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 |
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
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 |