6-K
Constellium SE (CSTM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2022
Commission File Number: 001-35931
Constellium SE
(Translation of registrant’s name into English)
| Washington Plaza | 300 East Lombard Street |
|---|---|
| 40-44 rue Washington | Suite 1710 |
| 75008 Paris | Baltimore, MD 21202 |
| France | United States |
| (Head Office) |
(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): Yes ☐ No ☒
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): Yes ☐ No ☒
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Constellium SE (the “Company”) posted voting results for matters submitted at its Annual Ordinary General Meeting of Shareholders held on June 10, 2022 (the “AGM”). The voting results are posted on the Company’s website and are attached and incorporated herein by reference as Exhibit 99.1.
The Company also issued a press release, attached hereto as Exhibit 99.2, announcing the appointment and re-appointment of certain directors, and listing all of the members of the Company’s Board of Directors following the AGM.
| Exhibit IndexNo. | |
|---|---|
| 99.1 | Voting results for Constellium SE’s 2022 Annual Ordinary General Meeting. |
| 99.2 | Press release issued by Constellium SE on June 21, 2022. |
The information contained in this Form 6-K is incorporated by reference into anyoffering circular or registration statement (or into any prospectus that forms a part thereof) filed by Constellium SE with the Securities and Exchange Commission.
SIGNATURE
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.
| CONSTELLIUM SE<br><br><br>(Registrant) | ||
|---|---|---|
| June 21, 2022 | By: | /s/ Peter R. Matt |
| Name: | Peter R. Matt | |
| Title: | Chief Financial Officer |
EX-99.1
| Exhibit 99.1 |
|---|
CONSTELLIUM SE 2022 ANNUAL ORDINARY GENERAL MEETING VOTING RESULTS
Total Shares Outstanding: 144,301,592
Total Shares Voted: 119,061,570
Total % of Shares Voted: 82.50%
| PROPOSALS /RESOLUTIONS | TOTAL SHARESVOTEDFOR | TOTAL SHAREDVOTEDAGAINST | ABSTENTIONS | |
|---|---|---|---|---|
| Resolution 1 | Appointment of Mr. Emmanuel Blot as a director for a term of three years | 118,950,108 | 76,075 | 35,387 |
| Resolution 2 | Re-appointment of Ms. Martha Brooks as a director for a term of three years | 118,523,455 | 501,053 | 37,062 |
| Resolution 3 | Re-appointment of Ms. Lori Walker as a director for a term of three years | 118,481,956 | 542,545 | 37,069 |
| Resolution 4 | Approval of the statutory financial statements and transactions for the financial year ended 31 December 2021 | 118,626,738 | 3,530 | 431,302 |
| Resolution 5 | Approval of the consolidated financial statements and transactions for the financial year ended 31 December 2021 | 118,626,743 | 3,530 | 431,297 |
| Resolution 6 | Discharge (quitus) of the directors, the Chief Executive Officer and the Statutory Auditors of the Company in respect of the performance of their duties for the financial year ended 31 December 2021 | 102,008,114 | 16,616,606 | 436,850 |
| Resolution 7 | Allocation of result of the Company for the financial year ended 31 December 2021 | 118,983,283 | 33,748 | 44,539 |
| Resolution 8 | Powers to carry out formalities | 118,980,238 | 34,547 | 46,785 |
EX-99.2
Exhibit 99.2
All voting items adopted at Constellium’s 2022 Shareholders’ Annual Ordinary General Meeting
Paris, June 21, 2022 – Constellium SE (NYSE: CSTM) held its Shareholders’ Annual Ordinary General Meeting (AGM) on June 10, 2022 in Paris, France. All voting items presented to the General Meeting were adopted, including the annual accounts for 2021 and the appointment of Directors.
Mr. Emmanuel Blot was appointed as a new Non-Executive Director to the Company’s Board of Directors for a term of three years.
Ms. Martha Brooks and Ms. Lori Walker were re-appointed to the Company’s Board of Directors for a term of three years.
As previously announced, Mr. Jean-Christophe Deslarzes was appointed as the new Chair of the Board, succeeding Mr. Dick Evans.
Constellium’s Chief Executive Officer Jean-Marc Germain commented: “It has been an honor and a privilege to closely work with Dick Evans. Dick has provided unrivalled expertise and experience to Constellium as a Director since 2011, then as Chair of our Board since 2013, and I am grateful for his immense contribution and for his dedication. I am delighted to welcome Jean-Christophe Deslarzes as new Chair of the Board, and I look forward to working with him to continue to drive our future growth.”
The Board of Directors now consists of: Mr. Jean-Christophe Deslarzes (Chair of the Board), Mr. Jean-Marc Germain (CEO), Mr. Emmanuel Blot, Ms. Isabelle Boccon-Gibod, Mr. Michiel Brandjes, Ms. Martha Brooks, Ms. Christine Browne, Mr. John Ormerod, Mr. Jean-Philippe Puig, Mr. Jean-François Verdier, Ms. Lori A. Walker and Ms. Wiebke Weiler.
For more information about the voting results for the 2022 AGM, please visit our website www.constellium.com.
About Constellium
Constellium (NYSE: CSTM) is a global sector leader that develops innovative, value added aluminium products for a broad scope of markets and applications, including aerospace, automotive and packaging. Constellium generated €6.2 billion of revenue in 2021.
www.constellium.com
2