Bank Of Nova Scotia 6-K, filed Apr 5, 2022
Bank Of Nova Scotia (BNS)
About this 6-K
Bank Of Nova Scotia filed this 6-K on April 5, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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: April 2022
Commission File Number: 002-09048
THE BANK OF NOVA SCOTIA
(Name of registrant)
44 King Street West, Scotia Plaza 8th floor, Toronto, Ontario, M5H 1H1
Attention: Secretary’s Department (Tel.: (416) 866-3672)
(Address of Principal Executive Offices)
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): ☐
This report on Form 6-K shall be deemed to be incorporated by reference in The Bank of Nova Scotia’s registration statements on Form S-8 (File No. 333-199099) and Form F-3 (File No. 333-261476) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
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.
| THE BANK OF NOVA SCOTIA | ||||||||
| Date: April 5, 2022 | By: | /s/ Nives Gaiotto | ||||||
| Name: Nives Gaiotto | ||||||||
| Title: Assistant Corporate Secretary | ||||||||
EXHIBIT INDEX
| Exhibit | Description of Exhibit | |
| 99.1 | Voting Results | |
Exhibit 99.1
THE BANK OF NOVA SCOTIA
Annual Meeting of Shareholders
April 5, 2022
REPORT OF VOTING RESULTS
in accordance with section 11.3 of National Instrument 51-102
Continuous Disclosure Obligations
The following matters were voted upon at the Annual Meeting of Shareholders of The Bank of Nova Scotia (the “Bank”) held on April 5, 2022. Each of the matters is described in greater detail in the Notice of the 190th Annual Meeting of Shareholders and Management Proxy Circular available at www.scotiabank.com in the Investor Relations section.
| 1. | Election of Directors |
Each of the 13 nominees listed in the Management Proxy Circular was elected as a Director of the Bank.
| Nominee |
Votes For | % For | Votes Withheld |
% Withheld | ||||||||||||
| Nora A. Aufreiter |
608,490,951 | 98.03 | % | 12,232,017 | 1.97 | % | ||||||||||
| Guillermo E. Babatz |
612,403,329 | 98.66 | % | 8,319,639 | 1.34 | % | ||||||||||
| Scott B. Bonham |
613,966,108 | 98.91 | % | 6,756,860 | 1.09 | % | ||||||||||
| Daniel (Don) H. Callahan |
619,293,476 | 99.77 | % | 1,429,492 | 0.23 | % | ||||||||||
| Lynn K. Patterson |
617,952,335 | 99.55 | % | 2,770,633 | 0.45 | % | ||||||||||
| Michael D. Penner |
611,928,595 | 98.58 | % | 8,794,372 | 1.42 | % | ||||||||||
| Brian J. Porter |
619,191,126 | 99.75 | % | 1,531,841 | 0.25 | % | ||||||||||
| Una M. Power |
606,244,468 | 97.67 | % | 14,478,500 | 2.33 | % | ||||||||||
| Aaron W. Regent |
602,495,245 | 97.06 | % | 18,227,722 | 2.94 | % | ||||||||||
| Calin Rovinescu |
610,389,563 | 98.34 | % | 10,333,405 | 1.66 | % | ||||||||||
| Susan L. Segal |
612,258,284 | 98.64 | % | 8,464,684 | 1.36 | % | ||||||||||
| L. Scott Thomson |
601,732,440 | 96.94 | % | 18,990,527 | 3.06 | % | ||||||||||
| Benita M. Warmbold |
613,355,588 | 98.81 | % | 7,367,380 | 1.19 | % | ||||||||||
| 2. | Appointment of Auditors |
KPMG LLP were appointed as auditors of the Bank.
| Votes For |
% For |
Votes Withheld |
% Withheld | |||
| 582,769,908 |
92.13% | 49,800,830 | 7.87% |
| 3. | Advisory vote on non-binding resolution on executive compensation approach |
| Votes For |
% For |
Votes Against |
% Against | |||
| 581,266,665 |
93.64% | 39,456,297 | 6.36% |
| 4. | Approval of amendments to the Stock Option Plan to increase the number of shares issuable under the plan |
| Votes For |
% For |
Votes Against |
% Against | |||
| 528,851,514 |
85.20% | 91,870,542 | 14.80% |
| 5. | Approval of amendments to the Stock Option Plan to amend the amending provisions of the plan |
| Votes For |
% For |
Votes Against |
% Against | |||
| 537,428,476 |
86.58% | 83,293,605 | 13.42% |
| 6. | Shareholder Proposal No. 1 |
| Votes For |
% For |
Votes Against |
% Against |
Abstentions* | ||||
| 27,346,784 |
4.43% | 590,500,687 | 95.57% | 2,856,721 |
| 7. | Shareholder Proposal No. 2 |
| Votes For |
% For |
Votes Against |
% Against |
Abstentions* | ||||
| 119,843,194 |
20.66% | 460,295,362 | 79.34% | 40,582,041 |
| 8. | Shareholder Proposal No. 3 |
| Votes For |
% For |
Votes Against |
% Against |
Abstentions* | ||||
| 56,995,726 |
9.23% | 560,228,245 | 90.77% | 3,495,872 |
| 9. | Shareholder Proposal No. 4 |
| Votes For |
% For |
Votes Against |
% Against |
Abstentions* | ||||
| 4,442,801 |
0.72% | 613,392,292 | 99.28% | 2,885,542 |
| * | An abstention is counted as present for quorum purposes but is not counted as a vote cast in determining whether the requisite majority of votes cast has approved the proposal. |
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