Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
29 May 2024 - 9:18PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
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 2024 |
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Commission File Number: 1-14830 |
GILDAN ACTIVEWEAR INC. |
(Translation of registrant’s name into English) |
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600 de Maisonneuve Boulevard West
33rd Floor
Montréal, Québec
Canada H3A 3J2 |
(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 þ
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.
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GILDAN ACTIVEWEAR INC. |
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Date: May 29, 2024 |
By: |
/s/ Michelle Taylor |
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Name: |
Michelle Taylor |
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Title: |
Vice-President, General Counsel and Corporate Secretary |
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EXHIBIT INDEX
EXHIBIT 99.1
VIA SEDAR+
May 29,
2024
Subject: |
Gildan Activewear Inc. (the “Corporation”) |
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Report of Voting Results Pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”) |
Following
the annual meeting of shareholders of the Corporation held on May 28, 2024 (the “Meeting”), and in accordance with section
11.3 of NI 51-102, we hereby advise you of the following voting results obtained at the Meeting. As a result of the prior directors
having all resigned in advance of the annual meeting and their decision not to present themselves for election, only eight director nominees
were presented for election at the annual meeting. According to the Scrutineers’ report, shareholders were present at the Meeting,
or represented by proxy, representing 136,155,429 common shares or 80.76% of the 168,589,957 shares outstanding on the April 23, 2024
record date for the Meeting.
| 1. | Appointment of Auditors |
A ballot
was conducted with respect to the appointment of auditors. According to proxies received and ballots cast, KPMG LLP were appointed as
the Corporation’s auditors for the ensuing year, at such remuneration as may be fixed by the Board of Directors with the following
results:
| |
VOTES FOR | |
% | |
VOTES WITHHELD | |
% |
| Appointment of Auditors | | |
| 129,803,676 | | |
| 95.35 | % | |
| 6,330,249 | | |
| 4.65 | % |
A ballot
was conducted with respect to the election of directors. According to proxies received and ballots cast, the following individuals were
elected as directors of the Corporation until the next annual shareholders’ meeting, with the following results:
NAME OF NOMINEE | |
VOTES FOR | |
% | |
VOTES WITHHELD | |
% |
Michael Kneeland | |
| 114,088,449 | | |
| 85.37 | % | |
| 19,552,254 | | |
| 14.63 | % |
Glenn J. Chamandy | |
| 111,752,888 | | |
| 83.62 | % | |
| 21,888,991 | | |
| 16.38 | % |
Michener Chandlee | |
| 113,396,554 | | |
| 84.84 | % | |
| 20,260,388 | | |
| 15.16 | % |
Ghislain Houle | |
| 113,368,568 | | |
| 84.83 | % | |
| 20,272,127 | | |
| 15.17 | % |
Mélanie Kau | |
| 114,129,217 | | |
| 85.39 | % | |
| 19,531,050 | | |
| 14.61 | % |
Peter Lee | |
| 110,678,904 | | |
| 82.82 | % | |
| 22,958,401 | | |
| 17.18 | % |
Karen Stuckey | |
| 132,484,543 | | |
| 99.00 | % | |
| 1,341,050 | | |
| 1.00 | % |
J.P. Towner | |
| 132,448,127 | | |
| 98.98 | % | |
| 1,358,969 | | |
| 1.02 | % |
| 3. | Advisory Vote on Executive Compensation |
A
ballot was conducted with respect to the adoption of an advisory vote on executive compensation. According to proxies received and ballots
cast, a majority of shareholders voted for the non-binding Advisory Vote on Executive Compensation, as per the following
results:
| |
VOTES FOR | |
% | |
VOTES AGAINST | |
% |
Advisory Vote on Executive Compensation | |
| 96,994,211 | | |
| 73.77 | % | |
| 34,481,778 | | |
| 26.23 | % |
A
ballot was conducted with respect to the adoption of a shareholder proposal submitted by the British Columbia General Employees’
Union. According to proxies received and ballots cast, a majority of shareholders voted against the shareholder proposal,
as per the following results:
| |
VOTES FOR | |
% | |
VOTES AGAINST | |
% |
Shareholder Proposal | |
| 17,778,970 | | |
| 13.52 | % | |
| 113,679,318 | | |
| 86.48 | % |
Yours truly, |
|
(s) Michelle Taylor |
Michelle Taylor |
Vice-President, General Counsel and Corporate Secretary |
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