Domtar (UFS) 8-K Submission of Matters to a Vote of Security Holders

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

May 12, 2020/May 6, 2020

(Date of Report/Date of earliest event reported)

DOMTAR CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	001-33164	20-5901152
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

234 Kingsley Park Drive

Fort Mill, South Carolina

29715

(Address and zip code of principal executive offices)

(803) 802-7500

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: Common Stock, Par Value $0.01 Per Share ; Common stock traded on the New York Stock Exchange; trading symbol UFS.

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).

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))

☐ 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

At the Annual Meeting of Stockholders of Domtar Corporation (the “Corporation”) held on May 6, 2020, the following items were submitted to a vote of the stockholders of the Corporation:

1. Election of nine Directors to serve for a term of one year that will expire at the Corporation’s 2021 annual meeting :

	For		Against		Abstain		Non Votes
GIANNELLA ALVAREZ		44,129,959		712,530		193,258		2,685,044
ROBERT E. APPLE		44,298,834		542,490		194,423		2,685,044
DAVID J. ILLINGWORTH		44,714,164		124,890		196,693		2,685,044
BRIAN M. LEVITT		42,990,867		1,848,857		196,023		2,685,044
DAVID G. MAFFUCCI		44,640,481		200,476		194,790		2,685,044
PAMELA B. STROBEL		42,879,918		1,961,699		194,130		2,685,044
DENIS TURCOTTE		43,074,422		1,763,653		197,672		2,685,044
JOHN D. WILLIAMS		44,395,698		443,970		196,079		2,685,044
MARY A. WINSTON		44,469,197		374,518		192,032		2,685,044

2. The approval, by a non-binding advisory vote, of the compensation paid by the Corporation to its Named Executive Officers;

For	Against	Abstain
42,480,455	2,327,465	227,827

3. The ratification of the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent public accounting firm for the 2020 fiscal year.

For	Against	Abstain
46,769,682	747,386	203,723

2

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.

DOMTAR CORPORATION
(Registrant)
By:	/s/ Razvan L. Theodoru
Name:	Razvan L. Theodoru
Title:	Vice-President,
	Corporate Law and Secretary
Date: May 12, 2020

3