Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
June 01 2022 - 11:04AM
Edgar (US Regulatory)
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 June 2022
Commission File Number: 001-38353
PagSeguro Digital Ltd.
(Name
of Registrant)
Av. Brigadeiro Faria Lima, 1384, 4º andar, parte A
São Paulo, SP, 01451-001, Brazil
+55 (11) 3038 8127
(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 ☐
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):
Yes ☐ No ☒
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):
Yes ☐ No ☒
PAGSEGURO DIGITAL LTD.
(the “Company”)
MINUTES
of the Annual General Meeting of Members of the Company held at Av.
Brigadeiro Faria Lima, 1384, São Paulo, SP, Brazil, 01451-001, at
11am on May 27, 2022.
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Present: |
Maria Judith de Brito, Director and Chairman
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Eduardo Alcaro, Director Ricardo |
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Dutra da Silva, Director |
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Members present in person listed in Schedule 1 |
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Members represented by proxy listed in Schedule 2 |
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In attendance:
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Victoria Rozsavolgyi Bortolin
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1CHAIRMAN
In the absence of Luis Frias and in accordance with article 18.4 of
the Company’s amended and restated articles of association (the
“Articles”),
the directors present hereby elect one of their number, Mrs. Maria
Judith de Brito, to chair the meeting and Mrs. Maria Judith de
Brito has agreed to act as chairman to the meeting (the
“Chairman”).
2OPENING
OF MEETING
The Chairman opened the meeting and reported that due notice of the
meeting had been given to those members entitled to receive it in
accordance with the Company’s Articles and declared that, as a
quorum was present, the meeting was duly convened.
3BUSINESS
OF THE MEETING
The Chairman reported that business of the meeting was to consider
and, if thought fit, pass the proposed resolutions set out in the
notice of the meeting.
4FINANCIAL
STATEMENTS
The Chairman noted that the audited consolidated financial
statements of the Company for the year ended December 31, 2021
together with the auditor’s report thereon were laid before the
meeting.
IT WAS RESOLVED THAT
the audited consolidated financial statements of the Company for
the year ended December 31, 2021 together with the auditor’s report
thereon be and are received and adopted.
5LONG
TERM INCENTIVE PLAN
IT WAS RESOLVED THAT
the ratification of a Long-Term Incentive Plan (the
“LTIP
Goals”)
in the form approved by the directors and filed as an exhibit to
the annual report for the year ended December 31, 2021 on Form 20-F
be and is hereby approved and sanctioned, subject to the number of
Shares granted under the LTIP Goals in any financial year not
exceeding one percent of the total issued and outstanding Class A
Common Shares of the Company in any such year.
6DIRECTOR
ELECTIONS
IT WAS RESOLVED THAT
the following persons be and are hereby re-elected as directors of
the Company to hold office until the next Annual General Meeting of
the Company or until their respective successors have been elected
or appointed or their office is otherwise vacated:
Luis Frias
Maria Judith de Brito
Eduardo Alcaro
Ricardo Dutra da Silva
Noemia Mayumi F. Gushiken
Cleveland Prates Teixeira
Marcia Nogueira de Mello
7.PRIOR
ACTS
IT WAS RESOLVED THAT
all actions taken by the directors and officers of the Company in
relation to the business of the Company during the financial year
ended December 31, 2021 and up to the date of this meeting be and
are hereby ratified and confirmed.
8.CLOSE
There being no further business to be transacted the Chairman
declared the meeting closed.
Maria Judith de Brito
Chairman
SCHEDULE 1
Shareholders present in person
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Name of Shareholder
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Number of Class A Shares
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Number of Class B Shares
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-
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0
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0
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SCHEDULE 2
Shares represented by proxy
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Number of Class A Shares represented by Proxy
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Number of Class B Shares represented by Proxy
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147,798,703
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127,554,861
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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, thereunto duly
authorized.
Date: June 1, 2022
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PagSeguro Digital Ltd. |
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By: |
/s/ Artur Gaulke Schunck |
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Name: |
Artur Gaulke Schunck |
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Title: |
Chief Financial and Investor Relations Officer, Chief Accounting
Officer |
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