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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, 2025 | Commission File Number: 001-32562 |
STANTEC INC.
(Name of Registrant)
10220-103 Avenue NW, Suite 300
Edmonton, Alberta
Canada T5J 0K4
(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 ☒ 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.
SIGNATURES
| STANTEC INC. | ||
| Date: May 15, 2025 | By: /s/ Vito Culmone | |
| Name: Vito Culmone | ||
| Title: Executive Vice President and CFO |
EXHIBIT INDEX
| Exhibit | Description of Exhibit |
| 99.1 | Report On Voting Results |
Exhibit 99.1
REPORT ON VOTING RESULTS
ANNUAL GENERAL MEETING OF SHAREHOLDERS
OF STANTEC INC.
THURSDAY, MAY 15, 2025 – 10:30 A.M. MOUNTAIN TIME
VOTING RESULTS:
In accordance with section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations, the following sets out matters voted on at the annual general meeting of shareholders (the “Meeting”) of Stantec Inc. (“Stantec”) held on May 15, 2025, and the voting results for each matter. Full details of the matters presented for shareholder action can be viewed by accessing the Management Information Circular dated March 20, 2025, available on stantec.com or sedarplus.ca. A total of 88,159,157 shares (77.29% of outstanding common shares) were represented in person or by proxy.
Management of Stantec recommended that shareholders vote FOR each director nominee listed in matter 1, Election of Directors. Management also recommended that shareholders vote FOR matter 2, Appointment of Auditors, and matter 3, Non-binding Advisory Vote on Executive Compensation, below:
| 1. | Election of Directors |
The Board of Directors of Stantec set the number of directors standing for election at the Meeting at nine. Each of the nine nominees listed in Stantec’s Management Information Circular dated March 20, 2025 was elected as a director of Stantec.
| Nominee | Votes For | % For | Votes Against | % Against |
| Douglas K. Ammerman | 72,834,350 | 85.83 | 12,024,693 | 14.17 |
| Martin A. à Porta | 84,470,634 | 99.54 | 388,411 | 0.46 |
| Shelley A. M. Brown | 84,771,661 | 99.90 | 87,382 | 0.10 |
| Angeline G. Chen | 84,467,559 | 99.54 | 391,485 | 0.46 |
| Richard A. Eng | 84,781,858 | 99.91 | 77,186 | 0.09 |
| Gordon A. Johnston | 84,565,648 | 99.65 | 293,396 | 0.35 |
| Christopher F. Lopez | 84,776,597 | 99.90 | 82,447 | 0.10 |
| Marie-Lucie Morin | 81,168,298 | 95.65 | 3,690,746 | 4.35 |
| Celina J. Wang Doka | 84,764,190 | 99.89 | 94,854 | 0.11 |
| 2. | Appointment of Auditor |
PricewaterhouseCoopers LLP was reappointed as auditor of Stantec for 2025, and the directors were authorized to fix the remuneration of the auditor.
| Votes For | % For | Votes Withheld | % Withheld |
| 87,906,572 | 99.71 | 252,583 | 0.29 |
| 3. | Non-binding Advisory Vote on Executive Compensation |
Shareholders accepted Stantec’s approach to executive compensation disclosed in the Management Information Circular dated March 20, 2025 and delivered in connection with the Meeting.
| Votes For | % For | Votes Against | % Against |
| 80,417,027 | 94.77 | 4,442,016 | 5.23 |