8 nominees · 7 ballot items.
Election of seven directors; Ratification of PwC as auditors and authorization to fix their remuneration; Approval of unallocated entitlements under the DSU Plan; Approval of amendments to the Employee Share Purchase Plan to increase share reserve and change purchase price definition; Advisory (non-binding) vote to accept executive compensation (‘Say on Pay’); Advisory (non-binding) vote on frequency of Say on Pay (annual, biennial or triennial); Shareholder proposal by True North Capital Partners to amend By-Law No. A3 regarding contested meeting procedures.
Election of seven directors to the board to hold office until the next annual meeting.
Re-appoint PricewaterhouseCoopers LLP as independent auditors for Fiscal 2027 and authorize the board to set their remuneration.
Approve all unallocated awards under the deferred share unit plan for directors, allowing granting of awards for three more years.
Approve amendments to the ESPP to increase the share reserve by 3,000,000 Common Shares to 13,000,000 and change the Purchase Price definition to 85% of the lesser of fair market value at start of offering period and at purchase date for offerings beginning Oct 1, 2026.
Non-binding advisory vote to accept the Company’s executive compensation approach described in the proxy.
Non-binding advisory vote asking shareholders whether they prefer the Say on Pay vote every year, every two years, or every three years; Board recommends every year.
A shareholder proposal by True North seeks to amend By-Law No. A3 to add contested meeting procedures, universal proxy requirements, restrictions on vote-buying and reimbursement provisions favoring contesting shareholders.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | FAIRFAX FINANCIAL HOLDINGS LTD/ CAN | 5.95% | 34,980,220 | $113M |
| 2 | Legal General Group Plc | 5.91% | 34,741,344 | $112M |
| 3 | FIFTHDELTA Ltd | 4.50% | 26,445,027 | $86M |
| 4 | VOYA INVESTMENT MANAGEMENT LLC | 4.37% | 25,664,963 | $83M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 2.84% | 16,718,029 | $54M |
| 6 | FIRST TRUST ADVISORS LP | 2.81% | 16,500,938 | $53M |
| 7 | MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd. | 2.08% | 12,242,193 | $40M |
| 8 | Hood River Capital Management LLC | 2.02% | 11,876,552 | $38M |
| 9 | Connor, Clark Lunn Investment Management Ltd. | 1.39% | 8,174,026 | $26M |
| 10 | VANGUARD FIDUCIARY TRUST CO | 0.86% | 5,066,231 | $16M |
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