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 2016
Commission File Number: 001-37694
NORBORD INC.
(Translation of the registrants name into English)
1 Toronto Street, Suite 600, Toronto, Ontario, Canada, M5C 2W4
(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 x
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): ¨
The following documents, which are attached as exhibits hereto, are incorporated by reference herein:
Exhibit |
Title | |
99.1 | Press Release, dated April 29, 2016. | |
99.2 | Report on Voting Results. |
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.
NORBORD INC. | ||||||
Date: April 29, 2016
|
By: | /s/ Elaine Toomey | ||||
Name: | Elaine Toomey | |||||
Title: | Assistant Corporate Secretary |
Exhibit 99.1
News Release
NORBORD INC. ANNOUNCES ELECTION OF BOARD OF DIRECTORS
TORONTO, ON (April 29, 2016) Norbord Inc. (TSX and NYSE: OSB) announced results from its 2016 annual meeting of shareholders held earlier today. All of the eight nominees listed in the Corporations Management Proxy Circular dated March 2, 2016 proposed by management for election to the Board of Directors at the annual meeting of shareholders were elected by acclamation. The Directors will remain in office until the next annual meeting of shareholders or until their successors are elected or appointed. The proxies received by management were as follows:
Votes in Favour | Votes Withheld | |||||||||||||||
Name |
# | % | # | % | ||||||||||||
Jack L. Cockwell |
60,823,320 | 86.51 | 9,480,673 | 13.49 | ||||||||||||
Pierre Dupuis |
65,107,421 | 92.61 | 5,196,572 | 7.39 | ||||||||||||
Paul E. Gagné |
70,008,235 | 99.58 | 295,758 | 0.42 | ||||||||||||
J. Peter Gordon |
61,193,886 | 87.04 | 9,110,107 | 12.96 | ||||||||||||
Paul A. Houston |
70,010,940 | 99.58 | 293,053 | 0.42 | ||||||||||||
J. Barrie Shineton |
61,549,332 | 87.55 | 8,754,661 | 12.45 | ||||||||||||
Denis A. Turcotte |
69,999,910 | 99.57 | 304,083 | 0.43 | ||||||||||||
Peter C. Wijnbergen |
61,923,887 | 88.08 | 8,380,106 | 11.92 |
Norbord Profile
Norbord Inc. is a leading global manufacturer of wood-based panels and the worlds largest producer of oriented strand board (OSB). In addition to OSB, Norbord manufactures particleboard, medium density fibreboard and related value-added products. Norbord has assets of approximately $1.7 billion and employs approximately 2,600 people at 17 plant locations in the United States, Canada and Europe. Norbord is a publicly traded company listed on the Toronto Stock Exchange and New York Stock Exchange under the symbol OSB.
-end-
Contact:
Heather Colpitts
Senior Manager, Corporate Affairs
Tel. (416) 365-0705
info@norbord.com
1
Exhibit 99.2
NORBORD INC.
REPORT ON VOTING RESULTS
ANNUAL MEETING OF SHAREHOLDERS
FRIDAY, APRIL 29, 2016
The Annual Meeting of Shareholders of Norbord Inc. was held in Toronto, Ontario, Canada on Friday, April 29, 2016 at 10:00 a.m. at the Albany Club, 91 King Street East, Toronto, Ontario. At this meeting there were 254 shareholders represented in person or by proxy holding 70,752,151 common shares and representing 82.81% of the Corporations 85,443,901 issued and outstanding common shares as of the record date of March 2, 2016.
The following is a summary of the votes cast by the common shareholders:
Election of Directors
All of the eight nominees proposed by management for election to the Board of Directors at the Annual Meeting were acclaimed. The directors will remain in office until the next annual meeting of shareholders or until their successors are elected or appointed. The proxies received by management for the election of directors were as follows:
Votes in Favour | Votes Withheld | |||||||||||||||
Name |
# | % | # | % | ||||||||||||
Jack L. Cockwell |
60,823,320 | 86.51 | 9,480,673 | 13.49 | ||||||||||||
Pierre Dupuis |
65,107,421 | 92.61 | 5,196,572 | 7.39 | ||||||||||||
Paul E. Gagné |
70,008,235 | 99.58 | 295,758 | 0.42 | ||||||||||||
J. Peter Gordon |
61,193,886 | 87.04 | 9,110,107 | 12.96 | ||||||||||||
Paul A. Houston |
70,010,940 | 99.58 | 293,053 | 0.42 | ||||||||||||
J. Barrie Shineton |
61,549,332 | 87.55 | 8,754,661 | 12.45 | ||||||||||||
Denis A. Turcotte |
69,999,910 | 99.57 | 304,083 | 0.43 | ||||||||||||
Peter C. Wijnbergen |
61,923,887 | 88.08 | 8,380,106 | 11.92 |
Appointment of Auditors
The resolution to appoint KPMG LLP, chartered accountants, as Norbord Inc.s auditors to hold office until the next annual meeting of shareholders or until their successors are appointed, and to authorize the directors to fix their remuneration, was adopted on a vote by a show of hands by a majority of the votes cast by the shareholders present or represented by proxy. The proxies received by management for the appointment of the auditors were as follows:
Total Votes | % of Votes Cast |
|||||||
Votes in Favour |
70,712,101 | 99.96 | ||||||
Votes Withheld |
30,158 | 0.04 | ||||||
|
|
|
|
|||||
Total Votes Cast |
70,742,259 | 100.00 | ||||||
|
|
|
|
Advisory Vote on Executive Compensation
The resolution to approve the adoption of an annual non-binding advisory vote by shareholders on executive compensation was adopted on a vote by a show of hands by a majority of the votes cast by the shareholders present or represented by proxy. The proxies received by management for the approval of the Say on Pay Advisory Vote were as follows:
Total Votes | % of Votes Cast |
|||||||
Votes in Favour |
69,090,812 | 98.27 | ||||||
Votes Against |
1,213,181 | 1.73 | ||||||
|
|
|
|
|||||
Total Votes Cast |
70,303,993 | 100.00 | ||||||
|
|
|
|
Dated: April 29, 2016 | (signed) E. G. Toomey | |||||
Elaine G. Toomey | ||||||
Assistant Corporate Secretary |
2016 VOTING RESULTS |
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