Suncor Energy Inc 6-K, filed May 5, 2021

FORM 6-K

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d - 16 of

the Securities Exchange Act of 1934

For the month of:  May, 2021	Commission File Number:  1-12384

SUNCOR ENERGYINC.

(Name of registrant)

150 – 6th Avenue S.W.

P.O. Box 2844

Calgary, Alberta

Canada, T2P 3E3

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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

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.

	SUNCOR ENERGY INC.
Date:	By:
May 5, 2021	“Shawn Poirier
	Shawn Poirier
	Assistant Corporate Secretary

EXHIBIT INDEX

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Exhibit	Description of Exhibit
99.1	News Release dated May 4, 2021, Suncor Energy reports voting results from Annual Meeting
99.2	Report of Voting Results

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EXHIBIT 99.1

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News Release dated May 4, 2021, Suncor Energy reports voting results from Annual Meeting

FOR IMMEDIATE RELEASE

Suncor Energy reports voting results from Annual Meeting

Calgary, Alberta (May 4, 2021) – Suncor held its Annual Meeting in Calgary today. A total of approximately 1.05 billion shares (approximately 68.83% of outstanding common shares) were represented in person or by proxy.

Shareholders voted as follows on the matters before the meeting:

1.	Shareholders elected the following eleven board members (ten of whom are independent), with shares represented at the meeting voting<br>in favour of individual directors as follows:
Patricia M. Bedient	99.78%
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John D. Gass	98.13%
Russell Girling	99.70%
Jean Paul Gladu	98.78%
Dennis M. Houston	98.66%
Mark S. Little	99.69%
Brian P. MacDonald	99.70%
Maureen McCaw	98.50%
Lorraine Mitchelmore	99.84%
Eira M. Thomas	97.14%
Michael M. Wilson	97.85%
2.	Shareholders appointed KPMG LLP as Suncor’s auditors.
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3.	The resolution to increase the number of common shares of Suncor reserved for issuance pursuant to the Suncor Energy Inc. Stock Option<br>Plan by an additional 15,000,000 common shares was approved with 90.24% of shares represented at the meeting voting in favour.
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4.	Management’s approach to executive compensation (say on pay) disclosed in Suncor’s management proxy circular dated February<br>24, 2021 was approved with 93.03% of shares represented at the meeting voting in favour.
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Note: the biographies of Board members and further details aboutSuncor’s corporate governance practices are available at suncor.com.

The text of remarks by Mark Little, president and chief executive officer, and Alister Cowan, chief financial officer, are available at suncor.com/speeches.

An archive of the webcast of the meeting will be available for the next 90 days at suncor.com/webcasts.

Suncor Energy is Canada's leading integrated energy company.Suncor's operations include oil sands development and upgrading, offshore oil and gas production, petroleum refining, and productmarketing under the Petro-Canada brand. A member of Dow Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working toresponsibly develop petroleum resources while also growing a renewable energy portfolio. Suncor is listed on the UN Global Compact 100 stock index. Suncor's common shares (symbol: SU) are listed on the Toronto and New Yorkstock exchanges.

Suncor Energy

150 6 Avenue S.W. Calgary, Alberta T2P 3E3

suncor.com

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For more information about Suncor, visit our web site at suncor.com, follow us on Twitter @Suncor or Living our Purpose.

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Media inquiries:

1-833-296-4570

media@suncor.com

Investor inquiries:

1-800-558-9071

invest@suncor.com

EXHIBIT 99.2

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Report of Voting Results

Annual Meeting of Shareholders of

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SUNCOR ENERGY INC.

(“Suncor”)

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May 4, 2021

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REPORT OF VOTING RESULTS

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National Instrument 51-102 – ContinuousDisclosure Obligations

Section 11.3

Matters Voted Upon

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1.	By resolution passed by vote conducted by ballot, the following directors were elected to hold office until the next annual meeting<br>of shareholders:
Name	Votes For		%		Votes Withheld		%
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Patricia M. Bedient		1,010,144,552		99.78		2,245,194		0.22
John D. Gass		993,444,196		98.13		18,945,550		1.87
Russell Girling		1,009,379,214		99.70		3,010,533		0.30
Jean Paul Gladu		1,000,023,977		98.78		12,365,769		1.22
Dennis M. Houston		998,805,895		98.66		13,583,850		1.34
Mark S. Little		1,009,293,051		99.69		3,096,696		0.31
Brian P. MacDonald		1,009,305,400		99.70		3,084,345		0.30
Maureen McCaw		997,187,561		98.50		15,202,185		1.50
Lorraine Mitchelmore		1,010,751,125		99.84		1,638,622		0.16
Eira M. Thomas		983,443,451		97.14		28,946,294		2.86
Michael M. Wilson		990,584,902		97.85		21,804,844		2.15
2.	By resolution passed by vote conducted by ballot, KPMG LLP, Chartered Professional Accountants, was appointed to serve as Suncor’s<br>independent auditors until the next annual meeting of shareholders.
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3.	A resolution to increase the number of common shares of Suncor reserved for issuance pursuant to the Suncor Energy Inc. Stock Option<br>Plan by an additional 15,000,000 common shares was approved by a vote, conducted by ballot, of 913,597,491<br>(90.24%) for and 98,792,248 (9.76%) against.
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4.	Management’s approach to executive compensation (say on pay) disclosed in Suncor’s management proxy circular dated February<br>24, 2021 was approved by a vote, conducted by ballot, of 941,808,575 (93.03%)<br>for and 33,645,773 (6.97%) against.
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