- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
May 15 2012 - 6:18AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the
Registrant
x
Filed by a
Party other than the Registrant
¨
Check the
appropriate box:
|
|
|
|
|
¨
|
|
Preliminary Proxy Statement
|
|
|
¨
|
|
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
|
|
|
¨
|
|
Definitive Proxy Statement
|
|
|
x
|
|
Definitive Additional Materials
|
|
|
¨
|
|
Soliciting Material Pursuant to §240.14a-12
|
|
Amylin Pharmaceuticals, Inc.
|
(Name of Registrant as Specified In Its Charter)
|
|
|
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
|
|
Payment of Filing Fee (Check the appropriate box):
|
|
|
x
|
|
No fee required.
|
|
|
¨
|
|
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
|
|
|
|
|
|
(1)
|
|
Title of each class of securities to which transaction applies:
|
|
|
|
|
|
|
|
(2)
|
|
Aggregate number of securities to which transaction applies:
|
|
|
|
|
|
|
|
(3)
|
|
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
|
|
|
|
|
|
|
|
(4)
|
|
Proposed maximum aggregate value of transaction:
|
|
|
|
|
|
|
|
(5)
|
|
Total fee paid:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
¨
|
|
Fee paid previously with preliminary materials.
|
|
|
¨
|
|
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously.
Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
|
|
|
|
|
|
(1)
|
|
Amount Previously Paid:
|
|
|
|
|
|
|
|
(2)
|
|
Form, Schedule or Registration Statement No.:
|
|
|
|
|
|
|
|
(3)
|
|
Filing Party:
|
|
|
|
|
|
|
|
(4)
|
|
Date Filed:
|
|
|
|
|
|
Supplement to Notice of the Annual Meeting and Proxy Statement
Annual Meeting
This Supplement provides
updated information with respect to the 2012 Annual Meeting of Stockholders, or the Meeting of Amylin Pharmaceuticals, Inc., or the Company, to be held on Tuesday, May 15, 2012 at 9:00 a.m., local time at Companys
corporate offices located at 9360 Towne Centre Drive, San Diego, California, 92121 for purposes set forth in the Notice of 2012 Annual Meeting of Stockholders dated April 16, 2012, or the Notice.
The Notice, proxy statement dated April 16, 2012, or the Proxy Statement, and proxy card were mailed on or about April 16, 2012 to all
stockholders entitled to vote at the Meeting. Except as specifically amended or supplemented by the information contained in this Supplement, all information set forth in the Notice, Proxy Statement and proxy card remain accurate and should be
considered in voting your shares.
Withdrawal of Nominee for Election as Director
On May 14, 2012, Paul N. Clark resigned from the Board of Directors, or Board, and notified the Board that due to other time commitments,
he has withdrawn his name for nomination for re-election at the Meeting. Upon receipt of Mr. Clarks resignation, the Board adopted a resolution reducing the size of the Board to ten (10) Directors. As discussed further below, the
revised list of nominees to be considered for election to the Board includes each of Adrian Adams, Teresa Beck, M. Kathleen Behrens, Ph.D., Daniel M. Bradbury, Paulo F. Costa, Alexander Denner, Ph.D., Karin Eastham, James R. Gavin III, M.D., Ph.D.,
Jay S. Skyler, M.D., MACP and Joseph P. Sullivan. Further information on the ten (10) nominees is provided below and in the Proxy Statement.
Proxy voting forms already returned by stockholders will remain valid and shares represented thereby will be voted at the Meeting unless revoked.
Election of Directors
Agenda Item 1 for the Meeting consists of the election of
Directors, to serve until our 2013 Annual Meeting of Stockholders and until their successors are duly elected and qualified, or until their death, resignation or removal. Because Mr. Clark resigned from the Board on May 14, 2012 and will
no longer stand for re-election, shares represented by proxy voting forms received by the Company will be voted for the remaining ten (10) nominees as instructed on the proxy card and will not be voted for Mr. Clark. The following are the
Boards nominees for election as Directors:
|
|
|
Name
|
|
Director Since
|
Adrian Adams
|
|
2007
|
Teresa Beck
|
|
2007
|
M. Kathleen Behrens, Ph.D.
|
|
2009
|
Daniel M. Bradbury
|
|
2006
|
Paulo F. Costa
|
|
2009
|
Alexander Denner, Ph.D.
|
|
2009
|
Karin Eastham
|
|
2005
|
James R. Gavin III, M.D., Ph.D.
|
|
2005
|
Jay S. Skyler, M.D., MACP
|
|
1999
|
Joseph P. Sullivan
|
|
2003
|
Biographical information with respect to all nominees and share ownership information with respect to all nominees is set
forth in the Proxy Statement under the captions Proposal 1, Election of Directors and Security Ownership of Certain Beneficial Owners and Management.
Other Matters
None of the other agenda items presented in the Proxy Statement are affected by this Supplement, and you should carefully review the Proxy Statement prior to voting your shares. The Company knows of no
matters to be submitted to the Meeting other than those presented in the Proxy Statement, as amended and supplemented by this Supplement. If any other matters properly come before the Meeting, it is the intention of the persons named on the proxy
card to vote the shares they represent in accordance with their best judgment on each of such matters.
|
By Order of the Board of Directors
|
|
/s/ Daniel M. Bradbury
|
Daniel M. Bradbury
|
President and Chief Executive Officer
|
San Diego, California
May 15, 2012
Amylin Pharmaceuticals, Inc. (MM) (NASDAQ:AMLN)
Historical Stock Chart
From Jun 2024 to Jul 2024
Amylin Pharmaceuticals, Inc. (MM) (NASDAQ:AMLN)
Historical Stock Chart
From Jul 2023 to Jul 2024