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 the earliest event reported): May 30, 2012 (May 30, 2012)
Valeant Pharmaceuticals International, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Canada | | 001-14956 | | 98-0448205 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S Employer Identification No.) |
4787 Levy Street,
Montreal, Quebec
Canada H4R 2P9
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code): (514) 744-6792
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications 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. |
On May 30, 2012 the Company held its Annual Meeting. At the Annual Meeting, the shareholders of the Company voted on the following six proposals, each of which is described in detail in the Proxy Statement. The results of each matter voted upon are as follows:
Proposal No. 1: Election of Directors. The following individuals were elected to the Company’s Board of Directors:
| | | | | | | | | | | | |
Name | | For | | | Withheld | | | Broker Non-Votes | |
Ronald Farmer | | | 238,259,900 | | | | 432,533 | | | | 19,260,347 | |
Robert A. Ingram | | | 234,611,761 | | | | 4,080,672 | | | | 19,260,347 | |
Theo Melas-Kyriazi | | | 237,422,145 | | | | 1,270,288 | | | | 19,260,347 | |
G. Mason Morfit | | | 238,069,970 | | | | 622,463 | | | | 19,260,347 | |
Laurence E. Paul | | | 237,948,717 | | | | 743,716 | | | | 19,260,347 | |
J. Michael Pearson | | | 232,764,713 | | | | 5,927,720 | | | | 19,260,347 | |
Robert N. Power | | | 238,099,133 | | | | 593,300 | | | | 19,260,347 | |
Norma A. Provencio | | | 237,424,311 | | | | 1,268,122 | | | | 19,260,347 | |
Lloyd M. Segal | | | 238,226,188 | | | | 466,245 | | | | 19,260,347 | |
Katharine B. Stevenson | | | 237,329,728 | | | | 1,362,705 | | | | 19,260,347 | |
Proposal No. 2: Advisory Vote on Executive Compensation. The shareholders approved, on a non-binding advisory basis, the compensation of the Company’s Named Executive Officers as disclosed in the Proxy Statement.
| | | | | | |
For | | Against | | Abstain | | Broker Non-Votes |
228,874,096 | | 9,163,249 | | 655,088 | | 19,260,347 |
Proposal No. 3: Appointment of the Independent Registered Public Accounting Firm. The shareholders appointed the PricewaterhouseCoopers LLP (United States) as the Company’s independent registered public accounting firm to serve until the close of the 2013Annual Meeting of Shareholders and authorized the Board of Directors to fix the auditors’ remuneration.
| | | | |
For | | Withhold | | Broker Non-Votes |
254,034,665 | | 3,918,115 | | 0 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | |
| | | | VALEANT PHARMACEUTICALS INTERNATIONAL, INC. |
| | | |
| Date: May 30, 2012 | | | | By: | | /s/ Robert Chai-Onn |
| | | | | | Robert Chai-Onn |
| | | | | | Executive Vice President, General Counsel |
