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Nine directors were elected with strong shareholder support (votes in favor ranged from 88% to 99%), and TFI said it will publish detailed voting results on SEDAR+, SEDAR and EDGAR.
Deloitte LLP was appointed auditor and shareholders approved the non-binding advisory Say-on-Pay vote on executive compensation.
Shareholders pressed management on climate and air‑pollution risks; management said TFI is “still at 99% diesel” while exploring hybrids, hydrogen and limited propane, will disclose Scope 1 and 2 emissions when required (Q3), and pointed to efficiency and facility initiatives to reduce impacts.
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TFI International (NYSE:TFII) held its 2026 annual meeting of shareholders by telephone on April 27, with Chairman, President and CEO Alain Bédard presiding. The meeting covered routine annual items including the presentation of the company’s 2025 audited financial statements, the election of directors, the appointment of auditors and an advisory “Say on Pay” vote on executive compensation.
Bédard said participation by the chair, scrutineers and certain proxy holders was being conducted remotely and shareholders were asked to vote by proxy ahead of the meeting. Computershare Trust Company of Canada served as scrutineers, with Steven Gilbert and Vlad Delibasa appointed to tabulate votes and confirm attendance, while Josiane Langlois, vice president of legal affairs and corporate secretary, acted as secretary.
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Computershare reported that at least two shareholders or proxy holders were present, representing 65,853,128 shares, or 80.13% of the 82,186,031 outstanding shares as of March 18, 2026, establishing a quorum.
The meeting included the election of nine director nominees. Langlois nominated the full slate: Leslie Abi-Karam, Alain Bédard, William T. England, Diane Giard, Debra Kelly-Ennis, Sébastien Martel, John M. Pratt, Joey Saputo and Rosemary Turner.
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Computershare reported that the nine nominees received votes in favor ranging from 88% to 99% of all shares voted at the meeting. Bédard declared the nominees elected to serve until the next annual meeting or until their successors are elected or appointed. He said TFI would issue a press release announcing results and file a detailed report of voting outcomes on SEDAR+, SEDAR and EDGAR.
Chief Financial Officer David Saperstein moved to appoint Deloitte LLP as the company’s auditor until the next annual meeting, with remuneration to be fixed by the board. The motion was seconded by Langlois and approved by voice vote.
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Shareholders also approved a non-binding advisory resolution on executive compensation, consistent with disclosure in TFI’s management information circular dated March 13, 2026. Langlois read the resolution, and Saperstein seconded it. The motion carried by voice vote.
Following the close of formal business, shareholders raised questions on climate-related strategy, potential regulatory disclosures and the company’s approach to emissions and air pollution.
Rosa van den Beemt, director of stewardship at Trottier Family Foundation, asked how TFI is planning for an “inevitable” transition amid oil price volatility related to the war in Iran and accelerating electric vehicle adoption, including heavy-duty electric trucks. She also asked for a timeline for sharing how the board and management consider and prepare for climate-related risks and opportunities.
Saperstein addressed the disclosure question, saying TFI would communicate “in line with all of the regulations and the kind of rules around that.” He cited California climate-related disclosure laws, saying SB 261 had been challenged in the U.S. Court of Appeals and “passed” with “no disclosure required,” while SB 253 remained in effect. He said TFI was preparing to disclose Scope 1 and Scope 2 emissions when required in the third quarter of the year.
Bédard addressed vehicle electrification and alternatives, describing what he called constraints for electric trucks, including vehicle weight limits and the availability of charging infrastructure. He said discussions with original equipment manufacturers had increasingly centered on hybrid models, and he also referenced hydrogen as another hybrid solution being explored by truck manufacturers. Bédard said the feasibility depended in part on “how easy is it to get the energy” to charge vehicles or obtain hydrogen.
He also differentiated between pickup-and-delivery operations and long-haul operations, noting that urban P&D routes may be better suited to overnight charging since trucks return to base, while line-haul operations depend heavily on broader charging or fueling networks. Bédard said TFI was “still at 99% diesel today,” with some limited propane use in certain Canadian P&D operations.
A second question came from Ayo Olatunji, director of responsible investing at CMA Impact, who asked whether the board would explicitly recognize the materiality of air pollution and disclose transparently on air pollutants, including PM2.5, given what he described as shifting regulatory risk and public health impacts near freight corridors.
Bédard responded that the company would continue to respect applicable rules and emphasized an “evolution” from diesel-based systems toward improved solutions over time. He pointed to operational efficiency efforts, including reduced idling and speed management, and said the company’s goal is to deliver freight efficiently by reducing miles driven between stops. He contrasted TFI’s Canadian operations, which he said benefit from higher density routes, with U.S. operations affected by the acquisition of UPS Freight, where he said route density “is no good” and improvements are underway.
Bédard also cited facility-related energy initiatives, including upgrading to LED lighting, and described testing lithium battery systems for sleeper trucks to reduce diesel engine use for heating and cooling during rest periods.
The meeting concluded with Bédard thanking shareholders for attending and for their support.
TFI International Inc (NYSE: TFII) is a leading North American transport and logistics company headquartered in Montreal, Quebec. The company operates through a network of subsidiaries that provide truckload, less-than-truckload (LTL), specialized freight, package and courier, and logistics services. By integrating these operations, TFI delivers comprehensive end-to-end solutions, including long-haul and regional transportation, expedited delivery, warehousing, and cross-border freight movement.
Originally founded in 1957 as a regional trucking outfit in Cabano, Quebec, TFI International has expanded significantly through a disciplined acquisition strategy.
The article "TFI International AGM: Directors Elected, Deloitte Appointed, Say-on-Pay Passes as Climate Questions Rise" was originally published by MarketBeat.