BIOMARIN PHARMACEUTICAL INC false 0001048477 0001048477 2020-05-27 2020-05-27

 

 

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 27, 2020

 

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 (see General Instruction A.2. below):

  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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $.001 par value

 

BMRN

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 27, 2020, BioMarin Pharmaceutical Inc. (“BioMarin” or the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 180,760,753 shares of common stock were entitled to vote as of March 30, 2020, the record date for the Annual Meeting. There were 164,141,017 shares of common stock present in person or represented by proxy at the Annual Meeting, at which the stockholders were asked to vote on three proposals, each of which is described in more detail in BioMarin’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 14, 2020 (the “Proxy Statement”). Set forth below are the matters acted upon by the stockholders, and the final voting results of each such proposal.

Proposal No. 1: Election of Directors

Directors Elected

 

Vote For

   

Withheld

   

Broker
Non-Votes

 

Jean-Jacques Bienaimé

   

148,356,194

     

7,402,776

     

8,382,047

 

Elizabeth McKee Anderson

   

155,409,655

     

349,315

     

8,382,047

 

Willard Dere, M.D.

   

154,930,505

     

828,465

     

8,382,047

 

Michael Grey

   

145,140,776

     

10,618,194

     

8,382,047

 

Elaine J. Heron, Ph.D.

   

151,292,610

     

4,466,360

     

8,382,047

 

Robert J. Hombach

   

154,479,935

     

1,279,035

     

8,382,047

 

V. Bryan Lawlis, Ph.D.

   

152,651,613

     

3,107,357

     

8,382,047

 

Richard A. Meier

   

153,060,357

     

2,698,613

     

8,382,047

 

David E.I. Pyott, M.D. (Hon.)

   

154,499,783

     

1,259,187

     

8,382,047

 

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

   

155,216,209

     

542,761

     

8,382,047

 

Based on the votes set forth above, BioMarin’s stockholders elected each of the ten 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 No. 2: Ratification of the Selection of Independent Registered Public Accounting Firm

The ratification of the selection of KPMG LLP as BioMarin’s independent registered public accounting firm for the fiscal year ending December 31, 2020, as set forth in the Proxy Statement, received the following votes:

For

 

Against

 

Abstain

162,933,181

 

1,109,134

 

98,702

Based on the votes set forth above, BioMarin’s stockholders ratified the selection of KPMG LLP as BioMarin’s independent registered public accounting firm to serve for the year ending December 31, 2020.

Proposal No. 3: Advisory Vote on the Compensation of BioMarin’s Named Executive Officers

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

For

 

Against

 

Abstain

 

Broker
Non-Votes

149,206,456

 

5,821,456

 

731,058

 

8,382,047

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


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 1, 2020

 

 

By:

 

/s/ G. Eric Davis

 

 

 

G. Eric Davis

Executive Vice President, General Counsel

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