UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

Report on Form 6-K dated for the month of March 2022

 

 

Copa Holdings, S.A.

(Translation of Registrant’s Name Into English)

 

 

Boulevard Costa del Este, Avenida Principal y Avenida de la Rotonda

Urbanización Costa del Este

Complejo Business Park, Torre Norte

ParqueLefevre

Panama City, Panama

(Address of principal executive offices)

 

 

(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  ☐

(Indicate by check 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  ☒

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b);82-                 )

 

Enclosure: NOTICE OF 2022 ANNUAL MEETING OF SHAREHOLDERS

 

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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.

 

 

 

 

Exhibit 99.1

COPA HOLDINGS, S.A.

Complejo Business Park, Torre Norte

Urbanización Costa del Este, Parque Lefevre

P.O. Box 0816-06819

Panama City, Republic of Panama

______________________

 

NOTICE OF 2022 ANNUAL MEETING OF SHAREHOLDERS

To be held May 11, 2022

______________________

 

NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders (the “Annual Meeting”) of Copa Holdings, S.A. (the “Company”) will be held at Copa Airlines’ headquarters, located at Boulevard Costa del Este, Avenida Principal y Avenida de la Rotonda, Urbanización Costa del Este, Complejo Business Park, Torre Norte, Parque Lefevre, Panama City, Panama on May 11th, 2022, at 4:30 p.m. EDT (3:30 p.m. Local Time), subject to any applicable social distancing measures and any other recommendations by local health authorities.  At the Annual Meeting the following matters will be considered and voted upon:

 

1. By the Class A Shareholders of the Company, to approve the nomination of Mrs. Julianne Canavaggio, as per the recommendation of the Nominating Committee, as nominee for election as independent director of the Company to hold office for a period of two years to expire on the annual meeting to be held in 2024.

 

2. By the Class B Shareholders of the Company, the election, as per the recommendation of the Nominating Committee, of the following directors including the independent directors named above:  Mr. Carlos Alberto Motta, Mr. Pedro Heilbron, Mr. Alvaro Heilbron, Mr. Andrew Levy, Mr. John Gebo, Mrs. Makelin Arias, and Mrs. Julianne Canavaggio for a period of 2 years to expire on the annual meeting to be held in 2024.

The holders of record of the Company’s Class A common stock at the close of business on March 1, 2022, are entitled to notice of the Annual Meeting for purposes of approval of paragraph 1 above.  In accordance with the Company’s Amended Articles of Incorporation, each Class A shareholder has granted a general proxy to the Chairman of the Company’s board of directors or any person designated by the Chairman to represent them and vote their shares on their behalf at any shareholders’ meeting.  The general proxy may be revoked by written notice received by the Chairman of the Company at the address above at least ten (10) days prior to such meeting.  The holders of record of the Company’s Class B common stock at the close of business on March 1, 2022, are entitled to notice of, and to vote at, the Annual Meeting.

 

In addition, the Executive President will present a report of the performance of the Company during 2021 and its perspectives for 2022.

 

 

Jaime Alberto Arias – Secretary

 

 

 

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PROXY REVOCATION FORM

 

 

The undersigned, beneficial owner of __________ Class A shares of COPA HOLDINGS, S.A. (the “Company”), a Panamanian corporation duly registered at the New York Stock Exchange, hereby revokes, solely for purposes of the General Meeting of Shareholders to be held on May 11 of 2022, the general proxy granted to the Chairman of the Company’s board of directors or any person designated by the Chairman to represent the Class A shareholders and vote their shares on their behalf at any shareholders’ meeting, in accordance with the Company’s Articles of Incorporation

 

This proxy revocation needs to be received by the Chairman of the Company at the address listed below at least ten (10) days prior to such meeting.

 

Stanley Motta

Chairman

COPA HOLDINGS, S.A.

Complejo Business Park, Torre Norte

Urbanización Costa del Este, Parque Lefevre

P.O. Box 0816-06819

Panama City, Republic of Panama

 

A digital copy should be sent to Daniel Tapia

Director of Investor Relations

COPA HOLDINGS, S.A.

dtapia@copaair.com

Phone:  (+507) 304-2774

 

Fax:  (+507) 304-2447