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CANADIAN PACIFIC KANSAS CITY LTD/CN 8-K Report, Shareholder Vote Results (Apr 28, 2022)

Filed April 28, 2022For Securities:CP

Summary

Canadian Pacific Kansas City Ltd. (CP) filed an 8-K on April 27, 2022, detailing the outcomes of its 2022 annual and special shareholder meeting held on April 26, 2022. The meeting's primary focus was on routine corporate governance matters, including the approval of the company's auditor, amendments to its stock option plan, executive compensation (Say on Pay), its approach to climate change (Say on Climate), and the election of directors. All proposed items received overwhelming support from shareholders, indicating strong confidence in the company's current direction and management. Key resolutions that passed include the appointment of Ernst & Young LLP as the auditor with 99.56% approval, an amendment to the Management Stock Option Incentive Plan by 92.28%, and advisory approval of executive compensation at 92.52%. The advisory vote on the company's approach to climate change also passed with 86.88% support. Furthermore, all nine nominated directors were overwhelmingly elected. These results reflect broad shareholder alignment on governance and strategic priorities.

Key Highlights

  • 1Shareholders overwhelmingly approved the appointment of Ernst & Young LLP as the company's auditor with 99.56% of votes in favor.
  • 2An amendment to the Management Stock Option Incentive Plan, increasing share availability by 20,000,000, was approved by 92.28% of shareholders.
  • 3The advisory 'Say on Pay' vote for executive compensation received strong support, with 92.52% of shareholders approving.
  • 4Shareholders also approved, on an advisory basis, the company's approach to climate change with 86.88% of votes in favor.
  • 5All nine nominated directors were overwhelmingly elected to serve until the next annual shareholder meeting, with each director receiving over 94% of the 'For' votes.
  • 6The meeting confirmed strong shareholder confidence in the company's governance structure and management team.

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