6-K
GRANITE REAL ESTATE INVESTMENT TRUST (GRTUF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 6-K
REPORT OFFOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of: June 2024
GRANITE REALESTATE INVESTMENT TRUST
(Commission File Number: 001-35771)
(Name of registrant)
GRANITE REIT INC.
(Commission File Number: 001-35772)
(Name of registrant)
77 KingStreet West, Suite 4010, P.O. Box 159
Toronto-Dominion Centre
Toronto, Ontario
M5K 1H1
(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): ☐
DOCUMENTS FILED AS PART OF THIS FORM 6-K
See the Exhibit Index to this Form 6-K.
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.
| Date: June 6, 2024 | GRANITE REAL ESTATE INVESTMENT TRUST | ||
|---|---|---|---|
| By: | /s/ Teresa Neto | ||
| Name: | Teresa Neto | ||
| Title: | Chief Financial Officer | ||
| Date: June 6, 2024 | GRANITE REIT INC. | ||
| By: | /s/ Teresa Neto | ||
| Name: | Teresa Neto | ||
| Title: | Chief Financial Officer |
FORM 6-K EXHIBIT INDEX
EX-99.1
Exhibit 99.1
GRANITE ANNOUNCES VOTING RESULTS FROM ITS 2024 JOINT ANNUAL GENERAL AND
SPECIAL MEETINGS OF STAPLED UNITHOLDERS
June 6, 2024, Toronto, Ontario, Canada - Granite Real Estate Investment Trust (“Granite REIT”) and Granite REIT Inc. (“Granite GP”) (collectively, “Granite”) (TSX: GRT.UN / NYSE: GRP.U) announced today the results of the matters voted on at their joint annual general and special meetings of stapled unitholders held virtually earlier today (the “Meetings”). Each of the individuals nominated for election as a trustee of Granite REIT and a director of Granite GP, as set out Granite’s Management Information Circular dated April 10, 2024 (the “Circular”), were elected as set out below. In addition, the proposed arrangement to simplify Granite’s current stapled unit structure, as detailed in the Circular, and all other resolutions voted on at the Meetings, were approved by stapled unitholders.
A total of 49,511,964 stapled units (78.11% of outstanding stapled units) were represented in person or by proxy at the Meetings.
The results of the votes held at the Meetings are as follows:
| As Trustee of Granite REIT | As Director of Granite GP | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Nominee | Votes For | % | VotesWithheld | % | Votes For | % | VotesWithheld | % | ||||||||
| Peter Aghar | 49,190,867 | 99.92 | 40,777 | 0.08 | 49,189,797 | 99.91 | 41,847 | 0.09 | ||||||||
| Robert D. Brouwer | 49,188,272 | 99.91 | 43,372 | 0.09 | 49,185,167 | 99.91 | 46,477 | 0.09 | ||||||||
| Remco Daal | 49,193,094 | 99.92 | 38,550 | 0.08 | 49,192,744 | 99.92 | 38,900 | 0.08 | ||||||||
| Kevan Gorrie | 49,184,704 | 99.90 | 46,940 | 0.10 | 49,184,969 | 99.91 | 46,675 | 0.09 | ||||||||
| Fern Grodner | 49,182,209 | 99.90 | 49,435 | 0.10 | 49,184,111 | 99.90 | 47,533 | 0.10 | ||||||||
| Kelly Marshall | 49,137,863 | 99.81 | 93,781 | 0.19 | 49,135,980 | 99.81 | 95,664 | 0.19 | ||||||||
| Al Mawani | 49,181,539 | 99.90 | 50,105 | 0.10 | 49,182,571 | 99.90 | 49,073 | 0.10 | ||||||||
| Sheila A. Murray | 48,462,184 | 98.44 | 769,460 | 1.56 | 48,461,185 | 98.44 | 770,459 | 1.56 | ||||||||
| Emily Pang | 49,154,843 | 99.84 | 76,801 | 0.16 | 49,153,941 | 99.84 | 77,703 | 0.16 | ||||||||
| Jennifer Warren | 49,191,942 | 99.92 | 39,702 | 0.08 | 49,191,571 | 99.92 | 40,073 | 0.08 | ||||||||
| Votes<br>For | % | Votes<br>Withheld | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Re-appointment of Deloitte LLP as Auditors of Granite<br>REIT | 49,445,325 | 99.87 | 64,723 | 0.13 | ||||||||||||
| Re-appointment of Deloitte LLP as Auditors of Granite GP<br>and authorization of the directors of Granite GP to fix the remuneration of Deloitte LP | 49,444,857 | 99.87 | 65,190 | 0.13 | ||||||||||||
| Votes<br>For | % | VotesAgainst | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Non-binding advisory resolution on Granite’s approach<br>to executive compensation | 47,629,304 | 96.75 | 1,602,340 | 3.25 |
77 King Street West, Suite 4010 P.O. Box 159 Toronto-Dominion Centre Toronto, ON, Canada M5K 1H1 T 647.925.7500 granitereit.com
| Votes<br>For | % | VotesAgainst | % | |||||
|---|---|---|---|---|---|---|---|---|
| Special resolution approving the arrangement resolution of Granite REIT, as described in Appendix<br>“C” to the Circular | 49,043,705 | 99.62 | 187,839 | 0.38 | ||||
| Votes<br>For | % | VotesAgainst | % | |||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Special resolution approving the arrangement resolution of Granite GP, as described in Appendix<br>“C” to the Circular | 49,034,278 | 99.60 | 197,366 | 0.40 |
ABOUT GRANITE
Granite is a Canadian-based REIT engaged in the acquisition, development, ownership and management of logistics, warehouse and industrial properties in North America and Europe. Granite owns 143 investment properties representing approximately 63.3 million square feet of leasable area.
OTHER INFORMATION
Copies of financial data and other publicly filed documents about Granite are available through the internet on the Canadian Securities Administrators’ System for Electronic Data Analysis and Retrieval + (SEDAR+) which can be accessed at www.sedarplus.ca and on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR) which can be accessed at www.sec.gov.
For further information, please see our website at www.granitereit.com or contact Teresa Neto, Chief Financial Officer, at 647-925-7560 or Andrea Sanelli, Associate Director, Legal & Investor Services, at 647-925-7504.
77 King Street West, Suite 4010 P.O. Box 159 Toronto-Dominion Centre Toronto, ON, Canada M5K 1H1 T 647.925.7500 granitereit.com
EX-99.2
Exhibit 99.2
GRANITE REAL ESTATE INVESTMENT TRUST
(“Granite REIT”)
and
GRANITE REIT INC.
(“Granite GP”)
Report of Voting Results for Annual General and Special Meetings of Stapled Unitholders
This report is being filed pursuant to section 11.3 of National Instrument 51-102 – Continuous DisclosureObligations and discloses the voting results for each matter voted upon at the joint annual general and special meetings (the “Meetings”) of holders of stapled units (“Stapled Units”) of Granite REIT and Granite GP (together, “Granite”) held on June 6, 2024.
A total of 49,511,964 stapled units (78.11% of outstanding stapled units) were represented in person or by proxy at the Meetings.
| 1. | Each of the nominees listed in Granite’s Management Information Circular dated April 10, 2024 were<br>elected as trustees of Granite REIT and directors of Granite GP to hold office until the next annual general meeting or until their successors are duly elected or appointed. The outcome of the vote was as follows: | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| As Trustee of Granite REIT | As Director of Granite GP | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Nominee | Votes For | % | VotesWithheld | % | Votes For | % | VotesWithheld | % | ||||||||
| Peter Aghar | 49,190,867 | 99.92 | 40,777 | 0.08 | 49,189,797 | 99.91 | 41,847 | 0.09 | ||||||||
| Robert D. Brouwer | 49,188,272 | 99.91 | 43,372 | 0.09 | 49,185,167 | 99.91 | 46,477 | 0.09 | ||||||||
| Remco Daal | 49,193,094 | 99.92 | 38,550 | 0.08 | 49,192,744 | 99.92 | 38,900 | 0.08 | ||||||||
| Kevan Gorrie | 49,184,704 | 99.90 | 46,940 | 0.10 | 49,184,969 | 99.91 | 46,675 | 0.09 | ||||||||
| Fern Grodner | 49,182,209 | 99.90 | 49,435 | 0.10 | 49,184,111 | 99.90 | 47,533 | 0.10 | ||||||||
| Kelly Marshall | 49,137,863 | 99.81 | 93,781 | 0.19 | 49,135,980 | 99.81 | 95,664 | 0.19 | ||||||||
| Al Mawani | 49,181,539 | 99.90 | 50,105 | 0.10 | 49,182,571 | 99.90 | 49,073 | 0.10 | ||||||||
| Sheila A. Murray | 48,462,184 | 98.44 | 769,460 | 1.56 | 48,461,185 | 98.44 | 770,459 | 1.56 | ||||||||
| Emily Pang | 49,154,843 | 99.84 | 76,801 | 0.16 | 49,153,941 | 99.84 | 77,703 | 0.16 | ||||||||
| Jennifer Warren | 49,191,942 | 99.92 | 39,702 | 0.08 | 49,191,571 | 99.92 | 40,073 | 0.08 | ||||||||
| 2. | Deloitte LLP was re-appointed as auditor of each of Granite REIT and<br>Granite GP until the next annual general meeting or until a successor is appointed, and the board of directors of Granite GP was authorized to fix the remuneration of the auditor of Granite GP. The outcome of the vote was as follows:<br> | |||||||||||||||
| --- | --- | |||||||||||||||
| Votes<br>For | % | Votes<br>Withheld | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Re-appointment of Deloitte LLP as Auditors of Granite<br>REIT | 49,445,325 | 99.87 | 64,723 | 0.13 | ||||||||||||
| Re-appointment of Deloitte LLP as Auditors of Granite GP<br>and authorization of the directors of Granite GP to fix the remuneration of Deloitte LP | 49,444,857 | 99.87 | 65,190 | 0.13 | ||||||||||||
| 3. | The non-binding advisory resolution on Granite’s approach to<br>executive compensation was passed as follows: | |||||||||||||||
| --- | --- | |||||||||||||||
| Votes<br>For | % | VotesAgainst | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Non-binding advisory resolution on Granite’s approach<br>to executive compensation | 47,629,304 | 96.75 | 1,602,340 | 3.25 | ||||||||||||
| 4. | The special resolution approving the arrangement resolution of Granite REIT was passed as follows:<br> | |||||||||||||||
| --- | --- | |||||||||||||||
| Votes<br>For | % | VotesAgainst | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Special resolution approving the arrangement resolution of Granite REIT, as described in Appendix<br>“C” to the Circular | 49,043,705 | 99.62 | 187,839 | 0.38 | ||||||||||||
| 5. | The special resolution approving the arrangement resolution of Granite GP was passed as follows:<br> | |||||||||||||||
| --- | --- | |||||||||||||||
| Votes<br>For | % | VotesAgainst | % | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||
| Special resolution approving the arrangement resolution of Granite GP, as described in Appendix<br>“C” to the Circular | 49,034,278 | 99.60 | 197,366 | 0.40 | ||||||||||||
| DATED as of this 6^th^ day of June, 2024. | ||||||||||||||||
| --- | --- | |||||||||||||||
| GRANITE REAL ESTATE INVESTMENT TRUST | ||||||||||||||||
| By: | (signed) “Kevan Gorrie” | |||||||||||||||
| Kevan Gorrie | ||||||||||||||||
| President and Chief Executive Officer | ||||||||||||||||
| GRANITE REIT INC. | ||||||||||||||||
| By: | (signed) “Kevan Gorrie” | |||||||||||||||
| Kevan Gorrie | ||||||||||||||||
| President and Chief Executive Officer |