6-K

ROYAL BANK OF CANADA (RY)

6-K 2026-04-09 For: 2026-04-09
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or15d-16

under the Securities Exchange Act of 1934

For the month of April 2026

Commission File Number: 001-13928

Royal Bank of Canada

(Translation of registrant’s name into English)

200 Bay Street<br><br><br>Royal Bank Plaza<br> <br>Toronto,Ontario<br> <br>Canada M5J 2J5<br><br><br>Attention: Senior Vice-President,<br><br><br>Deputy General Counsel<br><br><br>& Corporate Secretary 1 Place Ville Marie<br><br><br>Montreal, Quebec<br> <br>CanadaH3B 3A9<br> <br>Attention: Senior Vice-President,<br><br><br>Deputy General Counsel<br><br><br>& Corporate Secretary

(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): ☐

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.

ROYAL BANK OF CANADA
Date: April 9, 2026 By: /s/ Jessica Clinton
Name: Jessica Clinton
Title: Senior Vice-President, Deputy<br> <br>General<br>Counsel & Corporate<br> <br>Secretary

EXHIBIT INDEX

Exhibit Description of Exhibit
99.1 Royal Bank of Canada – Report of Voting Results

EX-99.1

Exhibit 99.1

ROYAL BANK OF CANADA

Annual Meeting ofCommon Shareholders

Toronto, Ontario – April 9, 2026 (Hybrid Meeting)

REPORT OF VOTING RESULTS

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 common shareholders of Royal Bank of Canada (the “bank”) held on April 9, 2026. Full details of these matters are set out in the management proxy circular issued in connection with this meeting, which is available on our website at rbc.com/annualmeetings; the website of our transfer agent, Computershare Trust Company of Canada, at www.envisionreports.com/RBC2026; SEDAR+ at www.sedarplus.com and EDGAR at www.sec.gov.

1. Election of Directors

Each of the 13 nominees listed in the management proxy circular was elected as a director of the bank.

Nominee Votes for % for Votes withheld % withheld
Mirko<br>Bibic 703,713,924 98.92% 7,664,724 1.08%
Andrew A. Chisholm 702,869,082 98.80% 8,509,487 1.20%
Jacynthe<br>Côté 694,809,114 97.67% 16,569,404 2.33%
Toos N. Daruvala 704,234,858 99.00% 7,143,740 1.00%
Cynthia<br>Devine 701,334,165 98.59% 10,044,433 1.41%
Roberta L. Jamieson 704,016,336 98.97% 7,362,261 1.03%
David<br>McKay 708,199,754 99.55% 3,178,844 0.45%
Amanda Norton 708,542,126 99.60% 2,831,437 0.40%
Barry<br>Perry 708,759,905 99.63% 2,618,693 0.37%
Maryann Turcke 696,808,654 97.95% 14,569,944 2.05%
Thierry<br>Vandal 702,577,187 98.76% 8,801,410 1.24%
Frank<br>Vettese 708,665,298 99.62% 2,712,299 0.38%
Jeffery<br>Yabuki 706,982,575 99.38% 4,395,023 0.62%
2. Appointment of Auditor
--- ---

PricewaterhouseCoopers LLP was appointed as the auditor of the bank

Votes for % for Votes withheld % withheld
732,757,158 99.26% 5,429,752 0.74%
3. Advisory vote on the bank’s approach to executive compensation
--- ---
Votes for % for Votes against % against
--- --- --- ---
690,381,240 97.05% 20,992,753 2.95%
4. Proposal 1: Strengthening shareholder participation in Annual General Meetings (AGMs)
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
8,296,490 1.17% 700,251,779 98.83% 2,822,223
5. Proposal 2: Youth inclusion in bodies of the Bank
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
12,927,960 1.82% 695,790,495 98.18% 2,656,291
6. Proposal 3: A responsible, performance-based compensation policy
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
49,771,059 7.03% 658,231,729 92.97% 3,370,671
7. Proposal 4: Strategic diversification of skills within the Board of Directors
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
68,822,071 9.72% 639,180,713 90.28% 3,371,332
8. Proposal 5: Formal recognition of the systemic role of the Board of Directors
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
53,297,109 7.57% 650,655,360 92.43% 7,421,481
9. Proposal 6: Fighting against forced labour and child labour in loan and investmentportfolios
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
161,582,750 22.81% 546,881,674 77.19% 2,909,690
10. Proposal 7: Regulating AI to put humans first
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
178,286,616 25.16% 530,251,776 74.84% 2,835,688
11. Proposal 8: Public disclosure of non-confidential information, country-by-country reporting, pay ratios and tax havens
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
62,220,214 8.79% 645,901,272 91.21% 3,252,491
12. Proposal 9: Advisory vote on environmental policies
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
109,160,927 16.19% 565,185,293 83.81% 37,027,791
13. Proposal 10: Circular economy
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
86,573,547 12.23% 621,191,796 87.77% 3,608,767
14. Proposal 11: In-person shareholder meetings
--- ---
Votes for % for Votes against % against Abstentions*
--- --- --- --- ---
114,407,850 16.17% 593,110,295 83.83% 3,855,975

*An abstention is counted as present for quorum purposes but is not counted as a vote cast in determining whether the requisite majority of votes cast has approved the proposal.