6-K

ROYAL BANK OF CANADA

Date: April 8, 2022

/s/ Karen McCarthy

Karen McCarthy

Senior Vice-President,

Associate General Counsel &

Secretary

0001193125-22-099189.txt : 20220408 0001193125-22-099189.hdr.sgml : 20220408 20220407195258 ACCESSION NUMBER: 0001193125-22-099189 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220408 FILED AS OF DATE: 20220408 DATE AS OF CHANGE: 20220407 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROYAL BANK OF CANADA CENTRAL INDEX KEY: 0001000275 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 135357855 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13928 FILM NUMBER: 22815084 BUSINESS ADDRESS: STREET 1: ROYAL BANK PLAZA STREET 2: 200 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J2J5 BUSINESS PHONE: 212-437-9267 MAIL ADDRESS: STREET 1: ROYAL BANK PLAZA STREET 2: 200 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J2J5 FORMER COMPANY: FORMER CONFORMED NAME: ROYAL BANK OF CANADA \ DATE OF NAME CHANGE: 19950908 6-K 1 d275992d6k.htm 6-K 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 April 2022

Commission File Number: 001-13928

Royal Bank of Canada

(Translation of registrant’s name into English)

200 Bay Street

Royal Bank Plaza

Toronto, Ontario

Canada M5J 2J5

Attention: Senior Vice-President,

Associate General Counsel

& Secretary

1 Place Ville Marie

Montreal, Quebec

Canada H3B 3A9

Attention: Senior Vice-President,

Associate General Counsel

& Secretary

(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 ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Signatures

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.

EXHIBIT INDEX


Exhibit		Description of Exhibit

99.1		Royal Bank of Canada – Report of Voting Results

EX-99.1 2 d275992dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

ROYAL BANK OF CANADA

Annual Meeting of Common Shareholders

Toronto, Ontario – April 7, 2022 (Virtual Meeting)

REPORT OF VOTING RESULTS

In accordance with section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations

The following matters were voted on at the annual meeting of common shareholders of Royal Bank of Canada (the “bank”) held on April 7, 2022. Full details of these matters are set out in the Management Proxy Circular issued in connection with this meeting, which is available on our website at rbc.com/investorrelations; the website of our transfer agent, Computershare Trust Company of Canada, at www.envisionreports.com/RBC2022; SEDAR at sedar.com and EDGAR at sec.gov/edgar.shtml.

1.	Election of Directors

Each of the 13 nominees listed in the management proxy circular was elected as a director of the bank.



Nominee	Votes for	% for	Votes withheld	% withheld

Andrew A. Chisholm	715,234,377	99.64%	2,550,825	0.36%

Jacynthe Côté	715,180,787	99.64%	2,604,214	0.36%

Toos N. Daruvala	713,209,345	99.36%	4,575,856	0.64%

David F. Denison	712,005,162	99.19%	5,780,040	0.81%

Cynthia Devine	714,400,666	99.53%	3,384,335	0.47%

Roberta L. Jamieson	715,424,169	99.67%	2,361,033	0.33%

David McKay	715,362,906	99.66%	2,423,114	0.34%

Kathleen Taylor	667,371,611	92.98%	50,413,391	7.02%

Maryann Turcke	647,355,047	90.19%	70,429,954	9.81%

Thierry Vandal	712,433,485	99.25%	5,351,515	0.75%

Bridget A. van Kralingen	710,342,314	98.96%	7,442,687	1.04%

Frank Vettese	713,315,114	99.38%	4,470,086	0.62%

Jeffery Yabuki	715,150,361	99.63%	2,634,840	0.37%

2.	Appointment of Auditor

PricewaterhouseCoopers LLP was appointed as the auditor of the bank.



Votes for	% for	Votes withheld	% withheld

743,256,177	99.37%	4,690,698	0.63%

3.	Advisory vote on the bank’s approach to executive compensation



Votes for	% for	Votes against	% against

679,634,127	94.67%	38,298,480	5.33%

4.	Proposal No. 1: Update ‘sustainable finance’ criteria



Votes for	% for	Votes against	% against	Abstentions*

59,849,717	9.00%	605,338,574	91.00%	52,727,787

5.	Proposal No. 2: Financialization of housing



Votes for	% for	Votes against	% against	Abstentions*

154,898,642	21.66%	560,301,000	78.34%	2,732,020

6.	Proposal No. 3: Avoiding bank participation in pollution-intensive asset privatizations



Votes for	% for	Votes against	% against	Abstentions*

46,598,209	6.81%	637,167,441	93.19%	34,160,377

7.	Proposal No. 4: Becoming a ‘benefit’ company



Votes for	% for	Votes against	% against	Abstentions*

39,351,925	5.51%	675,296,441	94.49%	3,282,557

8.	Proposal No. 5: Advisory vote on environmental policy



Votes for	% for	Votes against	% against	Abstentions*

144,975,552	21.55%	527,840,199	78.45%	45,115,838

9.	Proposal No. 6: French, the official language



Votes for	% for	Votes against	% against	Abstentions*

4,818,419	0.67%	710,375,816	99.33%	2,733,442

10.

Proposal No. 7: Circular economy



Votes for	% for	Votes against	% against	Abstentions*

130,742,875	18.32%	582,807,464	81.68%	4,381,542

11.

Proposal No. 8: Disclosure of the pay ratio



Votes for	% for	Votes against	% against	Abstentions*

94,624,805	13.80%	591,070,938	86.20%	32,234,432

An abstention is counted as present for quorum purposes, but is not counted as a vote cast in determining whether the requisite majority of votes cast has approved the proposal.