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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 earliest event reported)

June 8, 2020

 

 

Amphastar Pharmaceuticals, Inc.

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware

 

001-36509

 

33-0702205

(State or other jurisdiction of

incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

11570 6th Street

 

Rancho Cucamonga, CA

 

91730

(Address of principal executive offices)

(zip code)

(909) 980-9484

(Registrant’s telephone number, including area code)

 

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))

 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, par value $0.0001 per share

AMPH

The NASDAQ Stock Market LLC

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

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 June 8, 2020, the Company held its Annual Meeting virtually via a live webcast. The stockholders of the Company voted on the following items at the Annual Meeting:

1. To elect three Class I directors to serve until the 2023 annual meeting of stockholders and until their successors are duly elected and qualified;
2. To approve, on an advisory basis, the compensation of our named executive officers;
3. To approve, on an advisory basis, the frequency of future stockholder advisory votes on the compensation of our named executive officers; and
4. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2020.  

The voting results for each of these proposals are detailed below.

1. Election of Directors

Nominee

For

Against

Abstained

Broker Non-votes

David Maris

32,282,312

30,593

45,817

7,251,593

Richard Koo

24,710,060

7,602,815

45,847

7,251,593

Floyd F. Petersen

25,688,166

6,626,043

44,513

7,251,593

Each director nominee was duly elected to serve until the 2023 annual meeting of stockholders and until his or her successor is duly elected and qualified.

2. The Compensation of our Named Executive Officers

For

Against

Abstained

Broker Non-votes

28,894,920

3,120,972

342,830

7,251,593

3. The Frequency of Future Stockholder Advisory Votes on the Compensation of our Named Executive Officers.

1 Year

2 Years

3 Years

Abstained

Broker Non-votes

30,300,137

16,341

2,003,407

38,837

7,251,593

4. Ratification of Appointment of Independent Registered Public Accounting Firm

For

Against

Abstained

Broker Non-votes

38,918,951

621,271

70,093

N/A

The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020.

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.

 

 

 

AMPHASTAR PHARMACEUTICALS, INC.

Date: June 9, 2020

 

By: /s/ William J. Peters

 

 

William J. Peters

 

Chief Financial Officer and Senior Vice President