UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 22, 2020
Gates Industrial Corporation plc
(Exact Name of Registrant as Specified in its Charter)
 
 
 
England and Wales
001-38366
98-1395184
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1144 Fifteenth Street, Denver, Colorado 80202
(Address of Principal Executive Offices) (Zip Code)
(303) 744-1911
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
 
 
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Ordinary Shares, par value $0.01 per share
GTES
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐





Item 5.07
Submission of Matters to a Vote of Security Holders.

On June 22, 2020, Gates Industrial Corporation plc (the “Company”) held its 2020 annual general meeting of shareholders (the “AGM”). At the AGM, the Company’s shareholders voted on and approved each of the resolutions presented in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2020. The final number of votes cast for and against, and the final number of abstention votes and broker non-votes, with respect to each matter voted upon by the shareholders were as follows:

Resolution 1: To elect seven director nominees:
Nominee
For
Against
Abstain
Broker Non-Votes
James W. Ireland, III
286,250,728
172,079
112,295
1,372,329
Ivo Jurek
285,648,691
774,532
111,879
1,372,329
Julia C. Kahr
272,425,019
13,990,416
119,667
1,372,329
Terry Klebe
286,241,624
173,370
120,108
1,372,329
Stephanie K. Mains
286,243,589
179,059
112,454
1,372,329
Wilson S. Neely
286,370,407
52,215
112,480
1,372,329
Neil P. Simpkins
272,400,642
14,022,394
112,066
1,372,329

Resolution 2: To approve, on an advisory basis, named executive officer compensation:
For
Against
Abstain
Broker Non-Votes
286,016,539
382,213
136,350
1,372,329

Resolution 3: To approve, on an advisory basis, the Company’s directors’ remuneration report in accordance with the requirements of the United Kingdom (the “U.K.”) Companies Act 2006 (the “Companies Act”):
For
Against
Abstain
Broker Non-Votes
286,034,694
359,283
141,125
1,372,329

Resolution 4: To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 2, 2021:
For
Against
Abstain
Broker Non-Votes
287,764,727
22,908
119,796
0

Resolution 5: To re-appoint Deloitte LLP as the Company’s U.K. statutory auditor under the Companies Act (to hold office until the conclusion of the next annual general meeting at which accounts are laid before the Company’s shareholders):
For
Against
Abstain
Broker Non-Votes
287,760,779
26,855
119,797
0

Resolution 6: To authorize the Audit Committee of the board of directors of the Company to determine the remuneration of Deloitte LLP in its capacity as the Company’s U.K. statutory auditor:
For
Against
Abstain
Broker Non-Votes
287,719,255
66,217
121,959
0





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 hereunto duly authorized.

 
GATES INDUSTRIAL CORPORATION PLC
  
Date: June 23, 2020

By:
/s/ Ivo Jurek
 
 
Name:
Ivo Jurek
 
 
Title:
Chief Executive Officer