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 2022
Commission File Number 001-35078
POINTS.COM INC.
(Translation of registrant's name into English)
111 Richmond Street West, Suite 700
Toronto, ON, M5H 2G4, Canada
(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 [X]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________________.
EXHIBITS
| Exhibit | Description | |
| 99.1 | New Release dated May 12, 2022 | |
| 99.2 | Report on Voting Results |
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.
| POINTS.COM INC. | ||
|
Date: May 12, 2022 |
By: |
/s/ Erick Georgiou |
|
|
|
Name: Erick Georgiou |
|
|
|
Title: Chief Financial Officer |
Points.com Inc. Announces Results of Annual General Meeting
TORONTO, Canada, May 12, 2022 - Points.com Inc. (TSX: PTS) (NASDAQ: PCOM) ("Points" or the "Company"), the global leader in powering loyalty commerce, announced today that all resolutions put to the annual general meeting of shareholders held on May 11, 2022 were passed, including the reappointment of the Company's directors.
The following votes were received with respect to each director nominee:
| Number of Shares For | Number of Shares Withheld | |||||
| David Adams | 9,054,056 | 115,065 | ||||
| Christopher Barnard | 8,481,521 | 687,600 | ||||
| Michael Beckerman | 8,971,418 | 197,703 | ||||
| Bruce Croxon | 8,825,354 | 343,767 | ||||
| Robert MacLean | 8,820,364 | 348,757 | ||||
| Jane Skoblo | 9,162,511 | 6,610 | ||||
| John Thompson | 8,438,802 | 730,319 | ||||
| Leontine van Leeuwen-Atkins | 9,148,171 | 20,950 |
In addition, shareholders voted in favor of the reappointment of KPMG LLP as the auditors of the Company. The following votes were received with respect to the resolution:
| Number of Shares For | Number of Shares Withheld | |||||
| Reappointment of Auditors | 9,845,068 | 70,799 |
About Points.com Inc.
Points, (TSX: PTS) (NASDAQ: PCOM) is a trusted partner to the world's leading loyalty programs, leveraging its unique Loyalty Commerce Platform to build, power, and grow a network of ways members can get and use their favourite loyalty currency. Our platform combines insights, technology, and resources to make the movement of loyalty currency simpler and more intelligent for nearly 60 reward programs worldwide. Founded in 2000, Points is headquartered in Toronto with teams operating around the globe.
For more information, visit Points.com.
Investor Relations Contact
Cody Slach and Jackie Keshner
Gateway Group, Inc.
1-949-574-3860
IR@points.com
POINTS.COM INC.
ANNUAL GENERAL MEETING OF SHAREHOLDERS
MAY 11, 2022
Report on Voting Results
Following the Annual General Meeting of Shareholders of Points.com Inc. (the "Company") held on May 11, 2022 (the "Meeting") the following voting results were obtained at the Meeting:
| Items Voted Upon | Voting Result | ||||||||
| 1. Election of Directors. | Number of Shares For | Number of Shares Withheld | |||||||
| David Adams | 9,054,056 | 115,065 | |||||||
| Christopher Barnard | 8,481,521 | 687,600 | |||||||
| Michael Beckerman | 8,971,418 | 197,703 | |||||||
| Bruce Croxon | 8,825,354 | 343,767 | |||||||
| Robert MacLean | 8,820,364 | 348,757 | |||||||
| Jane Skoblo | 9,162,511 | 6,610 | |||||||
| John Thompson | 8,438,802 | 730,319 | |||||||
| Leontine van Leeuwen-Atkins | 9,148,171 | 20,950 | |||||||
| 2. Reappointment of KPMG LLP as Auditors of the Company. | Number of Shares For | Number of Shares Withheld | |||||||
| 9,845,068 | 70,799 | ||||||||
All resolutions put to the Meeting were passed.
(s) Domenic Di Sisto
Domenic Di Sisto
Vice President & General Counsel
Points.com Inc.