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6-K 1 tm2517617d1_6k.htm FORM 6-K

 

 

 

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: June 2025

 

Commission File Number: 001-40509

 

 

BROOKFIELD WEALTH SOLUTIONS LTD.
(Translation of registrant’s name into English)

 

 

Ideation House, First Floor 

94 Pitts Bay Road 

Pembroke, HM08 

Bermuda
(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 x   Form 40-F o

 

 

 

 


 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

Exhibit Index

 

Exhibit   Description of Exhibit
99.1   Press Release dated June 10, 2025
99.2   Report on Voting Results

 

 


 

SIGNATURE

 

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.

 

  BROOKFIELD WEALTH SOLUTIONS LTD.
   
Date: June 10, 2025 By: /s/ Thomas Corbett
    Name: Thomas Corbett
    Title: Chief Financial Officer

 

 

 

 

 

EX-99.1 2 tm2517617d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

   

 

Brookfield Wealth Solutions Announces Results for Election of Directors

  

BROOKFIELD, NEWS, June 10, 2025 – Brookfield Wealth Solutions (NYSE, TSX: BNT) today announced the approval of all items of business at the company’s annual general and special meeting of shareholders. The meeting was held earlier today in a virtual meeting format.

 

All five nominees proposed for election to the board of directors by holders of class A exchangeable limited voting shares (“class A shares”) and all five nominees proposed for election to the board of directors by the holder of class B limited voting shares (“class B shares”) were elected. Detailed results of the vote for the election of directors are set out below.

 

Management received the following proxies from holders of class A shares in regard to the election of the five directors nominated for election by this shareholder class:

 

Director Nominee   Votes For     %     Votes Withheld     %  
Dr. Soonyoung Chang     23,747,124     99.17       199,324       0.83  
William Cox     22,970,300       95.92       976,149       4.08  
Michele Coleman Mayes     23,696,733       98.96       249,716       1.04  
Lars Rodert     23,273,435       97.19       673,014       2.81  
Anne Schaumburg     23,678,628       98.88       267,820       1.12  

 

Management received a proxy from the holder of class B shares to vote all 24,000 class B shares for each of the five directors nominated for election by this shareholder class, being Barry Blattman, Gregory Morrison, Lori Pearson, Sachin Shah and Jay Wintrob.

 

All other matters put forth at the meeting were approved by shareholder vote and a summary of all votes cast by shareholders represented at the company’s annual general and special meeting of shareholders will be available electronically on EDGAR on the United States Securities and Exchange Commission’s website at www.sec.gov or on Brookfield Wealth Solutions’ SEDAR profile at www.sedarplus.ca.

 

* * * * *

 

 


 

About Brookfield Wealth Solutions

 

Brookfield Wealth Solutions Ltd. (NYSE, TSX: BNT) is focused on securing the financial futures of individuals and institutions through a range of retirement services, wealth protection products and tailored capital solutions. Each class A exchangeable limited voting share of Brookfield Wealth Solutions is exchangeable on a one-for-one basis with a class A limited voting share of Brookfield Corporation (NYSE, TSX: BN).

 

For more information, please visit our website at bnt.brookfield.com or contact:

 

Media:

Kerrie McHugh

Tel: (212) 618-3469

Email: kerrie.mchugh@brookfield.com

 

Investor Relations:

Rachel Schneider
Tel: (416) 369-3358
Email: rachel.schneider@brookfield.com

 

 

 

 

EX-99.2 3 tm2517617d1_ex99-2.htm EXHIBIT 99.2

 

Exhibit 99.2

 

BROOKFIELD WEALTH SOLUTIONS LTD.

 

REPORT ON VOTING RESULTS

 

Annual General and Special Meeting of Shareholders
June 10, 2025

 

National Instrument 51-102 – Section 11.3 (Canada)

 

An annual general and special meeting of the holders of class A exchangeable limited voting shares (“class A shares”), class B limited voting shares (“class B shares”) and class C non-voting shares (“class C shares”) of Brookfield Wealth Solutions Ltd. (the “company”) was held on June 10, 2025 at 10:30 AM Eastern Daylight Time, in a virtual meeting format via live audio webcast.

 

The following is a summary of the votes cast by the holders of the class A shares, class B shares, and class C shares represented at this meeting. Capitalized terms used herein but not otherwise defined have the meanings given to such terms in the management information circular of the company dated May 8, 2025 (the “Circular”).

 

Election of Directors

 

All of the 10 nominees proposed by management for election to the board of directors of the company were nominated and elected at this meeting by acclamation. As indicated below, each director elected at this meeting also received a majority of the proxy votes cast for and withheld from voting for the individual director.

 

Management received the following proxies from holders of class A shares in regard to the election of the five directors nominated for election by this class of shareholders:

 

Director Nominee   Votes For     %     Votes Withheld     %  
Dr. Soonyoung Chang     23,747,124     99.17       199,324       0.83  
William Cox     22,970,300       95.92       976,149       4.08  
Michele Coleman Mayes     23,696,733       98.96       249,716       1.04  
Lars Rodert     23,273,435       97.19       673,014       2.81  
Anne Schaumburg     23,678,628       98.88       267,820       1.12  

 

Management received a proxy from the holder of class B shares to vote all 24,000 class B shares for each of the five directors nominated for election by this shareholder class:

 

Director Nominee   Votes For     %  
Barry Blattman     24,000       100  
Gregory Morrison     24,000       100  
Lori Pearson     24,000       100  
Sachin Shah     24,000       100  
Jay Wintrob     24,000       100  

 

 

- 2 -

 

Appointment of External Auditors

 

The resolution to reappoint Deloitte LLP, Chartered Accountants, as the external auditor of the company to hold office until the next annual general meeting of shareholders and to authorize the directors to fix the remuneration to be paid to the external auditor was approved by the majority of the votes cast by the holders of class A shares and by the holder of class B shares, each voting as a separate class.

 

Management received the following proxies from the holders of class A shares and class B shares on this resolution:

 

Class   Outcome   Votes For     %     Votes Against     %  
class A shares   Carried     24,067,742     99.90       22,932       0.10  
class B shares   Carried     24,000       100       Nil       Nil  

 

Return of Capital Distribution Resolution

 

The resolution approving a quarterly return of capital distribution on the class A shares and the class B shares of the company in respect of the periods ending on or around September 29, 2025, December 31, 2025, March 31, 2026 and June 30, 2026, as set out in Appendix A of the Circular, was approved by the majority of the votes cast by the holders of class A shares and by the holder of class B shares, each voting as a separate class.

 

Management received the following proxies from the holders of class A shares and class B shares on this resolution:

 

Class   Outcome   Votes For     %     Votes Against     %  
class A shares   Carried     23,926,776     99.92       19,672       0.08  
class B shares   Carried     24,000       100       Nil       Nil  

 

Share Issuance Resolution

 

The resolution for the issuance of up to a maximum of 150,000,000 class A shares, during the twelve-month period from the date of the meeting, in connection with one or more Share Issuance Transaction was approved by the majority of the votes cast by the holders of class A shares, class B shares and class C shares, each voting as a separate class.

 

 

- 3 -

 

Management received the following proxies from the holders of class A shares, class B shares and class C shares on this resolution:

 

Class   Outcome   Votes For     %     Votes Against     %  
class A shares*   Carried     18,124,787       99.74       46,634       0.26  
class B shares   Carried     24,000       100       Nil       Nil  
class C shares   Carried     201,116,647       100       Nil       Nil  

 

* Excluding 5,775,027 class A shares (which includes the impact of the Class A Voting Adjustment), subject to the Class A Voting Adjustment, required to be excluded under the rules of the Toronto Stock Exchange.

 

Other Business

 

There were no other matters coming before this meeting that required a vote by any of the shareholders of our company.

 

  BROOKFIELD WEALTH SOLUTIONS LTD.
   
  By: /s/ Seamus MacLoughlin
   

Seamus MacLoughlin

Corporate Secretary

 

Date: June 10, 2025