bmrn-8k_20160606.htm

 

 

 

 

 

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): June 6, 2016

 

BioMarin Pharmaceutical Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

000-26727

68-0397820

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

770 Lindaro Street, San Rafael, California

 

94901

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (415) 506-6700

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 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 June 6, 2016, BioMarin Pharmaceutical Inc. (BioMarin or the Company) held the 2016 Annual Meeting of the Stockholders (the Annual Meeting) at the Company’s offices in the Tamalpais Room, 750 Lindaro Street, San Rafael, California 94901. A total of 162,292,817 shares of common stock were entitled to vote as of April 11, 2016, the record date for the Annual Meeting. There were 150,532,909 shares of common stock present in person or represented by proxy at the Annual Meeting, at which the stockholders were asked to vote on four (4) proposals, each of which is described in more detail in BioMarins definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 25, 2016 (the Proxy Statement). Set forth below are the matters acted upon by the stockholders, and the final voting results of each such proposal.

 

Proposal 1: Election of Directors 

 

 

 

 

 

 

 

 

 

 

 

 

 

Directors Elected

 

Vote For

 

 

Withheld

 

 

Broker
Non-Votes

 

Jean-Jacques Bienaimé

 

 

135,239,362

 

 

 

4,113,841

 

 

 

11,179,706

 

Michael Grey

 

 

138,436,553

 

 

 

916,650

 

 

 

11,179,706

 

Elaine J. Heron, Ph.D.

 

 

138,113,561

 

 

 

1,239,642

 

 

 

11,179,706

 

V. Bryan Lawlis, Ph.D.

 

 

138,815,792

 

 

 

537,411

 

 

 

11,179,706

 

Alan J. Lewis

 

 

137,791,412

 

 

 

1,561,791

 

 

 

11,179,706

 

Richard A. Meier

 

 

138,899,341

 

 

 

453,862

 

 

 

11,179,706

 

David Pyott

 

 

138,865,520

 

 

 

487,683

 

 

 

11,179,706

 

Dennis J. Slamon, M.D., Ph.D.

 

 

138,895,431

 

 

 

457,772

 

 

 

11,179,706

 

Based on the votes set forth above, BioMarin’s stockholders elected each of the eight nominees set forth above to serve as a director of BioMarin until the next annual meeting of stockholders and until his or her successor is duly elected and qualified, or, if sooner, until the director’s death, resignation or removal.

Proposal 2: Advisory Vote on the Compensation of the Company’s Named Executive Officers

The advisory (non-binding) vote to approve the compensation of BioMarins named executive officers, as set forth in the Proxy Statement, received the following votes:

For

 

Against

 

 

Abstain

 

 

Broker
Non-Votes

 

120,990,088

 

 

18,299,187

 

 

 

63,928

 

 

 

11,179,706

 

Based on the votes set forth above, BioMarin’s stockholders approved, on an advisory basis, the compensation of BioMarins named executive officers, as set forth in the Proxy Statement.

Proposal 3: Ratification of the Selection of Independent Registered Public Accounting Firm 

The ratification of the selection of KPMG LLP as BioMarins independent registered public accounting firm for the fiscal year ending December 31, 2016, as set forth in the Proxy Statement, received the following votes:

 

 

 

 

 

 

 

 

 

For

 

Against

 

 

Abstain

 

149,900,460

 

 

526,606

 

 

 

105,843

 

Based on the votes set forth above, BioMarin’s stockholders ratified the selection of KPMG LLP as BioMarins independent registered public accounting firm to serve for the year ending December 31, 2016.

 

Proposal 4: Shareholder Proposal Requesting that BioMarin Issue a Sustainability Report

The shareholder proposal requesting that BioMarin issue a sustainability report, as set forth in the Proxy Statement, received the following votes:

For

 

Against

 

 

Abstain

 

 

Broker
Non-Votes

 

37,388,020

 

 

85,713,521

 

 

 

16,251,66

 

 

 

11,179,706

 

Based on the votes set forth above, BioMarin’s stockholders voted against the shareholder proposal requesting that BioMarin issue a sustainability report.


 


 

 

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 thereunto duly authorized.

 

 

 

BioMarin Pharmaceutical Inc.,

a Delaware corporation

 

 

 

 

Date: June 10, 2016

 

By:

/s/ G. Eric Davis

 

 

 

G. Eric Davis

Executive Vice President, General Counsel