UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 22, 2010
PFIZER INC.
(Exact name of registrant as specified in its charter)
Delaware | 1-3619 | 13-5315170 |
| (State or other Jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
235 East 42nd Street
New York, New York
(Address of principal executive offices)
| | 10017
(Zip Code) |
Registrant's telephone number, including area code:
(212) 733-2323
Not Applicable
(Former Name or Former Address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
| Pfizer’s Annual Meeting of Shareholders was held on April 22, 2010. Shareholders voted on the matters set forth below. |
1. The nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following votes:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non Votes |
Dennis A. Ausiello | 5,171,935,994 | 311,692,252 | 19,621,216 | 989,481,024 |
Michael S. Brown | 5,115,871,347 | 368,321,270 | 19,056,845 | 989,481,024 |
M. Anthony Burns | 5,232,152,711 | 251,391,144 | 19,705,608 | 989,481,024 |
Robert N. Burt | 5,317,579,679 | 165,124,377 | 20,545,406 | 989,481,024 |
W. Don Cornwell | 5,258,752,172 | 224,483,117 | 20,014,173 | 989,481,024 |
| Frances D. Fergusson | 5,354,612,251 | 129,018,571 | 19,618,639 | 989,481,024 |
William H. Gray III | 5,314,253,097 | 169,204,770 | 19,791,596 | 989,481,024 |
Constance J. Horner | 5,288,151,380 | 196,017,644 | 19,080,438 | 989,481,024 |
James M. Kilts | 5,327,235,937 | 155,754,387 | 20,259,138 | 989,481,024 |
Jeffrey B. Kindler | 5,211,979,541 | 270,843,066 | 20,426,855 | 989,481,024 |
George A. Lorch | 5,306,584,200 | 176,433,374 | 20,231,888 | 989,481,024 |
John P. Mascotte | 5,375,216,269 | 108,043,195 | 19,989,998 | 989,481,024 |
Suzanne Nora Johnson | 5,317,849,513 | 165,671,074 | 19,728,876 | 989,481,024 |
Stephen W. Sanger | 5,350,423,908 | 132,522,724 | 20,302,831 | 989,481,024 |
William C. Steere, Jr. | 5,214,504,408 | 270,468,323 | 18,276,731 | 989,481,024 |
2. The proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2010 was approved based upon the following votes:
| | |
| |
| Votes for approval | 6,333,201,083 | |
| Votes against | 135,202,282 | |
| Abstentions | 24,327,121 | |
| | There were no broker non-votes for this item. |
3. The proposal to approve, on an advisory basis, the overall executive compensation policies and procedures of the Company for its named executive officers was approved based upon the following votes:
| |
| |
| Votes for approval | 6,145,090,851 | |
| Votes against | 200,563,549 | |
| Abstentions | 147,076,087 | |
| There were no broker non-votes for this item. |
4. The proposal to approve an amendment to the by-laws to reduce the percentage of shares required for shareholders to call special shareholder meetings was approved based upon the following votes. As required, a majority of the votes represented by the Company’s outstanding shares voted in favor of this proposal.
| |
| |
| Votes for approval | 6,126,348,140 | |
| Votes against | 331,191,648 | |
| Abstentions | 35,190,698 | |
| There were no broker non-votes for this item. |
5. The shareholder proposal regarding stock options was not approved based upon the following votes:
| |
| |
| Votes for approval | 224,071,302 | |
| Votes against | 5,243,078,975 | |
| Abstentions | 36,099,185 | |
| Broker non-votes | 989,481,024 | |
SIGNATURE
Under the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the authorized undersigned.
| | | PFIZER INC. |
| | | |
| | | By:/s/ Matthew Lepore
Matthew Lepore |
| | | Title: Vice President, Chief Counsel - Corporate Governance, and Assistant General Counsel |
| Dated: April 28, 2010 | | |
