Thomson Reuters (TSX/NASDAQ: TRI) filed its management proxy circular and related documents for a special shareholder meeting to approve a proposed return of capital and share consolidation transaction.

The transaction involves a special cash distribution of $605 million, or approximately $1.36 per common share, followed by a consolidation of outstanding common shares. The share consolidation ratio will be based on the volume-weighted average trading price of common shares on Nasdaq for the five trading days immediately prior to the return of capital becoming effective.

The return of capital is structured to be tax-free for Canadian tax purposes. Shareholders taxable in jurisdictions outside Canada, including U.S. resident shareholders, can opt out of the return of capital. Those who opt out will not receive the cash distribution and will retain their current number of shares.

The special shareholder meeting is scheduled for April 28, 2026, at 9:00 a.m. EDT via webcast on the company's website. Shareholders holding common shares as of 5:00 p.m. EDT on March 6, 2026, are entitled to vote at the meeting.

The management proxy circular and related documents are available on the company's investor relations website and have been filed with Canadian securities regulatory authorities on SEDAR+. The documents will also be furnished to the U.S. Securities and Exchange Commission through EDGAR.

The company noted that the forward-looking statements regarding the transactions are subject to risks and uncertainties, including the requirement for shareholder approval. There is no assurance the return of capital and share consolidation transactions will be completed.