UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 21, 2021

 

RESOLUTE FOREST PRODUCTS INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-33776		98-0526415
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Resolute Forest Products Inc.

111 Robert-Bourassa Blvd., Suite 5000

Montreal, Quebec, Canada H3C 2M1

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (514) 875-2160

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

(Title of class)		(Trading Symbol)		(Name of exchange on which registered)
Common Stock, par value $0.001 per share		RFP		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

ITEM 5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

(a)    Resolute Forest Products Inc. held its annual meeting of stockholders on May 21, 2021.

(b)    The stockholders:

 

•

elected each of the seven director nominees listed below to hold office until the 2022 annual meeting of stockholders, or until his or her successor has been elected and qualified;

 

•

ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the 2021 fiscal year; and

 

•

adopted a non-binding resolution approving executive compensation.

1.    Vote on the election of directors:

 

		For				Against				Abstain				Broker non-votes
Randall C. Benson			60,798,009				695,357				4,709				5,182,280
Suzanne Blanchet			61,378,856				113,951				5,268				5,182,280
Jennifer C. Dolan			60,809,283				683,608				5,184				5,182,280
Remi G. Lalonde			61,291,479				200,457				6,139				5,182,280
Bradley P. Martin			61,094,607				398,760				4,708				5,182,280
Alain Rhéaume			60,376,412				1,116,943				4,720				5,182,280
Michael S. Rousseau			60,714,300				779,026				4,749				5,182,280

2.    Vote on the ratification of the appointment of PricewaterhouseCoopers LLP:

 

For			66,425,916
Against			244,266
Abstain			10,173
Broker non-votes			0

3.    Advisory vote to approve executive compensation:

 

For			61,069,724
Against			407,542
Abstain			20,809
Broker non-votes			5,182,280

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				RESOLUTE FOREST PRODUCTS INC.
Date: May 21, 2021				By:		/s/ Jacques P. Vachon
				Name:		Jacques P. Vachon
				Title:		Senior Vice President and Chief Legal Officer