8-KLeadership ChangesExhibits & Filings

CANADIAN PACIFIC KANSAS CITY LTD/CN 8-K Report, Executive Changes (Jan 27, 2016)

Filed January 27, 2016For Securities:CP

Summary

Canadian Pacific Kansas City Ltd. (CP) filed an 8-K on January 27, 2016, announcing significant changes to its Board of Directors. Paul Hilal resigned from his position as a director, effective immediately, after serving since 2012. His resignation was not due to any disagreements with the company. This departure was accompanied by the appointment of Matthew H. Paull as a new director. Mr. Paull's appointment includes taking over as Chair of the Audit Committee from Isabelle Courville, who will remain a member of the committee. The company stated there are no undisclosed arrangements or transactions between CP and Mr. Paull, and he will be compensated according to the standard director compensation policies. The filing also includes a press release detailing these board changes as an exhibit.

Key Highlights

  • 1Paul Hilal, a director since 2012, has resigned from the Board of Directors.
  • 2Mr. Hilal's resignation was effective immediately and is not a result of any disagreement with the company.
  • 3Matthew H. Paull has been appointed as a new director to the Board.
  • 4Matthew H. Paull will assume the role of Chair of the Audit Committee, replacing Isabelle Courville.
  • 5Isabelle Courville will continue to serve as a member of the Audit Committee.
  • 6There are no reportable related-party transactions or undisclosed arrangements concerning Mr. Paull's appointment.
  • 7Mr. Paull's compensation will follow the company's established policies for non-executive directors.

Frequently Asked Questions

According to the filing, Paul Hilal's decision to resign was not as a result of any disagreement with the Company.

Matthew H. Paull has been appointed as a new director to the Board of Directors.

Matthew H. Paull has been appointed as a director and will serve as the Chair of the Audit Committee, effective January 26, 2016. He replaces Isabelle Courville in this capacity, though Ms. Courville remains on the committee.

The filing states there are no arrangements or understandings with any person regarding Mr. Paull's appointment and no reportable transactions or relationships under Item 404(a) of Regulation S-K. He will be compensated according to the company's standard policies for non-executive directors.