13% | 12,000,755,374 | 99.96% | 4,677,346 | 0.04% | 27,983,645 |
| 2. | To<br>re-elect Jean-François van Boxmeer as a Director. | 12,015,279,253 | 52.18% | 11,730,454,662 | 97.63% | 284,824,591 | 2.37% | 18,128,422 |
| 3. | To<br>re-elect Margherita Della Valle as a Director. | 12,018,254,020 | 52.19% | 11,926,274,023 | 99.23% | 91,979,997 | 0.77% | 15,151,681 |
| 4. | To<br>re-elect Stephen A. Carter CBE as a Director. | 12,015,302,617 | 52.18% | 10,227,693,512 | 85.12% | 1,787,609,105 | 14.88% | 18,065,795 |
| 5. | To<br>re-elect Michel Demaré as a Director. | 12,012,417,613 | 52.16% | 11,944,598,291 | 99.44% | 67,819,322 | 0.56% | 20,951,975 |
| 6. | To<br>re-elect Simon Dingemans as a Director. | 12,012,533,873 | 52.16% | 11,980,222,342 | 99.73% | 32,311,531 | 0.27% | 20,879,492 |
| 7. | Resolution withdrawn – not put to the meeting | - | - | - | - | - | - | - |
| 8. | To<br>re-elect Delphine Ernotte Cunci as a Director. | 12,014,947,469 | 52.17% | 11,957,190,427 | 99.52% | 57,757,042 | 0.48% | 18,422,119 |
| 9. | To<br>re-elect Deborah Kerr as a Director. | 12,015,139,645 | 52.18% | 11,987,544,825 | 99.77% | 27,594,820 | 0.23% | 18,220,294 |
| 10. | To<br>elect Olaf Koch as a Director. | 12,014,268,113 | 52.17% | 11,987,503,296 | 99.78% | 26,764,817 | 0.22% | 19,101,475 |
| 11. | To<br>elect Pilar López as a Director. | 12,013,473,673 | 52.17% | 11,824,440,157 | 98.43% | 189,033,516 | 1.57% | 19,869,926 |
| 12. | To<br>re-elect Anne-Françoise Nesmes as a Director. | 12,014,424,300 | 52.17% | 11,984,283,050 | 99.75% | 30,141,250 | 0.25% | 18,935,080 |
| 13. | To<br>re-elect Christine Ramon as a Director. | 12,008,258,992 | 52.15% | 11,838,700,005 | 98.59% | 169,558,987 | 1.41% | 25,110,596 |
| 14. | To<br>re-elect Simon Segars as a Director. | 12,012,170,264 | 52.16% | 11,955,439,114 | 99.53% | 56,731,150 | 0.47% | 21,199,324 |
| 15. | To<br>declare a final dividend of 2.3625 eurocents per ordinary share for<br>the year ended 31 March 2026 | 12,020,263,856 | 52.20% | 11,989,609,591 | 99.74% | 30,654,265 | 0.26% | 13,149,134 |
| 16. | To<br>approve the Directors’ Remuneration Policy<br><br>set out<br>in the Annual Report for the year ended 31 March 2026. | 12,012,675,556 | 52.16% | 10,917,965,087 | 90.89% | 1,094,710,469 | 9.11% | 20,694,524 |
| 17. | To<br>approve the Annual Report on Remuneration (other than the part<br>containing the Remuneration Policy) contained in the Remuneration<br>Report of the Board for the year ended 31 March 2026. | 12,010,259,385 | 52.15% | 11,633,449,148 | 96.86% | 376,810,237 | 3.14% | 23,110,695 |
| 18. | To<br>re-appoint Ernst & Young LLP as the Company’s auditor<br>until the end of the next general meeting at which accounts are<br>laid before the Company. | 12,019,581,331 | 52.19% | 11,978,701,853 | 99.66% | 40,879,478 | 0.34% | 13,835,526 |
| 19. | To<br>authorise the Audit and Risk Committee to determine the<br>remuneration of the auditor. | 12,018,305,927 | 52.19% | 11,974,963,404 | 99.64% | 43,342,523 | 0.36% | 15,111,093 |
| 20. | To<br>authorise the Directors to allot shares | 12,014,766,975 | 52.17% | 11,263,449,315 | 93.75% | 751,317,660 | 6.25% | 18,599,216 |
| 21.* | To<br>authorise the Directors to dis-apply pre-emption<br>rights. | 11,980,847,259 | 52.03% | 11,852,536,756 | 98.93% | 128,310,503 | 1.07% | 52,569,269 |
| 22.* | To<br>authorise the Directors to dis-apply pre-emption rights up to a<br>further 5 per cent for the purposes of financing an acquisition or<br>other capital investment. | 12,008,821,603 | 52.15% | 11,882,000,562 | 98.94% | 126,821,041 | 1.06% | 24,591,925 |
| 23.* | To<br>authorise the Company to purchase its own shares. | 12,009,794,747 | 52.15% | 11,994,309,349 | 99.87% | 15,485,398 | 0.13% | 23,622,273 |
| 24. | To<br>authorise political donations and expenditure. | 11,945,186,447 | 51.87% | 11,819,997,369 | 98.95% | 125,189,078 | 1.05% | 88,230,081 |
| 25.* | To<br>authorise the Company to call general meetings (other than AGMs) on<br>a minimum of 14 clear days’ notice. | 12,012,590,905 | 52.16% | 11,300,029,658 | 94.07% | 712,561,247 | 5.93% | 20,821,900 |
| 26. | To<br>approve the amendments to the Vodafone Global Incentive Plan<br>2023. | 12,011,015,257 | 52.16% | 11,451,801,616 | 95.34% | 559,213,641 | 4.66% | 22,398,108 |
* Special resolution
The number of Ordinary Shares in issue on 23 July 2026 (excluding shares held in Treasury) was 23,028,452,487. Shareholders are entitled to one vote per share. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
In accordance with UK Listing Rule 6.4.2, a copy of the Resolutions, passed as Special Business at the Annual General Meeting, have been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Amparo Moraleda did not stand for re-election as a Director and retired from the Board with effect from the conclusion of the AGM. In accordance with section 430(2B) of the Companies Act 2006, the Company confirms that Amparo Moraleda will receive payment of fees for service whilst a Director, but no other remuneration payment or payment for loss of office will be made in connection with her departure.
Following conclusion of the Annual General Meeting, the composition of the Board Committees are as follows:
| Audit and Risk Committee | Nominations and Governance Committee | Remuneration Committee | ESG Committee | Technology Committee |
|---|---|---|---|---|
| Simon<br>Dingemans (Chair)<br><br>Michel<br>Demaré<br><br>Deborah<br>Kerr<br><br>Anne-Françoise<br>Nesmes<br><br>Christine<br>Ramon | Jean-François<br>van Boxmeer (Chair)Stephen A. Carter CBE<br><br>Delphine<br>Ernotte Cunci<br><br>Simon<br>Segars | Christine<br>Ramon (Chair)<br><br>Michel<br>Demaré<br><br>Simon<br>Dingemans | Anne-Françoise<br>Nesmes (Chair)<br><br>Jean-François<br>van Boxmeer<br><br>Simon<br>Segars | Simon<br>Segars (Chair)<br><br>Stephen<br>A. Carter CBE<br><br>Delphine<br>Ernotte Cunci<br><br>Deborah<br>Kerr |
- ends –
| For more information, please contact: | |||||
|---|---|---|---|---|---|
| Investor Relations: | vodafone.com | [email protected] | Media Relations: | Vodafone.com/media/contact | [email protected] |
| Registered Office: Vodafone House, The Connection, Newbury,<br>Berkshire RG14 2FN, England. Registered in England No.<br>1833679 |
About Vodafone Group
everyone.connected
Vodafone is a leading European and African telecoms company.
We serve around 370 million mobile and broadband customers, operating networks in 17 countries with investments in a further three and partners in over 40 more. We have capacity on more than 70 subsea cable systems – the backbone of the internet – and we are developing a new direct-to-mobile satellite communications service to connect areas without coverage. Vodafone runs one of the world’s largest IoT platforms, with over 240 million IoT connections globally, and we provide financial services to around 103 million customers across seven African countries – managing more transactions than any other provider.
From the seabed to the stars, Vodafone’s mission is to keep everyone connected.
For more information, please visit www.vodafone.com follow us on X at @VodafoneGroup or connect with us on LinkedIn at www.linkedin.com/company/vodafone.
SIGNATURES
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 authorised.
| VODAFONE<br>GROUP | |
|---|---|
| PUBLIC<br>LIMITED COMPANY | |
| (Registrant) | |
| Date:<br>July 27, 2026 | By: /s/ M D B |
| Name: Maaike de Bie | |
| Title: Group General Counsel and Company Secretary |