Thomson Reuters Corporation
69.60%
313,508,841
1075124
884903709
Apr 15, 2025
Apr 16, 2025, 07:38 PM
Reporting Persons (59)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| THOMSON INVESTMENTS LIMITED | CO | 69.60% | 313,508,841 | 0 | 313,508,841 |
| THE WOODBRIDGE COMPANY LIMITED | CO | 66.70% | 300,551,801 | 0 | 300,551,801 |
| 1908720 ONTARIO LIMITED | CO | 41.90% | 188,772,148 | 0 | 188,772,148 |
| 1000706525 ONTARIO LIMITED | CO | 8.10% | 36,348,839 | 0 | 36,348,839 |
| 1396164 Ontario Limited | CO | 2.90% | 12,921,791 | 0 | 12,921,791 |
| 1000927211 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927207 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927210 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927194 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927196 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927197 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927200 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927201 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927202 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000927205 Ontario Limited | CO | 1.40% | 6,200,000 | 0 | 6,200,000 |
| 1000921307 ONTARIO LIMITED | CO | 0.40% | 1,589,642 | 0 | 1,589,642 |
| 1761173 ONTARIO LIMITED | CO | 0.30% | 1,422,190 | 0 | 1,422,190 |
| 2677295 ONTARIO LIMITED | CO | 0.20% | 697,006 | 0 | 697,006 |
| 1000921264 ONTARIO LIMITED | CO | 0.20% | 844,976 | 0 | 844,976 |
| TLT ISSUE HOLDCO B CORP. | CO | 0.20% | 759,751 | 0 | 759,751 |
| GED INVESTMENTS CORP. | CO | 0.10% | 325,509 | 0 | 325,509 |
| 1925124 Ontario Limited | CO | 0.10% | 506,720 | 0 | 506,720 |
| DKRT INVESTMENTS CORP. | CO | 0.10% | 327,761 | 0 | 327,761 |
| 1000920847 ONTARIO LIMITED | CO | 0.10% | 260,000 | 0 | 260,000 |
| TLT INVESTMENTS CORP. | CO | 0.10% | 530,176 | 0 | 530,176 |
| 1000919995 ONTARIO LIMITED | CO | 0.10% | 260,000 | 0 | 260,000 |
| 1754693 ONTARIO LIMITED | CO | 0.10% | 437,878 | 0 | 437,878 |
| PJT INVESTMENTS CORP. | CO | 0.10% | 270,297 | 0 | 270,297 |
| 1000920848 ONTARIO LIMITED | CO | 0.10% | 260,000 | 0 | 260,000 |
| 1000921309 ONTARIO LIMITED | CO | 0.10% | 529,881 | 0 | 529,881 |
| 1000078931 ONTARIO LIMITED | CO | 0.10% | 357,105 | 0 | 357,105 |
| JRD INVESTMENTS CORP. | CO | 0.10% | 241,571 | 0 | 241,571 |
| 1000921305 ONTARIO LIMITED | CO | 0.10% | 287,274 | 0 | 287,274 |
| 1000921303 ONTARIO LIMITED | CO | 0.10% | 298,675 | 0 | 298,675 |
| 1000921265 ONTARIO LIMITED | CO | 0.10% | 281,658 | 0 | 281,658 |
| 1000031857 ONTARIO LIMITED | CO | 0.10% | 444,575 | 0 | 444,575 |
| BG INVESTMENTS CORP. | CO | 0.10% | 286,370 | 0 | 286,370 |
| 1000921257 ONTARIO LIMITED | CO | 0.10% | 285,160 | 0 | 285,160 |
| 1000921254 ONTARIO LIMITED | CO | 0.10% | 287,060 | 0 | 287,060 |
| 1000921297 ONTARIO LIMITED | CO | 0.00% | 64,585 | 0 | 64,585 |
| DYM INVESTMENTS CORP. | CO | 0.00% | 101,028 | 0 | 101,028 |
| 1000921259 ONTARIO LIMITED | CO | 0.00% | 178,101 | 0 | 178,101 |
| 2754783 ONTARIO LIMITED | CO | 0.00% | 6,988 | 0 | 6,988 |
| 1000921253 ONTARIO LIMITED | CO | 0.00% | 65,299 | 0 | 65,299 |
| KRT INVESTMENTS CORP. | CO | 0.00% | 87,754 | 0 | 87,754 |
| TLT ISSUE HOLDCO A CORP. | CO | 0.00% | 195,900 | 0 | 195,900 |
| MB FINANCE CORP. | CO | 0.00% | 1,596 | 0 | 1,596 |
| Woodbridge Investments Corporation | CO | 0.00% | 2,303 | 0 | 2,303 |
| 2775329 ONTARIO LIMITED | CO | 0.00% | 4,145 | 0 | 4,145 |
| ACG INVESTMENTS CORP. | CO | 0.00% | 167,937 | 0 | 167,937 |
| SEG FAMILY CORP. | CO | 0.00% | 66,546 | 0 | 66,546 |
| PGF INVESTMENTS CORP. | CO | 0.00% | 20,358 | 0 | 20,358 |
| PGF FAMILY CORP. | CO | 0.00% | 19,984 | 0 | 19,984 |
| LCC INVESTMENTS CORP. | CO | 0.00% | 168,127 | 0 | 168,127 |
| DKRT FAMILY CORP. | CO | 0.00% | 81,860 | 0 | 81,860 |
| TCM INVESTMENTS CORP. | CO | 0.00% | 69,500 | 0 | 69,500 |
| 1000921268 ONTARIO LIMITED | CO | 0.00% | 198,755 | 0 | 198,755 |
| 1000921299 ONTARIO LIMITED | CO | 0.00% | 67,423 | 0 | 67,423 |
| LLD INVESTMENTS CORP. | CO | 0.00% | 106,639 | 0 | 106,639 |
Disclosure Items (7)
Common Shares of Thomson Reuters Corporation
Thomson Reuters Corporation
19 Duncan Street, Toronto, Ontario, Z4, M5H 3H1
Thomson Investments Limited, Woodbridge, 1908720 Ontario Limited, 1000706525 Ontario Limited, 1396164 Ontario Limited, 1925124 Ontario Limited, Woodbridge Investments Corporation, 1000927194 Ontario Limited, 1000927196 Ontario Limited, 1000927197 Ontario Limited, 1000927200 Ontario Limited, 1000927201 Ontario Limited, 1000927202 Ontario Limited, 1000927205 Ontario Limited, 1000927207 Ontario Limited, 1000927210 Ontario Limited, 1000927211 Ontario Limited, KRT Investments Corp., DKRT Family Corp., DKRT Investments Corp., 1000920847 Ontario Limited, MB Finance Corp., TLT Investments Corp., TLT Issue Holdco A Corp., TLT Issue Holdco B Corp., 1761173 Ontario Limited, 2677295 Ontario Limited, 1000919995 Ontario Limited, 1754693 Ontario Limited, PJT Investments Corp., 1000920848 Ontario Limited, PGF Investments Corp., PGF Family Corp., LCC Investments Corp., 1000921307 Ontario Limited, 1000921309 Ontario Limited, 1000078931 Ontario Limited, 1000921299 Ontario Limited, LLD Investments Corp., 1000921297 Ontario Limited, JRD Investments Corp., 1000921305 Ontario Limited, 2754783 Ontario Limited, 1000921303 Ontario Limited, GED Investments Corp., 1000921264 Ontario Limited, 1000921265 Ontario Limited, 1000031857 Ontario Limited, SEG Family Corp., TCM Investments Corp., 1000921268 Ontario Limited, DYM Investments Corp., 1000921259 Ontario Limited, BG Investments Corp., 1000921257 Ontario Limited, ACG Investments Corp., 1000921253 Ontario Limited, 2775329 Ontario Limited and 1000921254 Ontario Limited.
See Schedule A for the address of each Reporting Person.
See Schedule A for certain information as to the executive officers and directors of each Reporting Person.
Further, to the knowledge of each Reporting Person, neither such Reporting Person, nor any executive officer or director of such Reporting Person, has been a party during the last five years to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violation of, or prohibiting or mandating activities subject to, U.S. federal or state securities laws, or finding any violation with respect to such laws.
See Schedule A for certain information as to the executive officers and directors of each Reporting Person. For further explanation of the background of the arrangements relating to ownership of Common Shares, see the "Explanatory Note" above.
Not applicable.
See cover pages of this Amendment for each of the Reporting Persons and Schedule A for each of the directors and executive officers of the Reporting Persons.
See cover pages of this Amendment for each of the Reporting Persons and Schedule A for each of the directors and executive officers of the Reporting Persons.
None of the Reporting Persons has effected any transactions in Common Shares during the past 60 days, except as set forth below. On March 10, 2025, 1396164 Ontario Limited acquired 43,662 Common Shares pursuant to the Thomson Reuters Amended and Restated Dividend Reinvestment Plan (the "DRIP"). On April 9, 2025, DKRT Family Corp. acquired 4 Common Shares from Osmington Inc., being all of the Common Shares held by Osmington Inc., for cash consideration of CAD$920.96. On April 9, 2025, PJT Investments Corp. acquired 4 Common Shares from Thomvest Seed Capital Inc. ("TSCI"), being all of the Common Shares held by TSCI, for cash consideration of CAD$920.96. None of the executive officers or directors of the Reporting Persons has effected any transactions in Common Shares during the past 60 days, except as set forth below. On March 17, 2025, Peter J. Thomson, Director and Co-Chairman of Woodbridge, acquired 77 Common Shares as compensation for serving as director of Thomson Reuters.
Not applicable.
Not applicable.
Item 6 is hereby amended to add the following: In connection with his expected election to the Thomson Reuters' board of directors, Woodbridge plans to enter into the Advisor Agreement with Paul Sagan pursuant to which Mr. Sagan will agree to serve as Woodbridge's director nominee and to provide Woodbridge with certain advisory services in exchange for compensation. A copy of the form of Advisor Agreement is filed as Exhibit 99.4 hereto and incorporated herein by reference. The foregoing summary of the form of Advisor Agreement is qualified in its entirety by reference to the form of Advisor Agreement. Certain Reporting Persons have pledged 2,839,678 Common Shares to Royal Bank of Canada to secure certain obligations under seven demand credit facilities. Additionally, other Reporting Persons are parties to a Negative Pledge Agreement in favor of Royal Bank of Canada, pursuant to which 709,453 Common Shares held by such Reporting Persons cannot be sold, assigned, transferred, disposed of or encumbered in any way without the prior consent of Royal Bank of Canada. As previously reported, in October 2021, David K.R. Thomson and Peter J. Thomson, co-Chairmen and Directors of Woodbridge, were granted options (the "Options") pursuant to The Woodbridge Company Limited 2000 Stock Incentive Plan (the "Plan") to acquire common shares of 1396164 Ontario Limited and related share appreciation rights to be settled in cash. David K.R. Thomson and Peter J. Thomson have voluntarily surrendered their vested and unvested Options to Woodbridge for cancellation. As of April 10, 2025, David K.R. Thomson and Peter J. Thomson hold no Options. As of April 10, 2025, David K.R. Thomson and Peter J. Thomson hold 129,340 and 16,643 deferred share units ("DSUs"), respectively, issued to them by Thomson Reuters for compensation for service as a director of Thomson Reuters. Each DSU has the same value as one Common Share, though DSUs do not have voting rights. DSUs accumulate additional units based on notional equivalents of dividends paid on Common Shares. DSUs are fully vested upon grant, but they are only settled in Common Shares or, at the election of Thomson Reuters, in cash, following termination of the director's board service in respect of Thomson Reuters. Any Common Shares delivered to a director of Thomson Reuters in connection with the settlement of DSUs are purchased in the open market.
Exhibit 99.1 - The Woodbridge Company Limited 2000 Stock Incentive Plan. Exhibit 99.2 - Form of Option Grant Letter. Exhibit 99.3 - Joint Filing Agreement. Exhibit 99.4 - Form of Advisor Agreement. Exhibit 99.5 - Power of Attorney. Exhibit 99.6 - Schedule A.