6-K
BANK OF MONTREAL /CAN/ (BMO)
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: October, 2023 | Commission File Number: 001-13354 |
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BANK OF MONTREAL
(Name of Registrant)
| 100 King Street West | |
|---|---|
| 1 First Canadian Place | 129 rue Saint-Jacques |
| Toronto, Ontario | Montreal, Québec |
| Canada, M5X 1A1 | Canada, H2Y 1L6 |
| (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 |
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| 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 |
| --- | --- |
| 4. | Registration Statement – Form S-8 – File<br>No. 333-180968 |
| --- | --- |
| 5. | Registration Statement – Form S-8 – File<br>No. 333-177579 |
| --- | --- |
| 6. | Registration Statement – Form S-8 – File<br>No. 333-177568 |
| --- | --- |
| 7. | Registration Statement – Form S-8 – File<br>No. 333-176479 |
| --- | --- |
| 8. | Registration Statement – Form S-8 – File<br>No. 333-175413 |
| --- | --- |
| 9. | Registration Statement – Form S-8 – File<br>No. 333-175412 |
| --- | --- |
| 10. | Registration Statement – Form S-8 – File<br>No. 333-113096 |
| --- | --- |
| 11. | Registration Statement – Form S-8 – File<br>No. 333-14260 |
| --- | --- |
| 12. | Registration Statement – Form S-8 – File<br>No. 33-92112 |
| --- | --- |
| 13. | Registration Statement – Form S-8 – File<br>No. 333-207739 |
| --- | --- |
| 14. | Registration Statement – Form S-8 – File<br>No. 333-237522 |
| --- | --- |
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: October 26, 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 Dividend Rates on Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 44 (NVCC) and Non-Cumulative Floating Rate Class B Preferred Shares, Series 45 (NVCC) |
EX-99.1
Exhibit 99.1

NEWS
FOR IMMEDIATE RELEASE
BMO Announces Dividend Rates on Non-Cumulative 5-Year Rate Reset Class BPreferred Shares, Series 44 (NVCC) and Non-Cumulative Floating Rate Class B Preferred Shares, Series 45 (NVCC)
TORONTO, October 26, 2023 – Further to the announcement by Bank of Montreal (the “Bank”) (TSX:BMO) (NYSE:BMO) on October 19, 2023, the Bank today announced the applicable dividend rates for its Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 44 (Non-Viability Contingent Capital (NVCC)) (the “Preferred Shares Series 44”) and Non-Cumulative Floating Rate Class B Preferred Shares, Series 45 (Non-Viability Contingent Capital (NVCC)) (the “Preferred Shares Series 45”).
With respect to any Preferred Shares Series 44 that remain outstanding after November 25, 2023, commencing as of such date, holders thereof will be entitled to receive fixed rate non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board of Directors of the Bank and subject to the provisions of the Bank Act (Canada). 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. This dividend rate is equal to the sum of the five-year Government of Canada bond yield as at October 26, 2023 plus 2.68 per cent, as determined in accordance with the terms of the Preferred Shares Series 44.
With respect to any Preferred Shares Series 45 that may be issued on November 25, 2023, holders thereof will be entitled to receive floating rate non-cumulative preferential cash dividends on a quarterly basis, calculated on the basis of the actual number of days elapsed in each quarterly floating rate period divided by 365, as and when declared by the Board of Directors of the Bank and subject to the provisions of the Bank Act (Canada). The dividend rate for the three-month period commencing on November 25, 2023 to, but excluding, February 25, 2024, will be 7.841 per cent. This dividend rate is equal to the sum of the three-month Government of Canada Treasury bill yield as at October 26, 2023 plus 2.68 per cent, as determined in accordance with the terms of the Preferred Shares Series 45.
Beneficial owners of Preferred Shares Series 44 who wish to exercise their right of conversion should communicate as soon as possible with their broker or other nominee and ensure that they follow their instructions in order to ensure that they meet the deadline to exercise such right, which is 5:00 p.m. (ET) on November 10, 2023.
Conversion enquiries should be directed to BMO’s Registrar and Transfer Agent, Computershare Trust Company of Canada, at 1-800-340-5021.
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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