Annual and Special Meeting of Shareholders |
May 9, 2019 |
Report on Voting Results |
Pursuant to Section 11.3 of |
National Instrument 51-102 –Continuous Disclosure Obligations |
The annual and special meeting (the “Meeting”) of shareholders of IMV Inc. (the “Corporation”) was held on May 9, 2019 in room Commodore C of the Delta Dartmouth hotel, 240 Brownlow Avenue, Dartmouth, Nova Scotia, Canada. 48 shareholders holding 26,881,057 common shares were present at the Meeting, either in person or by proxy, representing approximately 53.13% of the total votes attached to all issued and outstanding common shares as of the record date on Aptril 4, 2019. All votes were conducted by show of hands.
1. | Election of Directors |
All the nominees listed in the management information circular dated April 4, 2019 (the “Circular”) were elected as directors until the next annual meeting of shareholders of the Corporation or until such person’s successor is elected or appointed. The outcome of the vote was as follows*:
Nominee | Votes | % of Votes | Votes | % of Votes | Non Vote |
For | For | Withheld | Withheld | ||
Andrew Sheldon | 19,660,721 | 75.29% | 6,453,596 | 24.71% | 704,548 |
James H. Hall | 22,672,109 | 86.82% | 3,442,209 | 13.18% | 704,547 |
Julia P. Gregory | 26,089,068 | 99.90% | 25,249 | 0.10% | 704,548 |
Frederic Ors | 26,090,880 | 99.91% | 23,437 | 0.09% | 704,548 |
Wayne Pisano | 25,871,567 | 99.07% | 242,750 | 0.93% | 704,548 |
Albert Scardino | 26,080,889 | 99.87% | 33,428 | 0.13% | 704,548 |
Shermaine Tilley | 25,867,251 | 99.05% | 247,066 | 0.95% | 704,548 |
Markus Warmuth | 25,989,068 | 99.52% | 125,249 | 0.48% | 704,548 |
2. | Appointment of Auditor |
PricewaterhouseCoopers LLP, chartered accountants of Halifax, Nova Scotia, was re-appointed as auditor of the Corporation and the directors were authorized to fix its remuneration. The outcome of the vote was as follows*:
Votes | % of Votes | Votes | % of Votes | Non Vote |
For | For | Withheld | Withheld | |
26,794,221 | 99.91% | 24,644 | 0.09% | 0 |
3. | Amendments to the Stock Option Plan |
A resolution, the text of which is set out in Schedule “A” to the Circular, was adopted to approve certain amendments to the stock option plan of the Corporation (the “Stock Option Plan”), all as more described in the Circular. The outcome of the vote was as follows*:
Votes | % of Votes | Votes | % of Votes | Non Vote |
For | For | Against | Against | |
21,258,144 | 81.40% | 4,856,173 | 18.60% | 704,548 |
4. | Ratification of Options |
A resolution, the text of which is set out in Schedule “B” to the Circular, was adopted to ratify and confirm the grant of certain options under the Stock Option Plan, all as more described in the Circular. The outcome of the vote was as follows*:
Votes | % of Votes | Votes | % of Votes | Non Vote |
For | For | Against | Against | |
21,336,564 | 81.70% | 4,777,753 | 18.30% | 704,548 |
* | As the vote for each motion was conducted by show of hands, the number of votesdisclosed reflects only those proxies received by Computershare Investors Services Inc.in advance of the Meeting. |