6-K
FirstService Corp (FSV)
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 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of: April 2023
Commission file number 001-36897
FIRSTSERVICE CORPORATION
(Translation of registrant’s name into English)
1255 Bay Street, Suite 600
Toronto, Ontario, Canada
M5R 2A9
(Address of principal executive 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 [X]
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, hereunto duly authorized.
| FIRSTSERVICE CORPORATION | |
|---|---|
| Date: April 6, 2023 | /s/ Jeremy Rakusin |
| Name: Jeremy Rakusin | |
| Title: Chief Financial Officer |
EXHIBIT INDEX
EXHIBIT 99.1
FIRSTSERVICE CORPORATION
(“FirstService”)
Annual and Special Meeting of
FirstService Shareholders held on April 6, 2023
REPORT OF VOTING RESULTS
Pursuant to Section 11.3 of National Instrument 51-102 – ContinuousDisclosure Obligations
| Brief Description of<br><br> <br>Matter Voted Upon | Outcome of Vote ^(1)^ | Proxies/Votes Received | ||||
|---|---|---|---|---|---|---|
| For | Against | Withheld | Not Voted | |||
| 1. | Appointment of Pricewaterhouse-Coopers LLP, Chartered Accountants and Licensed Public Accountants, as the independent auditors of FirstService until the close of the next annual meeting of the shareholders and authorizing the directors of FirstService to fix their remuneration | Approved | 37,713,013<br><br> <br>(99.79%) | – | 79,295<br><br> <br>(0.21%) | – |
| 2. | Individual election, as directors of FirstService, of the eight nominees named in the Management Information Circular of FirstService dated February 27, 2023 (the “Circular”) | |||||
| · Yousry<br>Bissada | Approved | 34,129,823<br><br> <br>(90.31%) | – | 3,662,485<br><br> <br>(9.69%) | – | |
| · Elizabeth<br>Carducci | Approved | 37,753,984<br><br> <br>(99.90%) | – | 38,324<br><br> <br>(0.10%) | – | |
| · Steve<br>H. Grimshaw | Approved | 34,093,146<br><br> <br>(90.21%) | – | 3,699,162<br><br> <br>(9.79%) | – | |
| · Jay<br>S. Hennick | Approved | 33,972,229<br><br> <br>(89.89%) | – | 3,820,079<br><br> <br>(10.11%) | – | |
| · D.<br>Scott Patterson | Approved | 37,731,508<br><br> <br>(99.84%) | – | 60,800<br><br> <br>(0.16%) | – | |
| · Frederick<br>F. Reichheld | Approved | 34,372,958<br><br> <br>(90.95%) | – | 3,419,350<br><br> <br>(9.05%) | – | |
| · Joan<br>Eloise Sproul | Approved | 37,426,446<br><br> <br>(99.03%) | – | 365,862<br><br> <br>(0.97%) | – | |
| · Erin<br>J. Wallace | Approved | 28,489,026<br><br> <br>(75.38%) | – | 9,303,282<br><br> <br>(24.62%) | – | |
| 3. | In respect of approving an amendment to the FirstService Stock Option Plan to increase the maximum number of Common Shares reserved for issuance pursuant to the exercise of stock options granted thereunder by 1,900,000, and to ratify and approve the issuance of certain stock options granted to certain employees of FirstService, all as more particularly set forth and described in the Circular | Approved | 25,142,877<br><br> <br>(66.53%) | 12,649,431<br><br> <br>(33.47%) | – | – |
| 4. | Non-binding advisory resolution on FirstService’s approach to executive compensation as set out in the Circular | Approved | 30,811,478<br><br> <br>(81.53%) | 6,980,829<br><br> <br>(18.47%) | – | – |
| ^(1)^ | The number of votes disclosed for each of items 1 through 4 reflects proxies received by management in<br>advance of the meeting and votes made on each ballot at the meeting. | |||||
| --- | --- |
DATED: April 6, 2023
EdgarFiling EXHIBIT 99.2
FirstService Announces Election of Directors
TORONTO, April 06, 2023 (GLOBE NEWSWIRE) -- FirstService Corporation (TSX: FSV) (NASDAQ: FSV) (“FirstService”) today announced that at its annual and special meeting of shareholders, held virtually earlier today, the eight director nominees listed in FirstService’s management information circular dated February 27, 2023 (the “Circular”) were elected as directors of FirstService. Directors have been elected to serve until the close of the next annual meeting of shareholders. The detailed results of the vote are set out below.
| Nominee | Votes For | % Votes For | Votes Withheld | % Votes Withheld |
|---|---|---|---|---|
| Yousry Bissada | 34,129,823 | 90.31% | 3,662,485 | 9.69% |
| Elizabeth Carducci | 37,753,984 | 99.90% | 38,324 | 0.10% |
| Steve H. Grimshaw | 34,093,146 | 90.21% | 3,699,162 | 9.79% |
| Jay S. Hennick | 33,972,229 | 89.89% | 3,820,079 | 10.11% |
| D. Scott Patterson | 37,731,508 | 99.84% | 60,800 | 0.16% |
| Frederick F. Reichheld | 34,372,958 | 90.95% | 3,419,350 | 9.05% |
| Joan Eloise Sproul | 37,426,446 | 99.03% | 365,862 | 0.97% |
| Erin J. Wallace | 28,489,026 | 75.38% | 9,303,282 | 24.62% |
FirstService shareholders also approved the appointment of PricewaterhouseCoopers LLP as the auditor of FirstService for the ensuing year, an amendment to the FirstService stock option plan along with ratifying and approving the issuance of certain stock options granted to certain employees of FirstService and a non-binding advisory resolution on FirstService’s approach to executive compensation, all as set out in the Circular.
About FirstService Corporation
FirstService Corporation is a North American leader in the property services sector, serving its customers through two industry-leading service platforms: FirstService Residential — North America’s largest manager of residential communities; and FirstService Brands — one of North America’s largest providers of essential property services delivered through individually branded franchise systems and company-owned operations.
FirstService generates more than US$3.7 billion in annual revenues and has approximately 27,000 employees across North America. With significant insider ownership and an experienced management team, FirstService has a long-term track record of creating value and superior returns for shareholders. The common shares of FirstService trade on the NASDAQ and the Toronto Stock Exchange under the symbol “FSV”, and are included in the S&P/TSX 60 Index. More information is available at www.firstservice.com.
COMPANY CONTACTS:
D. Scott Patterson Chief Executive Officer (416) 960-9566
Jeremy Rakusin Chief Financial Officer (416) 960-9566