Magna (MGA) shareholders approve 2026 director slate, pay plan and auditor
Rhea-AI Filing Summary
Magna International Inc. reported the voting results of its 2026 annual meeting of shareholders, where all resolutions were approved by substantial majorities. A total of 218,968,145 common shares, representing 79.21% of issued and outstanding shares, were represented in person or by proxy.
All 12 director nominees received at least 96.43% support, with several above 99%. Shareholders reappointed Deloitte LLP as independent auditor with 98.57% of votes cast in favour and approved the advisory “Say on Pay” resolution on executive compensation with 89.66% support. The board confirmed Robert F. MacLellan as Board Chair and refreshed several committee chair roles following a long‑serving director’s retirement.
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Key Figures
Key Terms
Say on Pay financial
advisory resolution on executive compensation financial
independent auditor financial
Management Information Circular/Proxy Statement regulatory
National Instrument 51-102 - Continuous Disclosure Obligations regulatory
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 2026
Commission File Number: 001-11444
MAGNA INTERNATIONAL INC.
(Exact Name of Registrant as specified in its Charter)
337 Magna Drive, Aurora, Ontario, CANADA L4G 7K1
(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 ☒
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.
| MAGNA INTERNATIONAL INC. | ||
| (Registrant) | ||
| Date: May 4, 2026 | ||
| By: | /s/ "Bassem Shakeel" | |
| Bassem A. Shakeel, | ||
| Vice-President, Associate General Counsel and Corporate Secretary | ||
EXHIBIT INDEX
| Exhibit 99.1 | Press Release related to the Registrant’s Annual Meeting of Shareholders held on May 4, 2026 | |||
| Exhibit 99.2 | Report of Voting Results for the Registrant’s Annual Meeting of Shareholders held on May 4, 2026. |
EXHIBIT 99.1
 | PRESS RELEASE |
Magna Announces 2026 Annual Meeting Results
AURORA, Ontario, May 04, 2026 (GLOBE NEWSWIRE) -- Magna International Inc. (TSX: MG; NYSE: MGA) today announced voting results from its 2026 annual meeting of shareholders held on May 4, 2026. A total of 218,968,145 Common Shares or 79.21% of our issued and outstanding Common Shares were represented in person or by proxy at the meeting. Shareholders voted in favour of each item of business, as follows:
a. Election of Directors
| Nominee | Votes FOR | Nominee | Votes FOR | ||
| Mary S. Chan | 98.60% | Mary Lou Maher | 99.62% | ||
| Hon. V. Peter Harder | 96.93% | William A. Ruh | 96.43% | ||
| Jan R. Hauser | 99.51% | Peter Sklar | 99.64% | ||
| Seetarama S. Kotagiri (CEO) | 99.64% | Matthew Tsien | 98.28% | ||
| Jay K. Kunkel | 99.61% | Dr. Thomas Weber | 98.51% | ||
| Robert F. MacLellan | 99.28% | Lisa S. Westlake | 98.28% | ||
b. Other Items of Business
| Item | Votes FOR | |
| Reappointment of Deloitte | 98.57% | |
| Say on Pay | 89.66% | |
Based on the voting results, all 12 nominees were elected to the Board, Deloitte was reappointed as independent auditor, and the “Say on Pay” resolution was approved – in each case by a substantial majority. Detailed voting results are included as Appendix “A” to this press release.
Following the annual meeting, Magna’s Board confirmed:
- Robert F. MacLellan as Board Chair;
- Mary Lou Maher as Audit Committee Chair; and
- Hon. V. Peter Harder as Governance, Nominating and Sustainability Committee Chair.
Additionally, with the retirement of Dr. Indira V. Samarasekera from the Board after 12 years, the Board made the following Committee Chair appointments, effective immediately:
- William A. Ruh as Talent Oversight and Compensation Committee Chair; and
- Matthew Tsien as Technology Committee Chair.
INVESTOR CONTACT
Louis Tonelli, Vice-President, Investor Relations
louis.tonelli@magna.com │ 905.726.7035
MEDIA CONTACT
Tracy Fuerst, Vice-President, Corporate Communications & PR
tracy.fuerst@magna.com │ 248.761.7004
ABOUT MAGNA
Magna is one of the world’s largest automotive suppliers and a trusted partner to automakers in the industry’s most critical markets—North America, Europe, and China. With a global team and footprint spanning 28 countries, we bring unmatched scale, trusted reliability, and proven execution. Backed by nearly seven decades of experience, we combine deep manufacturing expertise with innovative vehicle system technologies to deliver performance, safety, and quality.
For further information about Magna (NYSE:MGA; TSX:MG), please visit www.magna.com or follow us on social.
Appendix “A”
VOTING RESULTS - 2026 ANNUAL MEETING OF SHAREHOLDERS
| Resolution | Votes For | Votes Withheld/Against | ||||
| # | % | # | % | |||
| Elect Mary S. Chan as Director | 209,236,245 | 98.60% | 2,965,784 | 1.40% | ||
| Elect Hon. V. Peter Harder as Director | 205,688,562 | 96.93% | 6,513,465 | 3.07% | ||
| Elect Jan R. Hauser as Director | 211,168,283 | 99.51% | 1,033,744 | 0.49% | ||
| Elect Seetarama S. Kotagiri (CEO) as Director | 211,434,671 | 99.64% | 767,357 | 0.36% | ||
| Elect Jay K. Kunkel as Director | 211,378,962 | 99.61% | 823,066 | 0.39% | ||
| Elect Robert F. MacLellan as Director | 210,664,274 | 99.28% | 1,537,753 | 0.72% | ||
| Elect Mary Lou Maher as Director | 211,399,399 | 99.62% | 802,630 | 0.38% | ||
| Elect William A. Ruh as Director | 204,629,951 | 96.43% | 7,572,076 | 3.57% | ||
| Elect Peter Sklar as Director | 211,428,877 | 99.64% | 773,151 | 0.36% | ||
| Elect Matthew Tsien as Director | 208,555,817 | 98.28% | 3,646,211 | 1.72% | ||
| Elect Dr. Thomas Weber as Director | 209,030,974 | 98.51% | 3,171,033 | 1.49% | ||
| Elect Lisa S. Westlake as Director | 208,547,329 | 98.28% | 3,654,699 | 1.72% | ||
| Re-Appointment of Deloitte LLP as Auditor | 215,827,447 | 98.57% | 3,140,698 | 1.43% | ||
| Advisory Resolution on Executive Compensation | 190,258,324 | 89.66% | 21,943,700 | 10.34% | ||
EXHIBIT 99.2
MAGNA INTERNATIONAL INC.
REPORT OF VOTING RESULTS
FOR THE ANNUAL MEETING OF SHAREHOLDERS HELD ON MAY 4, 2026
In accordance with Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, the following sets out the matters voted on at the annual meeting of shareholders of Magna International Inc. (the "Company") held on Monday, May 4, 2026. Each of the matters is described in greater detail in the Company's Notice of 2026 Annual Meeting of Shareholders and Management Information Circular/Proxy Statement dated March 26, 2026. A total of 218,968,145 Common Shares, or 79.21% of the Company’s issued and outstanding Common Shares, were represented in person or by proxy at the meeting. The manner in which the votes and proxies received, as applicable, were cast in respect of each matter is set out below.
| 1. | Election of Directors |
The following resolutions were passed, and the Company’s 12 nominees were elected as directors of the Company by the holders of Common Shares.
| Resolution | Votes For | Votes Withheld/Against | ||
| # | % | # | % | |
| Elect Mary S. Chan as Director | 209,236,245 |
98.60% | 2,965,784 | 1.40% |
| Elect Hon. V. Peter Harder as Director | 205,688,562 | 96.93% | 6,513,465 | 3.07% |
| Elect Jan R. Hauser as Director | 211,168,283 | 99.51% | 1,033,744 | 0.49% |
| Elect Seetarama S. Kotagiri (CEO) as Director | 211,434,671 | 99.64% | 767,357 | 0.36% |
| Elect Jay K. Kunkel as Director | 211,378,962 | 99.61% | 823,066 | 0.39% |
| Elect Robert F. MacLellan as Director | 210,664,274 | 99.28% | 1,537,753 | 0.72% |
| Elect Mary Lou Maher as Director | 211,399,399 | 99.62% | 802,630 | 0.38% |
| Elect William A. Ruh as Director | 204,629,951 | 96.43% | 7,572,076 | 3.57% |
| Elect Peter Sklar as Director | 211,428,877 | 99.64% | 773,151 | 0.36% |
| Elect Matthew Tsien as Director | 208,555,817 | 98.28% | 3,646,211 | 1.72% |
| Elect Dr. Thomas Weber as Director | 209,030,974 | 98.51% | 3,171,033 | 1.49% |
| Elect Lisa S. Westlake as Director | 208,547,329 | 98.28% | 3,654,699 | 1.72% |
| 2. | Appointment of Auditor |
A resolution was passed by holders of Common Shares to reappoint Deloitte as independent auditor of the Company and to authorize the Audit Committee to fix the independent auditor’s renumeration.
| Resolution | Votes For | Votes Withheld/Against | ||
| # | % | # | % | |
| Re-Appointment of Deloitte LLP as Auditor | 215,827,447 | 98.57% | 3,140,698 | 1.43% |
| 3. | Say on Pay |
A resolution was passed by holder of Common Shares to accept the approach to executive compensation disclosed in the Company’s Management Information Circular/Proxy Statement dated March 26, 2026.
| Resolution | Votes For | Votes Withheld/Against | ||
| # | % | # | % | |
| Advisory Resolution on Executive Compensation | 190,258,324 | 89.66% | 21,943,700 | 10.34% |