6-K
Hydro One Ltd (HRNNF)
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 2024
Commission File Number: 333-225519-01
HYDRO ONE LIMITED
(Translation of Registrant’s name into English)
483 BayStreet, South Tower, 8th Floor, Toronto Ontario M5G 2P5 Canada
(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 ☒
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.
| HYDRO ONE LIMITED<br> <br><br><br><br>/s/ Cassidy McFarlane |
|---|
| Name: Cassidy McFarlane |
| Title: General Counsel |
| Date: June 5, 2024 |
EXHIBIT INDEX
| 99.1 | Press Release dated June 5, 2024 |
|---|---|
| 99.2 | Report of Voting Results dated June 5, 2024 |
| --- | --- |
EX-99.1
Exhibit 99.1
Hydro One Limited Announces Voting Results from Annual Meeting of Shareholders
TORONTO, June 5, 2024 – Hydro One Limited (Hydro One) (TSX: H), in accordance with Toronto Stock Exchange requirements, announced the voting results from its annual meeting of shareholders (AGM) held virtually on June 5, 2024.
A total of 492,430,079 shares representing 82.15% **** of Hydro One’s issued and outstanding common shares were voted in connection with the meeting. Shareholders voted in favour of all items of business put forth at the meeting as follows:
Election of Directors
Each of the 11 director nominees listed in the information circular for the 2024 AGM was elected as a director of Hydro One to serve until the next annual meeting of shareholders or until their respective successors are elected or appointed.
| Director | Votes For (Percent) | Votes Withheld (Percent) | ||||
|---|---|---|---|---|---|---|
| Cherie Brant | 99.58 | % | 0.42 | % | ||
| David Hay | 99.19 | % | 0.81 | % | ||
| Timothy Hodgson | 99.06 | % | 0.94 | % | ||
| David Lebeter | 99.96 | % | 0.04 | % | ||
| Stacey Mowbray | 99.03 | % | 0.97 | % | ||
| Mitch Panciuk | 99.75 | % | 0.25 | % | ||
| Mark Podlasly | 99.62 | % | 0.38 | % | ||
| Helga Reidel | 99.76 | % | 0.24 | % | ||
| Melissa Sonberg | 99.26 | % | 0.74 | % | ||
| Brian Vaasjo | 99.93 | % | 0.07 | % | ||
| Susan Wolburgh Jenah | 99.48 | % | 0.52 | % |
Appointment of External Auditors
KPMG LLP was appointed as Hydro One’s external auditors for the ensuing year and the directors were authorized to fix their remuneration.
| Votes For (Percent) | Votes Withheld (Percent) |
|---|---|
| 99.35% | 0.65% |
Advisory Resolution on Approach to Executive Compensation
The advisory resolution on Hydro One’s approach to executive compensation was approved.
| Votes For (Percent) | Votes Against (Percent) |
|---|---|
| 96.85% | 3.15% |
Hydro One Limited (TSX: H)
Hydro One Limited, through its wholly-owned subsidiaries, is Ontario’s largest electricity transmission and distribution provider with approximately 1.5 million valued customers, approximately $32.8 billion in assets as at December 31, 2023, and annual revenues in 2023 of approximately $7.8 billion.
Our team of approximately 9,700 skilled and dedicated employees proudly build and maintain a safe and reliable electricity system which is essential to supporting strong and successful communities. In 2023, Hydro One invested approximately $2.5 billion in its transmission and distribution networks, and supported the economy through buying approximately $2.5 billion of goods and services.
We are committed to the communities where we live and work through community investment, sustainability and diversity initiatives.
Hydro One Limited’s common shares are listed on the TSX and certain of Hydro One Inc.’s medium term notes are listed on the NYSE. Additional information can be accessed at www.hydroone.com, www.sedarplus.com or www.sec.gov.
Forward-Looking Statements andInformation:
This press release may contain “forward-looking information” within the meaning of applicable securities laws. Words such as “expect”, “anticipate”, “intend”, “attempt”, “may”, “plan”, “will”, “can”, “believe”, “seek”, “estimate”, and variations of such words and similar expressions are intended to identify such forward-looking information. These statements are not guarantees of future performance or actions and involve assumptions and risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed, implied or forecasted in such forward-looking information. Some of the factors that could cause actual results or outcomes to differ materially from the results expressed, implied or forecasted by such forward-looking information, including some of the assumptions used in making such statements, are discussed more fully in Hydro One’s filings with the securities regulatory authorities in Canada, which are available on SEDAR+ at www.sedarplus.com. Hydro One does not intend, and it disclaims any obligation, to update any forward-looking information, except as required by law.
For further information, please contact:
Investors:
Omar Javed, Vice President, Investor Relations
investor.relations@hydroone.com
416-345-5943 ****
Media:
Media Relations
Media.relations@hydroone.com
1-877-506-7584 (toll-free Ontario only) or 416-345-6868
EX-99.2
Exhibit 99.2
Hydro One Limited
ANNUAL MEETING OF SHAREHOLDERS
Toronto, Ontario
June 5, 2024
REPORT OF VOTING RESULTS
Prepared in accordance with Section 11.3 of
National Instrument 51-102 Continuous Disclosure Obligations
The following matters were voted on at the annual meeting of shareholders (the “Meeting”) of Hydro One Limited (the “Company”) held virtually on June 5, 2024. Each of the matters set out below is described in greater detail in the management information circular of the Company prepared in connection with the Meeting, which can be found at https://www.hydroone.com/about/corporate-information/governance/annual-shareholder-meeting-materials.
| 1. | Election of Directors |
|---|
Each of the 11 director nominees proposed for election was elected as a director of Hydro One to serve until the next annual meeting of shareholders or until their respective successors are elected or appointed.
| Votes For (Percent) | Votes Withheld(Percent) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Director | # | % | # | % | ||||||
| Cherie Brant | 489,959,865 | 99.58 | % | 2,054,979 | 0.42 | % | ||||
| David Hay | 488,011,452 | 99.19 | % | 4,003,892 | 0.81 | % | ||||
| Timothy Hodgson | 487,419,712 | 99.06 | % | 4,603,947 | 0.94 | % | ||||
| David Lebeter | 491,847,829 | 99.96 | % | 175,730 | 0.04 | % | ||||
| Stacey Mowbray | 487,234,665 | 99.03 | % | 4,788,994 | 0.97 | % | ||||
| Mitch Panciuk | 490,779,801 | 99.75 | % | 1,242,608 | 0.25 | % | ||||
| Mark Podlasly | 490,161,316 | 99.62 | % | 1,862,233 | 0.38 | % | ||||
| Helga Reidel | 490,831,283 | 99.76 | % | 1,192,376 | 0.24 | % | ||||
| Melissa Sonberg | 488,380,864 | 99.26 | % | 3,633,880 | 0.74 | % | ||||
| Brian Vaasjo | 491,664,869 | 99.93 | % | 358,590 | 0.07 | % | ||||
| Susan Wolburgh Jenah | 489,473,608 | 99.48 | % | 2,540,170 | 0.52 | % | ||||
| 2. | Appointment of External Auditors | |||||||||
| --- | --- |
KPMG LLP was appointed as Hydro One’s external auditors for the ensuing year and the directors were authorized to fix their remuneration.
| Votes For (Percent) | Votes Withheld (Percent) | ||
|---|---|---|---|
| # | % | # | % |
| 489,224,092 | 99.35% | 3,205,987 | 0.65% |
| 3. | Advisory Resolution on Approach to Executive Compensation | ||
| --- | --- |
The advisory resolution on Hydro One’s approach to executive compensation was approved.
| Votes For (Percent) | Votes Against (Percent) | ||
|---|---|---|---|
| # | % | # | % |
| 476,500,309 | 96.85% | 15,521,807 | 3.15% |
DATED this 5^th^ day of June 2024.
| HYDRO ONE LIMITED | |
|---|---|
| /s/ Cassidy McFarlane | |
| Name: | Cassidy McFarlane |
| Title: | General Counsel |
[Report of Voting Results (2024 AGM) – Hydro One Limited]