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Canada Goose announces Voting Results from its Annual and General Special Meeting of Shareholders and an Amendment to its Omnibus Incentive Plan

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Canada Goose Holdings Inc. (NYSE:GOOS) held its annual general and special meeting on August 12, 2022, announcing the election results for its board of directors and the reappointment of Deloitte LLP as the company’s auditor. All director nominees received majority shareholder approval, with votes for ranging from 97.93% to 99.96%. Additionally, an amendment to the Omnibus Incentive Plan was approved, increasing the share reserve by 5,266,699 subordinate voting shares, representing approximately 8.9% of outstanding shares. The meeting reflects strong shareholder support for the company’s governance and strategic direction.

Positive
  • Majority approval for all director nominees, indicating strong shareholder confidence.
  • Reappointment of Deloitte LLP as auditor with 99.88% votes for, reflecting trust in financial oversight.
  • Approval of Omnibus Incentive Plan amendment enhances flexibility for future share issuance.
Negative
  • 2.82% of shareholders voted against the amendment to the Omnibus Incentive Plan, indicating some shareholder dissent.

TORONTO--(BUSINESS WIRE)-- Canada Goose Holdings Inc. (“Canada Goose” or the “Company”) (NYSE:GOOS, TSX:GOOS) held its annual general and special meeting of shareholders (the "Meeting") virtually on August 12, 2022 and announces today the voting results from the Meeting and an amendment to its omnibus incentive plan (as amended and restated, the “Omnibus Incentive Plan”).

Election of Directors
All the nominees for election as directors listed in the Company's management information circular dated June 24, 2022 (the “Circular”) were elected by a majority of the votes cast by shareholders virtually present or represented by proxy at the meeting. The voting results for each nominee are as follows:

 

Nominee

Votes For

%

Votes Withheld

%

 
 

Dani Reiss

534,620,699

97.93%

11,283,049

2.07%

 
 

Ryan Cotton

536,171,583

98.22%

9,732,165

1.78%

 
 

Joshua Bekenstein

534,788,106

97.96%

11,117,642

2.04%

 
 

Stephen Gunn

544,945,587

99.82%

960,161

0.18%

 
 

Jean-Marc Huët

545,700,855

99.96%

204,893

0.04%

 
 

John Davison

545,699,228

99.96%

206,520

0.04%

 
 

Maureen Chiquet

545,422,479

99.91%

483,269

0.09%

 
 

Jodi Butts

539,955,372

98.91%

5,950,376

1.09%

 
 

Michael D. Armstrong

545,638,654

99.95%

267,094

0.05%

 
 

Belinda Wong

545,766,109

99.97%

139,639

0.03% 

 

Appointment of Auditor
Furthermore, Deloitte LLP was reappointed as the Company's auditor for the ensuing year. The voting results with respect to the reappointment of Deloitte LLP as the Company's auditor are as follows:

 

Votes For

%

Votes Withheld

%

 

 

547,889,804

99.88%

660,786

0.12%

 

Amendment of the Company’s Omnibus Incentive Plan
The board of directors of the Company approved on June 24, 2022, the amendment and restatement of the Omnibus Incentive Plan to (i) replenish and increase the number of shares reserved for issuance under the Omnibus Incentive Plan by the addition of 5,266,699 subordinate voting shares of the Company (the “Subordinate Voting Shares”), representing 493,910 Subordinate Voting Shares on the account of the replenishment of the Omnibus Incentive Plan and 4,772,789 Subordinate Voting Shares on the account of the increase of the share reserve thereunder, such that the fixed maximum number of Subordinate Voting Shares reserved for issuance under the Omnibus Incentive Plan as at the effective date of the amendment to the Omnibus Incentive Plan would be equal to 9,373,129 Subordinate Voting Shares (representing approximately 8.9% of the shares outstanding as of the date of the Circular), plus any Subordinate Voting Shares underlying options governed by the Company’s December 2013 stock option plan which expired or are forfeited after March 13, 2017, being 643,412 Subordinate Voting Shares as of June 24, 2022 (the “Share Reserve”), and (ii) to limit the number of Subordinate Voting Shares reserved for issuance pursuant to the settlement of restricted share units granted under the Omnibus Incentive Plan to a number equal to 50% of the Share Reserve from time to time (collectively, the “Amendment”), subject to receipt of the approval of the Toronto Stock Exchange and shareholder approval. At the Meeting, shareholders were asked to consider, and if thought fit, to approve an ordinary resolution approving the Amendment. Shareholders of the Company present in person or represented by proxy at the Meeting voted as follows:

 

Votes For

%

Votes Against

%

 
 

530,539,146

97.18%

15,382,103

2.82%

 

About Canada Goose
Founded in 1957 in a small warehouse in Toronto, Canada, Canada Goose (NYSE:GOOS, TSX:GOOS) is a lifestyle brand and a leading manufacturer of performance luxury apparel. Every collection is informed by the rugged demands of the Arctic, ensuring a legacy of functionality is embedded in every product from parkas and rainwear to apparel and accessories. Canada Goose is inspired by relentless innovation and uncompromised craftsmanship, recognized as a leader for its Made in Canada commitment. In 2020, Canada Goose announced HUMANATURE, its purpose platform that unites its sustainability and values-based initiatives, reinforcing its commitment to keep the planet cold and the people on it warm. Canada Goose also owns Baffin, a Canadian designer and manufacturer of performance outdoor and industrial footwear. Visit www.canadagoose.com for more information.

For more information, please contact:

Investors:

IR@canadagoose.com

Media:

media@canadagoose.com

Source: Canada Goose Holdings Inc.

FAQ

What were the voting results for the board of directors at Canada Goose's August 2022 meeting?

All nominees received majority approval, with votes in favor ranging from 97.93% to 99.96%.

Who was reappointed as Canada Goose's auditor during the 2022 shareholder meeting?

Deloitte LLP was reappointed as the company's auditor with 99.88% votes in favor.

What changes were made to the Omnibus Incentive Plan at the Canada Goose meeting?

The plan was amended to increase the number of shares reserved for issuance by 5,266,699 subordinate voting shares.

What percentage of shareholders voted against the Omnibus Incentive Plan amendment at Canada Goose?

2.82% of shareholders voted against the amendment.

When did Canada Goose hold its annual general and special meeting in 2022?

The meeting was held virtually on August 12, 2022.

Canada Goose Holdings Inc.

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Apparel Manufacturing
Consumer Cyclical
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United States of America
Toronto