Item 5.07 Submission of Matters to a Vote of Security Holders.
Amarin Corporation plc (the “Company”) held its annual shareholders meeting (the “Annual Meeting”) on May 20, 2019. There were approximately 330,640,297 ordinary shares entitled to vote at the Annual Meeting based on the April 11, 2019 record date, of which approximately 330,433,208 were held in the name of Citibank, N.A., which issues Company-sponsored American Depositary Receipts (“ADRs”) evidencing American Depositary Shares (“ADSs”) which, in turn, each represent one ordinary share. Of the ordinary shares entitled to vote, 279,940,990 shares, or approximately 84.67%, were present and voting in person or by proxy at the Annual Meeting. Shareholders approved each of the proposed resolutions with more than 80% of the votes cast in favor. In accordance with the Company’s Articles of Association, the presence, in person or by proxy, of at least two shareholders who held shares as of April 11, 2019 would constitute a quorum for the transaction of business at the Annual Meeting.
The matters set forth below were voted on at the Annual Meeting. Detailed descriptions of these matters and voting procedures applicable to these matters at the Annual Meeting are contained in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 25, 2019. All matters were approved by a show of hands in accordance with the Company’s Articles of Association. Set forth below are the total number of shares voted for and against each matter, as well as the total number of abstentions and brokernon-votes with respect to each matter. Abstentions and brokernon-votes had no effect on the vote outcome.
| (1) | Ordinary resolution tore-elect Mr. Jan van Heek as a director: |
| | | | | | |
Votes For | | Votes Against | | Abstentions | | BrokerNon-Votes |
| 146,839,863 | | 2,465,574 | | 773,331 | | 129,862,222 |
| (2) | Ordinary resolution tore-elect Ms. Kristine Peterson as a director: |
| | | | | | |
Votes For | | Votes Against | | Abstentions | | BrokerNon-Votes |
| 145,271,468 | | 4,039,591 | | 767,709 | | 129,862,222 |
The terms of the following directors continued after the meeting: Mr. John Thero, Dr. Lars Ekman, Mr. Patrick O’Sullivan, Mr. David Stack and Mr. Joseph Zakrzewski.
| (3) | Anon-binding advisory vote to approve the compensation of the Company’s named executive officers: |
| | | | | | |
Votes For | | Votes Against | | Abstentions | | BrokerNon-Votes |
| 144,113,780 | | 4,736,602 | | 1,228,386 | | 129,862,222 |
| (4) | An ordinary resolution to appoint Ernst & Young LLP as the Company’s U.S. independent registered public accounting firm for 2019 and U.K. statutory auditors under Companies Act 2006 (to hold office until the conclusion of the next annual general meeting at which accounts are laid before the Company), and to authorize the Audit Committee to fix and determine the auditors’ remuneration: |
| | | | | | |
Votes For | | Votes Against | | Abstentions | | BrokerNon-Votes |
| 274,449,309 | | 3,591,191 | | 1,900,490 | | 0 |
| (5) | An ordinary resolution approving the renewal of the power of the directors to allot shares: |
| | | | | | |
Votes For | | Votes Against | | Abstentions | | BrokerNon-Votes |
| 120,021,947 | | 28,646,364 | | 1,410,457 | | 129,862,222 |
