AGMs

12 questions asked at 2022 Opthea AGM


November 16, 2022

Here is the text of 12 questions asked at the 30 minute 2022 Opthea virtual meeting held on November 16.

Did any of the 5 main proxy advisers - ACSI, Ownership Matters, Glass Lewis, ISS and ASA - recommend a vote against any of today's resolutions? Which of the proxy advisers are covering us and has their been a material proxy protest vote against any of today's resolutions? Will you disclose the proxy votes before the debate on each resolutions so shareholders can ask questions about the reasons if there have been any protest votes? Also, why not disclose the proxies to the ASX with the formal addresses like others now do?

After a $US90m placement, why was the SPP for retail shareholders capped at just $5 million and why was no VWAP alternative pricing offered given this is fairly standard practice in the market.

When disclosing the outcome of voting on all resolutions today, including this performance rights issue to Daniel Spiegelman, could you please advise the ASX how many shareholders voted for and against each item, similar to what happens with a scheme of arrangement? This will provide a better gauge of retail shareholder sentiment on all resolutions and was a disclosure initiative adopted by the likes of Metcash, Altium and Dexus last year and Webjet and Tabcorp so far this AGM season.

If you were massively oversubscribed for the placement, doesn't that mean it was under-priced. Why not launch it with a floating price, rather than a fixed price. Retail shareholders were unfairly squeezed out only getting a $5m allocation.

There was a 24% vote against the chair. What was the issue?

Answer: ISS recommended against as he's a CEO an another company.

How is Julia going to respond to the 24% protest vote against the chair? Are shareholders suggesting that we need an independent chair?

The 24% protest vote against the chair was displayed too late for discussion. Has there been a protest vote on the rem report?

Could Dr Baldwin summarise her past incentive grants as to whether they have vested or lapsed. Also, has she ever sold any ordinary Opthea shares or bought any on market without relying on an incentive scheme to build his equity position in the company?

Answer: look at up on the ASX yourself.
There was an 18% vote against the rem report. Is there concern about the structure of these options grants to the likes of Michael Sistenich?

Please summarise whether it was the options grants or the performance rights which sparked these large protest votes today.

Could Daniel summarise his past incentive grants as to whether they have vested or lapsed. Also, has he ever sold any ordinary Opthea shares or bought any on market without relying on an incentive scheme to build his equity position in the company?

There was material protest votes against the chair, most rem items and DAniel's performance rights. Will you commit to taking on board concerns and make changes for next year?