6-K

BANK OF MONTREAL /CAN/ (BMO)

6-K 2023-11-16 For: 2023-11-16
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Added on April 05, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of: November, 2023 Commission File Number: 001-13354

BANK OF MONTREAL

(Name of Registrant)

100 King Street West 129 rue Saint-Jacques
1 First Canadian Place Montreal, Québec
Toronto, Ontario Canada, H2Y 1L6
Canada, M5X 1A1
(Executive Offices) (Head Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☐            Form 40-F  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

INCORPORATION BY REFERENCE

The information contained in this Form 6-K and any exhibits hereto shall be deemed filed with the Securities and Exchange Commission (“SEC”) solely for purposes of incorporation by reference into and as part of the following registration statements of the registrant on file with and declared effective by the SEC:

1. Registration Statement – Form F-3 – File<br>No. 333-214934
2. Registration Statement – Form F-3 – File<br>No. 333-264388
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3. Registration Statement – Form S-8 – File<br>No. 333-191591
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4. Registration Statement – Form S-8 – File<br>No. 333-180968
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5. Registration Statement – Form S-8 – File<br>No. 333-177579
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6. Registration Statement – Form S-8 – File<br>No. 333-177568
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7. Registration Statement – Form S-8 – File<br>No. 333-176479
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8. Registration Statement – Form S-8 – File<br>No. 333-175413
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9. Registration Statement – Form S-8 – File<br>No. 333-175412
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10. Registration Statement – Form S-8 – File<br>No. 333-113096
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11. Registration Statement – Form S-8 – File<br>No. 333-14260
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12. Registration Statement – Form S-8 – File<br>No. 33-92112
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13. Registration Statement – Form S-8 – File<br>No. 333-207739
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14. Registration Statement – Form S-8 – File<br>No. 333-237522
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BANK OF MONTREAL
By: /s/ Tayfun Tuzun
Name: Tayfun Tuzun
Title: Chief Financial Officer
Date: November 16, 2023 By: /s/ Paul V. Noble
Name: Paul V. Noble
Title: Corporate Secretary

EXHIBIT INDEX

Exhibit Description of Exhibit
99.1 Press Release – BMO Announces Results of Conversion Privilege of Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 44 (NVCC)

EX-99.1

Exhibit 99.1

LOGO

News

FOR IMMEDIATE RELEASE

BMO Announces Results of Conversion Privilege of Non-Cumulative 5-Year Rate ResetClass B Preferred Shares, Series 44 (NVCC)

TORONTO, November 16, 2023 – Bank of Montreal (the “Bank”) (TSX:BMO) (NYSE:BMO) today announced that none of its 16 million Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 44 (Non-Viability Contingent Capital (NVCC)) (the “Preferred Shares Series 44”) will be converted on November 25, 2023 into Non-Cumulative Floating Rate Class B Preferred Shares, Series 45 (Non-Viability Contingent Capital (NVCC)) of the Bank (the “Preferred Shares Series 45”).

During the conversion period which ran from October 26, 2023 to November 10, 2023, 93,870 Preferred Shares Series 44 were tendered for conversion into Preferred Shares Series 45, which is less than the minimum 1,000,000 required to give effect to the conversion, as described in the Preferred Shares Series 44 prospectus supplement dated September 10, 2018. As a result, no Preferred Shares Series 45 will be issued on November 25, 2023 and holders of Preferred Shares Series 44 will retain their shares.

The Preferred Shares Series 44 are currently listed on the Toronto Stock Exchange under the symbol BMO.PR.E. As previously announced on October 26, 2023, the dividend rate for the five-year period commencing on November 25, 2023 to, but excluding, November 25, 2028, will be 6.816 per cent.

About BMO Financial Group

BMO Financial Group is the eighth largest bank in North America by assets, with total assets of $1.25 trillion as of July 31, 2023. Serving customers for 200 years and counting, BMO is a diverse team of highly engaged employees providing a broad range of personal and commercial banking, wealth management, global markets and investment banking products and services to over 13 million customers across Canada, the United States, and in select markets globally. Driven by a single purpose, to Boldly Grow the Goodin business and life, BMO is committed to driving positive change in the world, and making progress for a thriving economy, sustainable future, and inclusive society.

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For News Media Enquiries:

Jeff Roman, Toronto, Jeff.Roman@bmo.com, (416) 867-3996

For Investor Relations Enquiries:

Bill Anderson, Toronto, bill2.anderson@bmo.com, (416) 867-7834

Internet: www.bmo.com                                      Twitter: @BMOMedia