Gildan (NYSE: GIL) investors approve board, auditor, rights plan and pay

Rhea-AI Filing Summary

Gildan Activewear Inc. reported the results of its annual shareholder meeting held April 30, 2026 in Montreal. All nine director nominees in the March 17, 2026 management proxy circular were elected, each receiving more than 97% of votes cast.

Shareholders reappointed KPMG LLP as auditor with 148,645,275 votes for, or 92.71%. They also approved, ratified and renewed the Shareholder Rights Plan with 144,722,506 votes for, or 93.78%. The non-binding advisory vote on executive compensation (Say on Pay) passed with 149,974,675 votes for, or 97.18%. According to the scrutineers’ report, 160,335,417 common shares, or 86.58% of the 185,177,487 shares outstanding on the March 17, 2026 record date, were represented at the meeting.

Key Figures

Shares represented at meeting: 160,335,417 shares Shares outstanding: 185,177,487 shares Auditor appointment support: 148,645,275 votes (92.71%) for +4 more

7 metrics

Shares represented at meeting 160,335,417 shares Present or by proxy at April 30, 2026 meeting; 86.58% of 185,177,487 shares outstanding on March 17, 2026 record date

Shares outstanding 185,177,487 shares Outstanding on March 17, 2026 record date for the annual meeting

Auditor appointment support 148,645,275 votes (92.71%) for Reappointment of KPMG LLP as auditors; 11,689,421 votes (7.29%) withheld

Shareholder Rights Plan approval 144,722,506 votes (93.78%) for Approval, ratification and renewal of Shareholder Rights Plan; 9,598,706 votes (6.22%) against

Say on Pay approval 149,974,675 votes (97.18%) for Non-binding advisory vote on executive compensation; 4,346,534 votes (2.82%) against

Director support example – Glenn J. Chamandy 153,982,923 votes (99.78%) for Election as director; 338,229 votes (0.22%) against

Director support example – Peter Lee 150,275,927 votes (97.38%) for Election as director; 4,045,301 votes (2.62%) against

Key Terms

Shareholder Rights Plan, Say on Pay, advisory vote on executive compensation, National Instrument 51-102, +2 more

6 terms

Shareholder Rights Plan financial

"approval, ratification and renewal of the Shareholder Rights Plan, and the non-binding advisory vote"

A shareholder rights plan is a board-approved defense that makes an unsolicited takeover harder by triggering measures—such as issuing extra shares or special rights—if one investor accumulates a large stake without board approval. Think of it as a temporary roadblock that protects existing management and gives the company time to seek better offers. It matters to investors because it can affect share price, takeover chances, and whether a competing buyer can quickly buy control.

Say on Pay financial

"the non-binding advisory vote on Executive Compensation (“Say on Pay”). The voting results are detailed"

Say on pay is a shareholder vote—typically nonbinding—on a company’s executive compensation package, allowing investors to approve or reject how top managers are paid. Think of it as a public performance review: widespread disapproval can signal poor governance, prompt changes to pay practices, attract activist investors, and influence investor confidence and share value. It matters because it gives owners a direct way to influence compensation that affects company incentives and long-term performance.

advisory vote on executive compensation financial

"adoption of an advisory vote on executive compensation. According to proxies received and ballots cast"

A non-binding shareholder vote allowing investors to approve or reject the pay packages and compensation policies for a company’s top executives. It matters because the outcome tells the board whether owners are satisfied with executive pay and can prompt changes in policy or leadership much like a customer survey prompts a company to adjust its product — signaled approval can support management credibility, while rejection may increase scrutiny and affect investor confidence.

National Instrument 51-102 regulatory

"Report of Voting Results Pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure"

National Instrument 51-102 is a Canadian securities rule that requires public companies to regularly publish clear, standardized information about their finances and significant developments, such as quarterly and annual reports, management discussion and analysis, and notices of material changes. For investors it acts like a rule forcing businesses to keep their financial “windows” clear and up to date, making it easier to compare companies, spot risks, and make informed decisions.

hybrid annual meeting of shareholders financial

"votes cast by the shareholders or represented by proxy at its hybrid annual meeting of shareholders held"

foreign private issuer regulatory

"FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Form 6-K: How Foreign Companies Report to the SEC →

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 2026 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

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.

	GILDAN ACTIVEWEAR INC.
Date: May 1, 2026	By:	/s/ Rob Assal
		Name:	Rob Assal
		Title:	Executive Vice-President, Chief Legal and Administrative Officer and Corporate Secretary

EXHIBIT INDEX

Exhibit		Description of Exhibit
99.1		News Release
99.2		Voting Results

Exhibit 99.1

 

Gildan Activewear Reports on Shareholders’ Voting Results

Montreal, Quebec, Friday, May 1, 2026 – Gildan Activewear Inc. (GIL: TSX and NYSE) (“Gildan” or the “Company”) today announced that the nine nominees proposed as directors in its management proxy circular dated March 17, 2026 were elected as directors of the Company by a majority of the votes cast by the shareholders or represented by proxy at its hybrid annual meeting of shareholders held on April 30, 2026 in Montreal. Gildan also notes that a majority of the votes cast by shareholders were in favour of the reappointment of its auditor, the approval, ratification and renewal of the Shareholder Rights Plan, and the non-binding advisory vote on Executive Compensation (“Say on Pay”).

The voting results are detailed below:

		FOR				WITHHELD/AGAINST
		Number		%		Number		%
Resolution 1
Appointment of the Auditor		148,645,275		92.71%		11,689,421		7.29%
Resolution 2
Election of Directors
Michael Kneeland		151,764,895		98.34%		2,556,259		1.66%
Glenn J. Chamandy		153,982,923		99.78%		338,229		0.22%
Michener Chandlee		153,183,131		99.26%		1,138,097		0.74%
Anne-Laure Descours		153,362,357		99.38%		958,872		0.62%
Ghislain Houle		150,757,866		97.69%		3,563,293		2.31%
Mélanie Kau		153,127,509		99.23%		1,193,712		0.77%
Deepak Khandelwal		153,967,889		99.77%		353,334		0.23%
Peter Lee		150,275,927		97.38%		4,045,301		2.62%
Karen Stuckey		153,782,299		99.65%		538,929		0.35%
Resolution 3
Shareholder Rights Plan		144,722,506		93.78%		9,598,706		6.22%
Resolution 4
Say on Pay		149,974,675		97.18%		4,346,534		2.82%

About Gildan

Gildan is a leading manufacturer of everyday basic apparel. The Company’s product offering includes activewear, underwear, socks, and intimates sold to a broad range of customers, including wholesale distributors, screenprinters, embellishers, retailers or e-commerce platforms, as well as global lifestyle brand companies and directly to consumers. Gildan markets its products in North America, Europe, Asia Pacific, and Latin America, under a diversified portfolio of Company-owned brands including Gildan^®, Hanes^®, Comfort Colors^®, American Apparel^®, ALLPRO™, GOLDTOE^®, Peds^®, Bali^®, Playtex^®, Maidenform^®, Bonds^®, as well as Champion® which is under an exclusive licensing agreement for the printwear channel in the U.S. and Canada.

Gildan owns and operates vertically integrated, large-scale manufacturing facilities which are primarily located in Central America, the Caribbean, North America, and Asia. Gildan integrates industry-leading labour, environmental, and governance practices into its operations and supply chain under a sustainability program that is aligned with its long-term business strategy. More information about Gildan and its sustainability commitments and initiatives can be found at www.gildancorp.com.

Investor inquiries: Jessy Hayem, CFA Senior Vice-President, Head of Investor Relations and Global Communications (514) 744-8511 jhayem@gildan.com Media inquiries: Jonathan Binder Director, Corporate Communications (336) 519-6330 communications@gildan.com

Page 2

Exhibit 99.2

 

VIA SEDAR+

May 1, 2026

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 April 30, 2026 (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. According to the Scrutineers’ report, shareholders were present at the Meeting, or represented by proxy, representing 160,335,417 common shares or 86.58% of the 185,177,487 shares outstanding on the March 17, 2026 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			148,645,275				92.71%				11,689,421				7.29%

-2-

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:

NAME OF NOMINEE		VOTES FOR				%				VOTES AGAINST				%
Michael Kneeland			151,764,895				98.34%				2,556,259				1.66%
Glenn J. Chamandy			153,982,923				99.78%				338,229				0.22%
Michener Chandlee			153,183,131				99.26%				1,138,097				0.74%
Anne-Laure Descours			153,362,357				99.38%				958,872				0.62%
Ghislain Houle			150,757,866				97.69%				3,563,293				2.31%
Mélanie Kau			153,127,509				99.23%				1,193,712				0.77%
Deepak Khandelwal			153,967,889				99.77%				353,334				0.23%
Peter Lee			150,275,927				97.38%				4,045,301				2.62%
Karen Stuckey			153,782,299				99.65%				538,929				0.35%

3. Approval, Ratification and Renewal of Shareholder Rights Plan

A ballot was conducted with respect to the approval, ratification and renewal of the Shareholder Rights Plan. According to proxies received and ballots cast, the approval, ratification and renewal of the Corporation’s Shareholder Rights Plan was approved with the following results:

		VOTES FOR				%				VOTES AGAINST				%
Approval, Ratification and Renewal of Shareholder Rights Plan			144,722,506				93.78%				9,598,706				6.22%

4. 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			149,974,675				97.18%				4,346,534				2.82%

Yours truly,

(s) Rabih (Rob) Assal

Rabih (Rob) Assal

Executive Vice-President, Chief Legal and
Administrative Officer and Corporate Secretary

FAQ

What did Gildan (GIL) shareholders decide about director elections in 2026?

Shareholders elected all nine director nominees proposed in Gildan’s March 17, 2026 management proxy circular. Each nominee, including Michael Kneeland and Glenn J. Chamandy, received at least 97.38% of votes cast in favour at the April 30, 2026 annual meeting.

How did Gildan (GIL) shareholders vote on the auditor appointment?

Gildan shareholders reappointed KPMG LLP as auditor for the ensuing year. The appointment received 148,645,275 votes for, representing 92.71%, while 11,689,421 votes, or 7.29%, were withheld, confirming continued support for the current audit firm.

What were the 2026 Gildan (GIL) Say on Pay voting results?

Shareholders approved Gildan’s non-binding advisory vote on executive compensation. The Say on Pay resolution received 149,974,675 votes for, or 97.18%, and 4,346,534 votes against, or 2.82%, indicating strong shareholder backing for the company’s compensation approach.

How did Gildan (GIL) shareholders vote on the Shareholder Rights Plan?

Gildan shareholders approved, ratified and renewed the Shareholder Rights Plan. The resolution received 144,722,506 votes for, or 93.78%, and 9,598,706 votes against, or 6.22%, confirming support for maintaining this corporate governance measure.

What was shareholder turnout at Gildan’s 2026 annual meeting?

According to the scrutineers’ report, shareholders present or represented by proxy at Gildan’s April 30, 2026 meeting represented 160,335,417 common shares, or 86.58% of the 185,177,487 shares outstanding on the March 17, 2026 record date.

Where and how was Gildan’s 2026 annual shareholders’ meeting held?

Gildan’s 2026 annual meeting of shareholders was held on April 30, 2026 in Montreal as a hybrid meeting. This format allowed shareholders to participate either in person or by proxy, as reflected in the reported voting results and participation levels.

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EXHIBIT 99.1 27.0 KB
• EX-99.2 EXHIBIT 99.2 35.7 KB