Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

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

Commission File Number: 1-14830

 

GILDAN ACTIVEWEAR INC.

(Translation of registrant’s name into English)

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.

 

	GILDAN ACTIVEWEAR INC.
Date: May 29, 2024	By:	/s/ Michelle Taylor
		Name:	Michelle Taylor
		Title:	Vice-President, General Counsel and Corporate Secretary

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit		Description of Exhibit
99.1		Voting Results

 

 

 

 

 

 

 

EXHIBIT 99.1

 

 

VIA SEDAR+

May 29, 2024

Subject:	Gildan Activewear Inc. (the “Corporation”)
	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	%

2.

Election of Directors

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:

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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	%

 

4.

Shareholder Proposal

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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