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Gates Industrial (NYSE: GTES) investors back all 2026 AGM items

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Gates Industrial Corporation plc reported the results of its 2026 annual general meeting of shareholders. Investors approved all resolutions presented in the company’s April 20, 2026 proxy statement.

Shareholders elected eight directors, approved on an advisory basis named executive officer compensation, and approved the directors’ remuneration report in line with U.K. Companies Act requirements. They also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 and re-appointed Deloitte LLP as the U.K. statutory auditor. In addition, shareholders authorized the audit committee to determine Deloitte LLP’s U.K. auditor remuneration, authorized the board to allot equity securities, and, as a special resolution, allowed the board to allot equity securities without pre-emptive rights, subject to the prior allotment authority.

Positive

  • None.

Negative

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Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Say-on-pay votes for 232,159,094 votes Advisory approval of named executive officer compensation at 2026 AGM
Say-on-pay votes against 4,112,490 votes Advisory executive compensation vote at 2026 AGM
Directors’ remuneration report votes for 231,424,477 votes Advisory approval of directors’ remuneration report under U.K. Companies Act
Auditor ratification votes for 238,330,408 votes Ratification of Deloitte & Touche LLP as independent registered public accounting firm
U.K. auditor re-appointment votes for 238,329,555 votes Re-appointment of Deloitte LLP as U.K. statutory auditor
Equity allotment authority votes for 237,127,030 votes Authorization for the board to allot equity securities
Non-pre-emptive allotment votes for 230,758,146 votes Special resolution authorizing equity allotment without pre-emptive rights
broker non-vote financial
"The final number of abstention votes and broker non-votes, with respect to each matter voted upon..."
directors’ remuneration report financial
"To approve, on an advisory basis, the Company’s directors’ remuneration report in accordance..."
U.K. statutory auditor regulatory
"To re-appoint Deloitte LLP as the Company’s U.K. statutory auditor under the Companies Act."
pre-emptive rights financial
"As a special resolution... to authorize the Board to allot equity securities without pre-emptive rights."
An investor's pre-emptive rights are the option given to existing shareholders to buy new shares before they are offered to the public or new investors, letting them maintain their percentage ownership and voting power. Think of it like a right of first refusal at a sale: it prevents ownership from being diluted by allowing current holders to keep the same stake, which matters because dilution can reduce influence and the share of future profits.
Companies Act 2006 regulatory
"in accordance with the requirements of the United Kingdom (the “U.K.”) Companies Act 2006..."
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0001718512FALSE00017185122026-06-042026-06-04

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): June 4, 2026
Gates Industrial Corporation plc
(Exact Name of Registrant as Specified in its Charter)
England and Wales 001-38366 98-1395184
     
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation)   Identification No.)
1144 Fifteenth Street, Denver, Colorado 80202
(Address of Principal Executive Offices) (Zip Code)
(303) 744-1911
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 each classTrading Symbol(s)Name of each exchange on which registered
Ordinary Shares, $0.01 par value per shareGTESNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

On June 4, 2026, Gates Industrial Corporation plc (the “Company”) held its 2026 annual general meeting of shareholders (the “AGM”). At the AGM, the Company’s shareholders voted on and approved each of the resolutions presented in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 20, 2026. The final number of votes cast for and against, and the final number of abstention votes and broker non-votes, with respect to each matter voted upon by the shareholders were as follows:
Resolution 1: To elect eight director nominees.
NomineeForAgainstAbstainBroker Non-Vote
Joseph S. Cantie 234,749,8351,563,06644,4643,369,141
Fredrik Eliasson 234,294,6682,018,20044,4973,369,141
James W. Ireland, III 234,288,6652,022,74845,9523,369,141
Ivo Jurek 235,913,434139,676304,2553,369,141
Stephanie K. Mains231,099,5725,184,81572,9783,369,141
Wilson S. Neely 223,708,81812,604,08444,4633,369,141
Neil P. Simpkins 229,939,4986,373,40344,4643,369,141
Molly P. Zhang 232,678,3231,575,4392,103,6033,369,141
Resolution 2: To approve, on an advisory basis, named executive officer compensation.
ForAgainstAbstainBroker Non-Vote
232,159,0944,112,49085,7813,369,141

Resolution 3: To approve, on an advisory basis, the Company’s directors’ remuneration report in accordance with the requirements of the United Kingdom (the “U.K.”) Companies Act 2006 (the “Companies Act”).
ForAgainstAbstainBroker Non-Vote
231,424,4774,853,53779,3513,369,141

Resolution 4: To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
ForAgainstAbstainBroker Non-Vote
238,330,4081,358,25037,8480

Resolution 5: To re-appoint Deloitte LLP as the Company’s U.K. statutory auditor under the Companies Act.
ForAgainstAbstainBroker Non-Vote
238,329,5551,358,78738,1640

Resolution 6: To authorize the Audit Committee of the board of directors of the Company (the “Board”) to determine the remuneration of Deloitte LLP in its capacity as the Company’s U.K. statutory auditor.
ForAgainstAbstainBroker Non-Vote
239,412,868273,95739,6810

Resolution 7: To authorize the Board to allot equity securities in the Company.
ForAgainstAbstainBroker Non-Vote
237,127,0302,577,23722,2390






Resolution 8: As a special resolution: Subject to the passing of resolution 7, to authorize the Board to allot equity securities without pre-emptive rights.
ForAgainstAbstainBroker Non-Vote
230,758,1468,943,49024,8700



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 hereunto duly authorized.

GATES INDUSTRIAL CORPORATION PLC
By:/s/ Brooks Mallard
Name:Brooks Mallard
Title:Chief Financial Officer
Date: June 10, 2026


FAQ

What did Gates Industrial (GTES) shareholders approve at the 2026 AGM?

Shareholders approved all resolutions at the 2026 AGM. These included electing eight directors, advisory approval of executive pay and the directors’ remuneration report, auditor ratifications, and authorizations for the board to allot equity securities and, in certain cases, without pre-emptive rights.

How did Gates Industrial (GTES) shareholders vote on executive compensation?

Shareholders approved executive compensation on an advisory basis. The vote recorded 232,159,094 shares for, 4,112,490 against, and 85,781 abstentions, with 3,369,141 broker non-votes, indicating overall support for the named executive officers’ compensation program.

Were Gates Industrial (GTES) directors re-elected at the 2026 AGM?

All eight director nominees were elected at the 2026 AGM. Each nominee, including Joseph S. Cantie, Ivo Jurek, and others, received more votes for than against, with additional abstentions and broker non-votes reported for each director candidate.

Which auditors did Gates Industrial (GTES) shareholders ratify and re-appoint?

Shareholders ratified Deloitte & Touche LLP and re-appointed Deloitte LLP. Deloitte & Touche LLP was ratified as independent registered public accounting firm for the year ending December 31, 2026, and Deloitte LLP was re-appointed as the company’s U.K. statutory auditor under the Companies Act.

What authority over equity issuance did Gates Industrial (GTES) shareholders grant the board?

Shareholders authorized the board to allot equity securities. They also approved, as a special resolution and subject to that authority, allowing the board to allot equity securities without pre-emptive rights, providing flexibility in how future equity may be issued.

What authority over auditor remuneration did Gates Industrial (GTES) shareholders approve?

Shareholders authorized the audit committee to set Deloitte LLP’s U.K. fees. Specifically, they approved the audit committee’s authority to determine the remuneration of Deloitte LLP in its capacity as the company’s U.K. statutory auditor, reflecting standard governance practice.

Filing Exhibits & Attachments

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