Rogers Communications Inc 6-K, filed Apr 23, 2020
Rogers Communications Inc (RCI)
About this 6-K
Rogers Communications Inc filed this 6-K on April 23, 2020.
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, 2020
Commission File Number 001-10805
ROGERS COMMUNICATIONS INC.
(Translation of registrant’s name into English)
333 Bloor Street East
10th Floor
Toronto, Ontario M4W 1G9
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 ☑
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 ☑
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.
| ROGERS COMMUNICATIONS INC. | ||||
| By: | /s/ Graeme McPhail | |||
| Name: | Graeme McPhail | |||
| Title: | Chief Legal and Regulatory Officer and Secretary | |||
Date: April 22, 2020
Exhibit Index
| Exhibit Number |
Description of Document | |
| 99.1 | Rogers Communications Announces Voting Results from Annual Meeting of Shareholders | |
| 99.2 | Report of Voting Results | |
Exhibit 99.1
Rogers Communications Announces Voting Results
from Annual Meeting of Shareholders
TORONTO, April 22, 2020 – Rogers Communications Inc., a leading diversified Canadian communications and media company, in accordance with Toronto Stock Exchange requirements, announced the voting results from its Annual General Meeting of Shareholders held earlier today.
Shareholders voted in favour of all items of business put forth at the meeting, including the appointment of KPMG LLP as its outside auditors and the election of all director nominees. A total of 108,897,003 Class A Voting shares representing 98.01% of the Company’s issued and outstanding Class A Voting stock were voted in connection with the election of directors.
| Director
|
Results
|
% of Shares Voted For
|
% of Shares Voted Withhold
| |||
| Bonnie R. Brooks |
Elected | 99.985% | 0.015% | |||
| John H. Clappison |
Elected | 99.996% | 0.004% | |||
| Robert Dépatie |
Elected | 99.996% | 0.004% | |||
| Robert J. Gemmell |
Elected | 99.996% | 0.004% | |||
| Alan D. Horn |
Elected | 99.980% | 0.020% | |||
| Ellis Jacob |
Elected | 99.996% | 0.004% | |||
| Philip B. Lind |
Elected | 99.980% | 0.020% | |||
| John A. MacDonald |
Elected | 99.996% | 0.004% | |||
| Isabelle Marcoux |
Elected | 99.999% | 0.001% | |||
| Joe Natale |
Elected | 99.980% | 0.020% | |||
| The Hon. David R. Peterson |
Elected | 99.975% | 0.025% | |||
| Edward S. Rogers |
Elected | 99.980% | 0.020% | |||
| Loretta A. Rogers |
Elected | 99.978% | 0.022% | |||
| Martha L. Rogers |
Elected | 99.973% | 0.027% | |||
| Melinda M. Rogers |
Elected | 99.978% | 0.022% | |||
A total of 108,943,888 Class A Voting shares representing 98.01% of the Company’s issued and outstanding Class A Voting stock were voted in connection with the appointment of auditors.
| Auditors
|
Results
|
% of Shares Voted For
|
% of Shares Voted Withhold
| |||
| KPMG LLP |
Appointed | 99.992% | 0.008% |
For director biographies, please visit https://investors.rogers.com/corporate-governance/board-of-directors/.
About the Company:
Rogers is a proud Canadian company dedicated to making more possible for Canadians each and every day. Our founder, Ted Rogers, purchased his first radio station, CHFI, in 1960. We have grown to become a leading technology and media company that strives to provide the very best in wireless, residential, sports, and media to Canadians and Canadian businesses. Our shares are publicly traded on the Toronto Stock Exchange (TSX: RCI.A and RCI.B) and on the New York Stock Exchange (NYSE: RCI). If you want to find out more about us, visit about.rogers.com.
For further information:
Investor Relations, 416.935.7777, investor.relations@rci.rogers.com
Exhibit 99.2
ROGERS COMMUNICATIONS INC.
Report of Voting Results
(Section 11.3 of National Instrument 51-102)
In accordance with section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the Annual General Meeting of Rogers Communications Inc. (the “Corporation”) held on April 22, 2020.
Class A Voting Shareholders
1. Election of Directors
Resolutions electing the following 15 individuals as directors of the Corporation until the next annual general meeting were passed with the following results:
| Bonnie R. Brooks Shares Voted For: Withheld: |
108,880,670 16,333 |
John H. Clappison Shares Voted For: Withheld: |
108,892,652 4,351 | |||
| Robert Dépatie Shares Voted For: Withheld: |
108,892,646 4,357 |
Robert J. Gemmell Shares Voted For: Withheld: |
108,892,546 4,457 | |||
| Alan D. Horn Shares Voted For: Withheld: |
108,874,839 22,164 |
Ellis Jacob Shares Voted For: Withheld: |
108,892,646 4,357 | |||
| Philip B. Lind Shares Voted For: Withheld: |
108,874,634 22,369 |
John A. MacDonald Shares Voted For: Withheld: |
108,892,546 4,457 | |||
| Isabelle Marcoux Shares Voted For: Withheld: |
108,895,378 1,625 |
Joe Natale Shares Voted For: Withheld: |
108,874,888 22,115 | |||
| David R. Peterson Shares Voted For: Withheld: |
108,870,194 26,809 |
Edward S. Rogers Shares Voted For: Withheld: |
108,874,720 22,283 | |||
| Loretta A. Rogers Shares Voted For: Withheld: |
108,872,760 24,243 |
Martha L. Rogers Shares Voted For: Withheld: |
108,867,630 29,373 | |||
| Melinda M. Rogers |
||||||
| Shares Voted For: Withheld: |
108,873,020 23,983 |
|||||
2. Appointment of Auditors
A resolution appointing KPMG LLP as auditors of the Corporation until the Corporation’s next annual shareholders meeting was approved for the ensuing year with 108,935,234 shares voted in favour of their appointment and 8,654 withheld.
For additional information, please see the Corporation’s management information circular dated March 5, 2020, a copy of which is available on SEDAR at www.sedar.com.
Toronto, Ontario April 22, 2020
| ROGERS COMMUNICATIONS INC. | ||
| Per: | “Graeme McPhail” | |
| Graeme McPhail Chief Legal and Regulatory Officer and Secretary | ||