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): May 8, 2019

 

ENBRIDGE INC.

(Exact Name of Registrant as Specified in Charter)

 

CANADA

 

001-15254

 

98-0377957

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

200, 425 - 1st Street S.W.

Calgary, Alberta, Canada T2P 3L8

(Address of Principal Executive Offices) (Zip Code)

 

1-403-231-3900

(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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

Indicate by check mark whether the registrant is an emerging growth company 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 o

 

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. o

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class

 

Trading Symbol(s)

 

Name of each exchange on which
registered

Common Shares

 

ENB

 

NYSE

 

 

 

 

ITEM 5.07 Submission of Matters to a Vote of Security Holders.

 

At the 2019 Annual Meeting of Shareholders held on May 8, 2019, the holders of common shares of Enbridge Inc. (the “Corporation”) voted on: (1) 11 nominated directors to be elected to the Corporation’s board of directors (the “Board”) to serve until the close of the Corporation’s next annual meeting of shareholders or until their successors are elected; (2) the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent auditors until the close of the Corporation’s next annual meeting of shareholders at such remuneration to be fixed by the Board; (3) the Corporation’s 2019 Long Term Incentive Plan and the ratification of the grants of stock options thereunder; and (4) an advisory vote to approve the compensation of the Corporation’s named executive officers (a “Say on Pay vote”).  The proposals are further described in the Corporation’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 27, 2019 (the “Proxy Statement”).

 

The tables below set forth the number of votes cast for, against or withheld, and the number of abstentions and broker non-votes, for each matter voted by the Corporation’s shareholders.

 

1.                                       Election of Directors

 

The following individuals were elected to the Board.

 

Name of Nominee

 

Votes For

 

Percent

 

Votes
Withheld

 

Percent

 

Broker Non-
Votes

Pamela L. Carter

 

989,827,674

 

93.80

 

65,417,105

 

6.20

 

196,966,792

Marcel R. Coutu

 

927,127,374

 

87.86

 

128,117,406

 

12.14

 

196,966,791

Susan M. Cunningham

 

1,019,121,651

 

96.58

 

36,123,029

 

3.42

 

196,966.793

Gregory L. Ebel

 

934,784,290

 

88.58

 

120,460,460

 

11.42

 

196,966,821

J. Herb England

 

1,021,936,848

 

96.84

 

33,307,932

 

3.16

 

196,966,791

Charles W. Fischer

 

1,042,684,312

 

98.81

 

12,560,467

 

1.19

 

196,966,792

V. Maureen Kempston Darkes

 

1,017,852,119

 

96.46

 

37,392,657

 

3.54

 

196,966,795

Teresa S. Madden

 

1,044,466,466

 

98.98

 

10,778,312

 

1.02

 

196,966,793

Al Monaco

 

1,043,169,386

 

98.86

 

12,075,395

 

1.14

 

196,966,790

Dan C. Tutcher

 

1,039,987,266

 

98.55

 

15,257,513

 

1.45

 

196,966,792

Catherine L. Williams

 

1,013,397,232

 

96.03

 

41,847,550

 

3.97

 

196,966,789

 

Michael E.J. Phelps’ candidacy for re-election was withdrawn due to his passing on April 20, 2019.

 

2.                                       Appoint PricewaterhouseCoopers LLP as Independent Auditors

 

The shareholders approved the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent auditors until the close of the Corporation’s next annual meeting of shareholders at such remuneration to be fixed by the Board.

 

Votes For

 

Percent

 

Votes
Against

 

Percent

 

Votes
Withheld

 

Percent

 

Broker Non-
Votes

1,199,598,948

 

95.82

 

49,081,019

 

3.92

 

3,247,514

 

0.26

 

0

 

2

 

3.                                       Approval of the Corporation’s 2019 Long Term Incentive Plan and Ratification of the Grants of Stock Options Thereunder

 

The shareholders approved, ratified and confirmed the Corporation’s 2019 Long Term Incentive Plan and the grants of stock options thereunder.

 

Votes For

 

Percent

 

Votes
Against

 

Percent

 

Abstentions

 

Percent

 

Broker Non-
Votes

928,203,444

 

87.96

 

122,001,775

 

11.56

 

5,039,301

 

0.48

 

196,966,830

 

4.                                       Advisory Vote to Approve Compensation of Named Executive Officers

 

The shareholders approved, on a non-binding advisory basis, the compensation of the Corporation’s named executive officers, as disclosed in the Proxy Statement.

 

Votes For

 

Percent

 

Votes
Against

 

Percent

 

Abstentions

 

Percent

 

Broker Non-
Votes

986,962,833

 

93.53

 

62,598,786

 

5.93

 

5,683,120

 

0.54

 

196,966,832

 

ITEM 8.01  Other Events.

 

On May 8, 2019, the Corporation issued a news release announcing the election of directors voting results from the 2019 Annual Meeting of Shareholders.  A copy of the news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

ITEM 9.01  Financial Statements and Exhibits.

 

(d)   Exhibits

 

Exhibit No.

 

Exhibit Description

Exhibit 99.1

 

News Release dated May 8, 2019

 

3

 

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.

 

 

ENBRIDGE INC.
(Registrant)

 

 

 

 

 

Date: May 9, 2019

By:

/s/ Tyler W. Robinson

 

 

Tyler W. Robinson
Vice President & Corporate Secretary and Chief Compliance Officer
(Duly Authorized Officer)

 

4

Exhibit 99.1

 

 

NEWS RELEASE

 

Enbridge Inc. Announces Election of Directors

 

CALGARY, ALBERTA, May 8, 2019 — Enbridge Inc. (TSX: ENB) (NYSE: ENB) (Enbridge or the Company) held its Annual Meeting of Shareholders today. On a vote by ballot during the regular business proceedings at the Meeting, shareholders approved the election of all 11 nominated directors proposed by management as listed in the Proxy Statement dated March 4, 2019. The candidacy of Michael Phelps was withdrawn due to his passing on April 20, 2019. The detailed results of the vote for the election of directors are set out below.

 

 

 

Votes For

 

Votes Withheld

 

 

#

 

%

 

#

 

%

Pamela L. Carter

 

989,827,674

 

93.80

 

65,417,105

 

6.20

Marcel R. Coutu

 

927,127,374

 

87.86

 

128,117,406

 

12.14

Susan M. Cunningham

 

1,019,121,651

 

96.58

 

36,123,029

 

3.42

Gregory L. Ebel

 

934,784,290

 

88.58

 

120,460,460

 

11.42

J. Herb England

 

1,021,936,848

 

96.84

 

33,307,932

 

3.16

Charles W. Fischer

 

1,042,684,312

 

98.81

 

12,560,467

 

1.19

V. Maureen Kempston Darkes

 

1,017,852,119

 

96.46

 

37,392,657

 

3.54

Teresa S. Madden

 

1,044,466,466

 

98.98

 

10,778,312

 

1.02

Al Monaco

 

1,043,169,386

 

98.86

 

12,075,395

 

1.14

Dan C. Tutcher

 

1,039,987,266

 

98.55

 

15,257,513

 

1.45

Catherine L. Williams

 

1,013,397,232

 

96.03

 

41,847,550

 

3.97

 

About Enbridge Inc.

 

Enbridge Inc. is North America’s premier energy infrastructure company with strategic business platforms that include an extensive network of crude oil, liquids and natural gas pipelines, regulated natural gas distribution utilities and renewable power generation. The Company safely delivers in excess of 3 million barrels of crude oil each day through its Mainline and Express Pipeline; accounts for approximately 62% of U.S.-bound Canadian crude oil exports; and moves approximately 18% of all natural gas consumed in the U.S., serving key supply basins and demand markets. The Company’s regulated utilities serve approximately 3.7 million retail customers in Ontario, Quebec, and New Brunswick. Enbridge also has interests in more than 1,700 MW of net renewable generating capacity in North America and Europe. The Company’s common shares trade on the Toronto and New York stock exchanges under the symbol ENB.

 

Life takes energy and Enbridge exists to fuel people’s quality of life. For more information, visit www.enbridge.com.

 

FOR FURTHER INFORMATION PLEASE CONTACT:

 

Media

 

Investment Community

Jesse Semko

 

Jonathan Gould

Toll Free: (888) 992-0997

 

Toll Free: (800) 481-2804

Email: media@enbridge.com

 

Email: investor.relations@enbridge.com