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6-K 1 newgoldform6k.htm FORM 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 May 2023.

Commission File Number 001-31722

 

 

New Gold Inc.

 

Suite 3320 - 181 Bay Street

Toronto, Ontario M5J 2T3

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 ☒ 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.

 

 

 

 

 

 

 

 

 

DOCUMENTS FILED AS PART OF THIS FORM 6-K

 

 

Exhibit   Description
99.1   New Gold News Release dated May 10, 2023 - New Gold Announces Results of Vote for Election of Board of Directors
99.2   Report of Voting Results

 

 

 

 

 

 

SIGNATURES

 

 

    NEW GOLD INC.
     
  By: /s/ Sean Keating  
Date: May 10, 2023   Sean Keating
    Vice President, General Counsel and Corporate Secretary

 

EX-99.1 2 ex991.htm NEWS RELEASE DATED MAY 10, 2023

Exhibit 99.1

 

 

New Gold Announces Results of Vote for Election of Board of Directors

TORONTO, May 9, 2023 /CNW/ - New Gold Inc. ("New Gold" or the "Company") (TSX: NGD) (NYSE American: NGD) today announces the voting results from the election of its Board of Directors at New Gold's Annual General and Special Meeting of Shareholders (the "Meeting") held on May 9, 2023, as set out below.

Setting the size of the Board of Directors

Votes For Votes Against Votes For Votes Against
376,508,298 1,129,362 99.70 % 0.30 %



Election of Directors

Director Nominee Votes For % For Votes Withheld % Withheld
Geoffrey Chater 374,964,364 99.29 % 2,673,297 0.71 %
Nicholas Chirekos 369,715,920 97.90 % 7,921,741 2.10 %
Gillian Davidson 371,400,854 98.35 % 6,236,806 1.65 %
Patrick Godin 375,353,392 99.40 % 2,284,268 0.60 %
Thomas McCulley 374,714,760 99.23 % 2,922,900 0.77 %
Margaret Mulligan 374,421,102 99.15 % 3,216,558 0.85 %
Ian Pearce 358,660,190 94.97 % 18,977,471 5.03 %
Marilyn Schonberner 370,150,918 98.02 % 7,486,743 1.98 %



Appointment of Auditor

Votes For Votes Against Votes For Votes Against
382,701,385 69,182,751 84.69 % 15.31 %



Approval of amendments and approval of unallocated performance share units issuable under the long-term incentive plan

Votes For Votes Against Votes For Votes Against
353,851,586 23,786,074 93.70 % 6.30 %



Say on Pay Advisory Vote

Votes For Votes Against Votes For Votes Against
255,628,226 122,008,434 67.69 % 32.31 %


The results of the other matters considered at the Meeting are disclosed in the Report of Voting Results filed on SEDAR at www.sedar.com on May 10, 2023.

About New Gold

New Gold is a Canadian-focused intermediate mining company with a portfolio of two core producing assets in Canada, the Rainy River gold mine and the New Afton copper-gold mine. The Company also holds other Canadian-focused investments. New Gold's vision is to build a leading diversified intermediate gold company based in Canada that is committed to the environment and social responsibility. For further information on the Company, visit www.newgold.com. 

View original content to download multimedia:https://www.prnewswire.com/news-releases/new-gold-announces-results-of-vote-for-election-of-board-of-directors-301820295.html

SOURCE New Gold Inc.

 

View original content to download multimedia: http://www.newswire.ca/en/releases/archive/May2023/10/c4799.html

%CIK: 0000758528

For further information: Ankit Shah, Executive Vice President, Strategy & Business Development, Direct: +1 (416) 324-6027, Email: ankit.shah@newgold.com; Brandon Throop, Director, Investor Relations, Direct: +1 (647) 264-5027, Email: brandon.throop@newgold.com

CO: New Gold Inc.

CNW 07:00e 10-MAY-23

EX-99.2 3 ex992.htm REPORT OF VOTING RESULTS

Exhibit 99.2

 

 

 

 

May 10, 2023

 

British Columbia Securities Commission

Alberta Securities Commission

Autorite des marche financiers

Manitoba Securities Commission

New Brunswick Securities Commission
Nova Scotia Securities Commission
Ontario Securities Commission
Registrar of Securities, Nunavut
Saskatchewan Securities Commission
Superintendent of Securities, Newfoundland and Labrador
Superintendent of Securities, Prince Edward Island
Superintendent of Securities, Yukon Territory
Superintendent of Securities, Northwest Territories
Toronto Stock Exchange

 

Re: Report of Voting Results

 

In accordance with Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, we advise of the results of the voting on the matters submitted to the virtual annual general and special meeting (“Meeting”) of the shareholders of New Gold Inc. (“Company”) held on May 9, 2023.

 

The matters voted on at the Meeting and the results of the voting were as follows:

Item 1: Setting the size of the board of directors

On a vote by ballot, the number of directors of the Company is set at eight. In connection with the Meeting, valid proxies in respect of this resolution were received as follows:

 

Number of Shares Percentage of Votes Cast
Votes For Votes Against Votes For Votes Against
376,508,298 1,129,362 99.70 % 0.30 %

 

 

Item 2: Election of Directors

 

On a vote by ballot, each of the eight nominees in the Company’s management information circular dated March 24, 2023 (“Circular”) were elected as directors of the Company. In connection with the meeting, valid proxies in respect of this resolution were received as follows:

 

Director Nominee Number of Shares Percentage of Votes Cast
Votes For Votes Withheld Votes For Votes Withheld
Patrick Godin 375,353,392 2,284,268 99.40% 0.60%

 

 

 

New Gold Inc. Brookfield Place, 181 Bay Street, Suite 3320, Toronto, ON M5J 2T3 T   +1 416 324 6000         F   +1 647 776 7554
   
www.newgold.com  

Director Nominee Number of Shares Percentage of Votes Cast
Votes For Votes Withheld Votes For Votes Withheld
Geoffrey Chater 374,964,364 2,673,297 99.29% 0.71%
Nicholas Chirekos 369,715,920 7,921,741 97.90 2.10%
Gillian Davidson 371,400,854 6,236,806 98.35% 1.65%
Thomas McCulley 374,714,760 2,922,900 99.23% 0.77%
Margaret Mulligan 374,421,102 3,216,558 99.15% 0.85%
Ian Pearce 358,660,190 18,977,471 94.97% 5.03%
Marilyn Schonberner 370,150,918 7,486,743 98.02% 1.98%

 

Item 3: Appointment of Auditor

 

On a vote by ballot, Deloitte LLP was appointed as the auditor of the Company to hold office until the close of the next annual meeting of shareholders or until their successors are appointed, and the directors of the Company were authorized to fix the remuneration of the auditor. In connection with the Meeting, valid proxies in respect of this resolution were received as follows:

 

Number of Shares Percentage of Votes Cast
Votes For Votes Withheld Votes For Votes Withheld
382,701,385 69,182,751 84.69% 15.31%

 

 

Item 4: Approval of amendments and approval of unallocated performance share units issuable under the long term incentive plan

 

On a vote by ballot, unallocated performance share units issuable under the Company’s long term incentive plan were approved and authorized until the date of the Company’s annual shareholders’ meeting to be held in 2026 (provided that such meeting is held on or before May 9, 2026). The Company received the following votes from shareholders in respect of this resolution:

 

Number of Shares Percentage of Votes Cast
Votes For Votes Against Votes For Votes Against
353,851,586 23,786,074 93.70 % 6.30 %

 

 

 

 

New Gold Inc. Brookfield Place, 181 Bay Street, Suite 3320, Toronto, ON M5J 2T3 T   +1 416 324 6000         F   +1 647 776 7554
   
www.newgold.com  

Item 5: Say on Pay Advisory Vote

 

On a vote by ballot, the shareholders accepted the Board’s approach to executive compensation. The Company received the following votes from shareholders in respect of this resolution:

 

Number of Shares Percentage of Votes Cast
Votes For Votes Against Votes For Votes Against
255,628,226 122,008,434 67.69% 32.31%

 

 

Yours truly,
New Gold Inc.

/s/ Sean Keating

Sean Keating
Vice President, General Counsel
and Corporate Secretary

 

 

 

 

 

 

 

New Gold Inc. Brookfield Place, 181 Bay Street, Suite 3320, Toronto, ON M5J 2T3 T   +1 416 324 6000         F   +1 647 776 7554
   
www.newgold.com