TFIインターナショナルの適時開示

6-K 1 tfii_6k_april_23_press_r.htm 6-K 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April, 2025

Commission File No. 001-39224

TFI INTERNATIONAL INC.

(Translation of registrant’s name into English)

8801 Trans-Canada Highway, Suite 500

Saint-Laurent, Québec

H4S 1Z6 Canada

(Address of principal executive office)

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 ☒

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): ☐

EXHIBIT INDEX



EXHIBIT NUMBER		EXHIBIT DESCRIPTION

99.1 99.2		Press release Report on Voting Results

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.



		TFI International Inc.

Date: April 23, 2025	By:	/s/ Josiane M. Langlois
		Name: Josiane M. Langlois
		Title: Vice-President, Legal Affairs & Corporate Secretary

EX-99.1 2 tfii-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

TFI International Reports on Shareholders’ Voting Results for the Election of Directors

Montreal, Quebec, April 23, 2025 – The Board of Directors of TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, held its Annual Meeting of shareholders earlier today. All candidates proposed as directors were duly elected to the Board of Directors of TFI International by a majority of the votes cast by shareholders represented by proxy at the Meeting, as follows:


NAME	FOR		AGAINST
	Number	%	Number	%
Leslie Abi-Karam	66,539,956	98.37	1,099,758	1.63
Alain Bédard	65,064,475	96.19	2,575,238	3.81
André Bérard	58,888,382	87.06	8,751,332	12.94
William T. England	66,205,426	97.88	1,434,288	2.12
Diane Giard	67,372,662	99.61	267,052	0.39
Debra Kelly-Ennis	59,184,832	87.50	8,454,882	12.50
Sébastien Martel	67,372,040	99.60	267,674	0.40
John M. Pratt	67,365,116	99.59	274,600	0.41
Joey Saputo	59,224,449	87.56	8,415,265	12.44
Rosemary Turner	67,267,089	99.45	372,626	0.55

ABOUT TFI INTERNATIONAL

TFI International Inc. is a North American leader in the transportation and logistics industry, operating across the United States, Canada and Mexico through its subsidiaries. TFI International creates value for shareholders by identifying strategic acquisitions and managing a growing network of wholly-owned operating subsidiaries. Under the TFI International umbrella, companies benefit from financial and operational resources to build their businesses and increase their efficiency. TFI International companies service the following segments:

•

Less-Than-Truckload;

•

Truckload;

•

Logistics.

TFI International Inc. is publicly traded on the New York Stock Exchange and the Toronto Stock Exchange under the symbol TFII. For more information, visit www.tfiintl.com.

For further information:

Alain Bédard

Chairman, President and CEO

TFI International Inc.

647-729-4079

abedard@tfiintl.com

EX-99.2 3 tfii-ex99_2.htm EX-99.2 EX-99.2

Exhibit 99.2

April 23, 2025


TO:	Autorité des marchés financiers
	Alberta Securities Commission
	Saskatchewan Financial Services Commission, Securities Division
	Manitoba Securities Commission
	Ontario Securities Commission
	Office of the Administrator of Securities, New Brunswick
	Nova Scotia Securities Commission
	Registrar of Securities, Prince Edward Island
	Securities Commission of Newfoundland and Labrador

RE:	Report of Voting Results pursuant to section 11.3 of National Instrument 51‑102 – Continuous Disclosure Obligations (“NI 51‑102”)

Dear Sirs:

Following the annual meeting of shareholders of TFI International Inc. (the “Corporation”) held on April 23, 2025 (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:

Election of Directors of the Corporation

A ballot was conducted with respect to the election of directors. The ten individuals named below were elected as directors of the Corporation until the next annual meeting of shareholders, with the following results:


NAME	FOR		AGAINST
	Number	%	Number	%
Leslie Abi-Karam	66,539,956	98.37	1,099,758	1.63
Alain Bédard	65,064,475	96.19	2,575,238	3.81
André Bérard	58,888,382	87.06	8,751,332	12.94
William T. England	66,205,426	97.88	1,434,288	2.12
Diane Giard	67,372,662	99.61	267,052	0.39
Debra Kelly-Ennis	59,184,832	87.50	8,454,882	12.50
Sébastien Martel	67,372,040	99.60	267,674	0.40
John M. Pratt	67,365,116	99.59	274,600	0.41
Joey Saputo	59,224,449	87.56	8,415,265	12.44
Rosemary Turner	67,267,089	99.45	372,626	0.55

- 2 -

Appointment of Auditors

KPMG s.r.l./S.E.N.C.L.R were appointed as auditors of the Corporation by voice vote.

Proxies received by the Corporation prior to the Meeting with respect to the appointment were as follows:


Votes For		Votes Withheld
Number	%	Number	%
60,465,840	88.52	7,841,960	11.48

Advisory Vote on Executive Compensation (“Say on Pay”)

A resolution set out in the management proxy circular of the Corporation dated March 12, 2025 (the “Circular”) approving, on an advisory basis, and not to diminish the role and responsibilities of the Board of Directors, the compensation of the Corporation’s Named Executive Officers as disclosed in the Circular, including the Compensation Discussion and Analysis, the accompanying compensation tables and the related narrative disclosure, was adopted on a voice vote.

Proxies received by the Corporation prior to the Meeting with respect to the resolution were as follows:


For		Against
Number	%	Number	%
59,525,456	88.00	8,114,259	12.00

TFI INTERNATIONAL INC.

per: (signed) Josiane M. Langlois

Josiane M. Langlois, Secretary