Opthea Limited (ASX:OPT)
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Mar 14, 2025, 4:10 PM AEST
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AGM 2025

Nov 10, 2025

Jeremy Levin
Executive Chairperson, Opthea Ltd

Welcome to the Opthea Limited 2025 annual general meeting. My name is Jeremy Levin, Executive Chair of Opthea Limited, and I'll be chairing today's meeting. We have a quorum, and I'm pleased to declare the meeting open. I confirm that the meeting has been properly constituted. I'm delighted to extend a warm welcome to our shareholders who are participating through our online meeting platform. I'd like to start by introducing my fellow directors present today: Mr. Lawrence Gozlan, Non-Executive Director, Chair of the Nomination and Governance Committee and Audit and Risk Committees, and Ms. Kathy Connell, Non-Executive Director, Chair of the Remuneration Committee. I'd also like to introduce Mr. Hamish George, our CFO and Joint Company Secretary, and Ms. Stephanie Vipond, our Joint Company Secretary. Also in attendance today are representatives of our auditors and legal counsel, Mr.

Chetan Vaghela and Craig Semple of Gilbert + Tobin, Australian Legal Counsel, and Ms. Su Lian Lu of Cooley LLP, U.S. Legal Counsel. The notice of Annual General Meeting was sent to all registered members on October 10, 2025, and is to be taken as read. We'll now go through the formal proceedings. Today's meeting is being held online via the Computershare Meeting platform. This allows shareholders, proxies, and guests to attend the meeting virtually. All attendees can watch a live webcast of the meeting. In addition, shareholders and proxies have the ability to ask questions and submit votes. The resolutions will be decided by poll. I appoint Angela Liapis of Computershare Investor Services as the returning officer. Voting on the resolutions is now open. To cast your vote, simply select one of the options.

There is no need to hit a Submit or Enter button, as the vote is automatically recorded. You will receive a vote confirmation notification on your screen. You can vote at any time during the proceedings until I declare the voting closed. You can also change your vote at any time throughout the proceedings. I will give you a clear prompt later in the meeting to warn of the closing in voting. There'll be an opportunity to pose questions in relation to each resolution. To ask a question, select the Q&A icon. Type your question in the text box. Once you've finished typing, please hit the Send button. If you have any difficulty voting or submitting questions, please consult the user guide, which can be accessed within the platform.

Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Please also note that your questions may be moderated, or if we receive multiple questions on one topic, they may be amalgamated together. Additionally, due to time constraints, we may run out of time to answer all of your questions. If this happens, be assured we will answer them in due course. Where the company has received questions from shareholders prior to the meeting, these will be addressed in the meeting at the appropriate time. As I mentioned at the start of the meeting, voting on the resolutions is currently open and will be conducted by way of a poll on all items of business, and you can vote at any time until I declare the voting closed.

Results will be released to the ASX after the conclusion of the meeting. Please note that only shareholders, proxy holders, or authorized shareholder representatives may vote. Any directed proxies given to you by the shareholder will automatically be cast as directed when the poll is closed. Proxies have been inspected, and all those validly lodged have been accepted. Proxies have been received representing 685,536,980 shares, or approximately 50.11% of the issued capital of the company. All undirected proxies or open votes that have nominated the chair of the meeting as their proxy will be cast in favor of each resolution. I'll now move to the formal business of the meeting. Item 1, Financial Statements and Reports. The first item of business is to receive the company's annual financial report for the year ending 30 June 2025.

The financial report and the reports of the directors and the auditors are now tabled before the meeting. There will be no vote on this item and is a discussion item only. The company's auditors for the financial year ending 30 June 2025 is Chetan Vaghela of Deloitte and is present to take questions relevant to the conduct of the audit and preparation and content of the independent auditor's report. Are there any questions or comments on the financial report and the reports of the directors and auditors?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you. Are there any questions or comment on the management of the company?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you. We'll now proceed to the resolution set out in the notice of the annual general meeting. I now hand over the Chair of the meeting to Mr. Lawrence Gozlan to conduct the next item of business.

Lawrence Gozlan
Non-executive Director, Opthea Ltd

Thank you, Jeremy. Item 2, Re-election of Dr. Jeremy Levin as a director. We will move to consider Resolution 1, which relates to the re-election of Dr. Jeremy Levin, who was appointed by the board as a director of Opthea on October 2020. The board, with Dr. Jeremy Levin abstaining, unanimously supports his re-election. I move the re-election of Dr. Jeremy Levin as a director of the company. The resolution and a summary of the votes received before the meeting now appears on the screen. Are there any questions on the resolution?

Moderator

Thank you, Lawrence. Confirming no questions.

Lawrence Gozlan
Non-executive Director, Opthea Ltd

I now hand over the Chair of the meeting back to Dr. Jeremy Levin to conduct the next item of business.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you, Lawrence. We're going to move now to Item 3, the re-election of Ms. Kathy Connell as a director. We'll now move to consider Resolution 2, which relates to the re-election of Ms. Kathy Connell, who was appointed to the board as a director of Opthea on 15 November 2024. The board, with Ms. Connell abstaining, unanimously supports her re-election. I move the re-election of Ms. Kathy Connell as a director of the company. The resolution and summary of the votes received before the meeting now appears on the screen. Are there any questions on the resolution?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you very much. We'll now move to consider Resolution 3, which is the adoption of the company remuneration report. The Corporations Act requires that at the Annual General Meeting, a resolution that the remuneration report is adopted to be put to the vote. The vote is advisory only and will not bind the company or its directors. The remuneration report itself is set out in the annual report. It sets out the policy for the remuneration of the directors, the CEO, and other designated senior executives and details how their remuneration is structured. It contains remuneration details for the directors and executives for the period ending 30 June 2025. Noting that each director has a personal interest in their own remuneration from the company as set out in the remuneration report, the directors recommend that all shareholders entitled to vote vote in favor of adopting the remuneration report.

I move the adoption of the remuneration report, the resolution, and a summary of the votes received before the meeting now appears on the screen. Are there any questions on the resolution?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you very much. We'll now move to consider Resolution 4, which is the issue of 41 million options to Lawrence Gozlan under the company's NED plan. The board, with Mr. Lawrence Gozlan abstaining, recommends that all shareholders entitled to vote vote in favor of the issue of options to Mr. Lawrence Gozlan. I move the issue of the options awarded to Mr. Lawrence Gozlan. The resolution and the summary of the votes received before the meeting now appear on the screen. Are there any questions on the resolution?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

We'll now move to consider Resolution 5, which is the issue of 41 million options to Ms. Kathy Connell under the company's NED plan. The Board, with Ms. Connell abstaining, recommends that all shareholders entitled to vote vote in favor of the issue of options to Ms. Kathy Connell. I move the issue of the options awarded to Ms. Kathy Connell. The resolution and a summary of the votes received before the meeting now appears on the screen. Are there any questions on the resolution?

Moderator

Thank you, Chair. Confirming no questions.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you. I'll now hand over the chair of the meeting to Mr. Lawrence Gozlan to conduct the next item of business.

Lawrence Gozlan
Non-executive Director, Opthea Ltd

Thank you, Jeremy. We will move to consider Resolution 6, which is the issue of 48 million options to Dr. Jeremy Levin under the company's long-term incentive plan. The Board, with Dr. Jeremy Levin abstaining, recommends that all shareholders entitled to vote vote in favor of the issue of options to Dr. Jeremy Levin. I move the issue of options awarded to Dr. Jeremy Levin. The resolution and a summary of the votes received before the meeting now appears on the screen. Are there any questions on the resolution?

Moderator

Thank you, Lawrence. Confirming no questions.

Lawrence Gozlan
Non-executive Director, Opthea Ltd

I now hand over the chair of the meeting back to Dr. Jeremy Levin.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you, Lawrence. I have now put all the resolutions to the meeting. I would like to advise that shortly voting on all resolutions will close. We'll take a few moments now to allow you to finish voting. Please complete your voting now. Voting will close automatically in two minutes.

Moderator

Thank you, Chair. We can now close the voting.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you very much. Please note the voting is closed, and please note the final results will be advised to the ASX and will also be made available on Opthea's website after the meeting. Thank you all for your attendance at our AGM. As the business of this meeting is now completed, I declare the meeting closed at 5:35 P.M. Eastern Standard Time in Australia.

Moderator

It's now 9:14 A.M.

Jeremy Levin
Executive Chairperson, Opthea Ltd

Thank you so much. Thank you, everybody.

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