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): May 2, 2016 (April 28, 2016)
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 Inc. (the "Company") Annual Meeting of Shareholders was held on April 28, 2016. |
| |
| (b) Shareholders voted on the matters set forth below. |
1. The nominees for election to the Company’s Board of Directors were elected to hold office until the Company’s next Annual Meeting of Shareholders, based upon the following votes:
| Nominee | Votes For | Votes Against | Abstentions | Broker non-votes |
Dennis A. Ausiello | 4,382,283,154 | 79,748,272 | 27,503,019 | 890,263,280 |
W. Don Cornwell | 4,223,280,107 | 249,159,824 | 17,095,117 | 890,263,280 |
| Joseph J. Echevarria | 4,429,019,628 | 45,520,762 | 14,995,934 | 890,263,280 |
| Frances D. Fergusson | 4,394,322,889 | 67,613,438 | 27,597,647 | 890,263,280 |
Helen H. Hobbs | 4,412,020,898 | 50,510,332 | 27,003,988 | 890,263,280 |
James M. Kilts | 4,234,726,049 | 239,920,034 | 14,869,135 | 890,263,280 |
Shantanu Narayen | 4,402,010,162 | 59,556,634 | 27,968,429 | 890,263,280 |
Suzanne Nora Johnson | 4,412,177,979 | 63,775,663 | 13,582,012 | 890,263,280 |
Ian C. Read | 4,200,654,758 | 235,024,552 | 53,842,204 | 890,263,280 |
Stephen W. Sanger | 4,373,708,858 | 88,224,181 | 27,595,072 | 890,263,280 |
James C. Smith | 4,411,947,256 | 60,897,990 | 16,691,078 | 890,263,280 |
2. The proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the 2016 fiscal year was approved based upon the following votes:
| Votes for approval | 5,266,887,772 97,593,509 15,313,970 0 | |
| Votes against |
| Abstentions |
| Broker non-votes |
| | | |
| 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 | 4,196,725,944 | |
| Votes against | 248,458,417 | |
| Abstentions | 44,351,879 | |
| Broker non-votes | 890,263,280 | |
| | | |
| 4. The shareholder proposal regarding report on lobbying activities was not approved based upon the following votes: | |
| | | |
| Votes for approval | 1,278,578,704 | |
| Votes against | 2,889,936,030 | |
| Abstentions | 321,006,612 | |
| Broker non-votes | 890,263,280 | |
| |
| 5. The shareholder proposal regarding policy on director elections was not approved based upon the following votes: |
| | | |
| Votes for approval | 324,402,398 | |
| Votes against | 4,096,697,394 | |
| Abstentions | 68,417,869 | |
| Broker non-votes | 890,263,280 | |
| | | |
| 6. The shareholder proposal regarding right to act by written consent was not approved based upon the following votes: |
| | | |
| Votes for approval | 1,645,743,167 | |
| Votes against | 2,782,441,985 | |
| Abstentions | 61,346,964 | |
| Broker non-votes | 890,263,280 | |
| |
| 7. The shareholder proposal regarding certain taxable events was not approved based upon the following votes: |
| | | |
| Votes for approval | 187,020,150 | |
| Votes against | 4,235,840,339 | |
| Abstentions | 66,668,975 | |
| Broker non-votes | 890,263,280 | |
| (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. |
| | | |
| Dated: May 2, 2016 | | By: /s/ Margaret M. Madden
Margaret M. Madden |
| | | Title: Vice President & Corporate Secretary
Chief Governance Counsel
|
| | | |
