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 26, 2012
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 |
| (a) Pfizer’s Annual Meeting of Shareholders was held on April 26, 2012. |
| |
| (b) 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 | 5,237,792,339 | 44,427,736 | 16,200,247 | 941,266,186 |
M. Anthony Burns | 5,195,193,778 | 86,955,169 | 16,273,232 | 941,266,186 |
W. Don Cornwell | 5,138,452,279 | 138,258,325 | 21,710,058 | 941,268,156 |
| Frances D. Fergusson | 5,209,177,936 | 67,697,761 | 21,544,464 | 941,268,156 |
| William H. Gray, III | 5,144,354,646 | 131,959,395 | 22,108,002 | 941,266,186 |
Helen H. Hobbs | 5,224,438,298 | 52,512,871 | 21,466,766 | 941,266,186 |
Constance J. Horner | 5,190,908,220 | 86,614,493 | 20,899,900 | 941,266,186 |
James M. Kilts | 5,152,407,085 | 125,802,968 | 20,203,024 | 941,268,156 |
George A. Lorch | 5,195,217,758 | 81,410,083 | 21,791,120 | 941,266,186 |
John P. Mascotte | 5,231,292,675 | 50,800,658 | 16,329,166 | 941,266,186 |
Suzanne Nora Johnson | 5,198,479,329 | 79,113,151 | 20,825,271 | 941,268,156 |
Ian C. Read | 5,091,227,906 | 189,617,720 | 17,576,937 | 941,266,186 |
Stephen W. Sanger | 5,235,140,418 | 46,353,659 | 16,928,527 | 941,266,186 |
| Marc Tessier-Lavigne | 5,244,156,515 | 32,729,519 | 21,530,656 | 941,266,186 |
2. The proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2012 was approved based upon the following votes:
| Votes for approval | 6,156,233,493 | |
| Votes against | 65,519,014 | |
| | Abstentions | 17,934,694 | |
| Broker Non-Votes | N/A | |
| | |
3. The proposal to approve, on an advisory basis, the compensation of the Company's Named Executive Officers was approved based upon the following votes:
| |
| |
| Votes for approval | 5,074,328,710 | |
| Votes against | 174,412,746 | |
| Abstentions | 49,669,469 | |
| Broker-Non Votes | 941,268,156 | |
|
4. The shareholder proposal regarding publication of political contributions was not approved based upon the following votes:
| |
| |
| Votes for approval | 204,684,969 | |
| Votes against | 4,780,810,687 | |
| Abstentions | 312,898,432 | |
| Broker-Non Votes | 941,269,799 | |
|
5. The shareholder proposal regarding action by written consent was not approved based upon the following votes:
| Votes for approval | 2,623,725,971 | |
| Votes against | 2,624,253,841 | |
| Abstentions | 50,392,663 | |
| Broker non-votes | 941,307,778 | |
6. The shareholder proposal regarding special shareholder meetings was not approved based upon the following votes:
| Votes for approval | 2,078,249,503 | |
| Votes against | 3,180,552,583 | |
| Abstentions | 39,576,219 | |
| Broker non-votes | 941,307,778 | |
7. The shareholder proposal regarding an advisory vote on director pay was not approved based upon the following votes:
| Votes for approval | 288,756,654 | |
| Votes against | 4,859,908,501 | |
| Abstentions | 149,735,642 | |
| Broker non-votes | 941,269,799 | |
| | | |
| (c) Not applicable | | |
| (d) Not applicable. | | |
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 & Corporate Secretary
|
| Dated: April 27, 2012 | | |
