8-KShareholder MattersExhibits & Filings

SPDR GOLD TRUST 8-K Report, Shareholder Vote Results (Feb 26, 2015)

Filed February 26, 2015For Securities:GLD

Summary

SPDR Gold Trust (GLD) filed an 8-K on February 26, 2015, to report the successful conclusion of a shareholder consent solicitation that began on June 19, 2014. The filing confirms that both proposals put forth by the sponsor, World Gold Trust Services, LLC, were approved by the requisite majority of shareholders. These approvals are significant as they will alter the fee structure and expense management for the Trust, which is a key consideration for investors in gold-backed ETFs. The primary change impacts how ordinary fees and expenses are paid. The Sponsor will now receive a payment of 0.40% per year of the Trust's daily net asset value, and in exchange, the Sponsor will cover all other ordinary fees and expenses. This new arrangement aims to simplify expense management for the Trust and provides greater certainty on the Sponsor's compensation. Additionally, a second proposal was approved allowing the Sponsor to compensate affiliates for marketing and other services, which could influence operational efficiency and investor outreach.

Key Highlights

  • 1SPDR Gold Trust (GLD) announced the successful approval of two shareholder proposals via a consent solicitation.
  • 2The consent solicitation period concluded on February 25, 2015, with both proposals meeting the required 51% shareholder approval.
  • 3Proposal 1: Amendments to the Trust Indenture were approved, changing how ordinary fees and expenses are paid.
  • 4Under the approved changes, the Sponsor will receive 0.40% of the daily NAV annually for covering all other ordinary fees and expenses.
  • 5Proposal 2: An amendment was approved to permit the Sponsor to compensate affiliates for marketing and other services.
  • 6The filing indicates that sufficient consents were received on February 25, 2015, to approve both proposals.
  • 7This 8-K filing confirms the operational and financial structure adjustments for GLD investors.

Frequently Asked Questions

The key outcomes were the shareholder approval of two proposals. The first proposal amends the Trust Indenture regarding how ordinary fees and expenses are paid, with the Sponsor now receiving 0.40% of the daily NAV for covering these expenses. The second proposal allows the Sponsor to compensate affiliates for marketing and other services.

The new fee structure centralizes the Sponsor's compensation at 0.40% of the daily NAV annually, in exchange for covering all other ordinary fees and expenses. This could lead to greater transparency and predictability in the Trust's expense ratio for investors, although the effective management fee will depend on the Trust's actual expenses relative to the NAV.

Both proposals received overwhelming approval from GLD shareholders. Proposal 1 received 138,724,221.220 consents for out of 262,700,000 total outstanding shares, exceeding the required 133,977,000. Proposal 2 received 133,987,777.560 consents for, also surpassing the required threshold.

The filing states that sufficient consents were received on February 25, 2015, and as a result, the consent solicitation concluded on that date. This implies the approved amendments would begin to be implemented shortly thereafter, aligning with the reporting date of February 26, 2015.