UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 8, 2018
ALEXION PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
Delaware | 000-27756 | 13-3648318 |
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(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
100 College Street, New Haven, Connecticut 06510
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (475) 230-2596
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 (see General Instruction A.2. below): | |
¨ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | |
¨ | Emerging Growth Company |
Item 5.07 Submission of Matters to a Vote of Security Holders.
Alexion Pharmaceuticals, Inc. held its Annual Meeting of Shareholders on May 8, 2018 in Boston, Massachusetts. The results of the matters voted on by the shareholders are set forth below.
1. The election of directors:
Votes For | Withheld | Broker Non-Votes | |||
Felix Baker | 189,600,392 | 1,630,682 | 6,988,210 | ||
David R. Brennan | 190,013,667 | 1,217,407 | 6,988,210 | ||
Christopher J. Coughlin | 189,146,606 | 2,084,468 | 6,988,210 | ||
Deborah Dunsire | 190,447,762 | 783,312 | 6,988,210 | ||
Paul A. Friedman | 168,621,205 | 22,609,869 | 6,988,210 | ||
Ludwig N. Hantson | 190,228,807 | 1,002,267 | 6,988,210 | ||
John T. Mollen | 188,143,899 | 3,087,175 | 6,988,210 | ||
Francois Nader | 190,443,754 | 787,320 | 6,988,210 | ||
Judith A. Reinsdorf | 190,444,008 | 787,066 | 6,988,210 | ||
Andreas Rummelt | 188,263,478 | 2,967,596 | 6,988,210 |
2. | Ratification of the appointment of PricewaterhouseCoopers LLP as Alexion's independent registered public accounting firm: |
Votes For | Votes Against | Abstentions | ||
195,946,869 | 2,023,270 | 249,145 |
4. | The non-binding advisory vote to approve the compensation paid to Alexion’s named executive officers as described in Alexion’s 2018 proxy statement: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
150,170,969 | 40,710,392 | 349,713 | 6,988,210 |
5. | Shareholder proposal requiring an independent Chairman of the Board of Directors: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
62,052,648 | 128,815,904 | 362,522 | 6,988,210 |
Signature
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.
Date: May 11, 2018 | ALEXION PHARMACEUTICALS, INC. | |
By: /s/ Michael V. Greco Name: Michael V. Greco Title: Senior Vice President of Law and Corporate Secretary |