--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-103734" form_type: "8-K" ticker: "CGC" cik: "0001737927" company_name: "Canopy Growth Corp" filed_at: "2023-09-26T23:59:59+00:00" generated_at: "2026-06-10T08:44:45.787711+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # Canopy Growth shareholders approve share consolidation and new equity incentive plan ## Summary - Share consolidation resolution passed with 322.6M for, 25.3M against (no broker non-votes). - New Omnibus Equity Incentive Plan adopted with 221.2M for, 12.9M against, 1.4M abstain. - Share issuance resolution approved for debenture conversion exceeding 19.99% and 25% thresholds. - All seven director nominees elected; PKF O'Connor Davies appointed auditor for FY2024. - Advisory vote on executive compensation passed with 216.2M for, 18.1M against. ## SEC filing metadata - accession: 0001104659-23-103734 - form_type: 8-K - ticker: CGC - cik: 0001737927 - company_name: Canopy Growth Corp - filed_at: 2023-09-26T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 5.02, 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/tm2326877d3_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-103734 - JSON: https://secwatch.observer/filing/0001104659-23-103734.json - Plain text: https://secwatch.observer/filing/0001104659-23-103734.txt ## Key facts - Shareholder Votes Canopy Growth Corp shareholders approved Election of Director Nominees. - Proposal: director election - Outcome: passed source text: Proposal No. 1: Election of Director Nominees. Votes regarding the election of the seven director nominees were as follows: Director Name Votes For Votes Against Broker Non- Votes Judy A. Schmeling 224,726,712 10,771,157 115,095,784 David Klein 225,829,237 9,668,633 115,095,784 Garth Hankinson 226,617,190 8,880,679 115,095,784 Robert L. Hanson 220,966,406 14,531,464 115,095,784 David Lazzarato 222,421,298 13,076,571 115,095,784 James A. Sabia 224,624,301 10,873,569 115,095,784 Theresa Yanofsky 222,643,951 12,853,918 115,095,784 evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - Shareholder Votes Canopy Growth Corp shareholders approved Adoption of New Equity Incentive Plan. - Proposal: equity plan - Outcome: passed source text: Proposal No. 3: Adoption of New Equity Incentive Plan. The proposal to pass an ordinary resolution approving the adoption of the EIP received the following votes: Votes For Votes Against Abstain Broker Non-Votes 221,187,480 12,867,444 1,442,895 115,095,784 evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - Shareholder Votes Canopy Growth Corp shareholders approved Adoption of Share Issuance Resolution. - Outcome: passed source text: Proposal No. 6: Adoption of Share Issuance Resolution. The proposal to pass an ordinary resolution approving the issuance of Canopy Growth common shares underlying certain outstanding debentures of Canopy Growth in excess of 19.99% and 25%, as applicable, of Canopy Growth’s outstanding common shares on the date of issuance of such debentures, in accordance with applicable stock exchange rules (the “ Share Issuance Resolution ”), as further described in the Proxy Statement, received the following votes: Votes For Votes Against Abstain Broker Non-Votes 221,701,801 12,747,396 1,048,672 115,095,784 evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - Shareholder Votes Canopy Growth Corp shareholders approved Adoption of Share Consolidation Resolution. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 4: Adoption of Share Consolidation Resolution. The proposal to adopt a special resolution approving an amendment to Canopy Growth’s articles to, among other things, consolidate Canopy Growth’s issued and outstanding common shares (the “ Share Consolidation Resolution ”), as further described in the Proxy Statement, received the following votes: Votes For Votes Against Abstain Broker Non-Votes 322,621,415 25,335,017 2,637,221 — evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - Shareholder Votes Canopy Growth Corp shareholders approved Appointment of PKF O’Connor Davies, LLP as auditor at the 2024-03-31 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2024-03-31 source text: Proposal No. 2: PKFOD Appointment. The proposal to appoint PKF O’Connor Davies, LLP, Certified Public Accountants (“ PKFOD ”), as Canopy Growth’s auditor and independent registered public accounting firm for the fiscal year ending March 31, 2024 and to authorize the Board to fix their remuneration received the following votes: Votes For Votes Withheld Broker Non-Votes 340,200,305 10,393,348 — evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm - Shareholder Votes Canopy Growth Corp shareholders approved Advisory Vote on Compensation of Named Executive Officers. - Proposal: say on pay - Outcome: passed source text: Proposal No. 5: Advisory, Non-Binding Vote on Compensation of Canopy Growth’s Named Executive Officers. The advisory (non-binding) vote on the compensation of Canopy Growth’s named executive officers, as set forth in the Proxy Statement, received the following votes: Votes For Votes Against Abstain Broker Non-Votes 216,167,216 18,072,092 1,258,561 115,095,784 evidence_url: https://www.sec.gov/Archives/edgar/data/1737927/000110465923103734/0001104659-23-103734-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.