Item 5.07
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Submission of Matters to a Vote of Security Holders
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The following proposals were submitted to the stockholders of Arrowhead Pharmaceuticals, Inc. (the Company) at the 2019 Annual Meeting of
Stockholders held on March 15, 2019.
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Election of five directors to serve as members of the Companys Board of Directors until the next Annual
Meeting or until their successors are elected;
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Approval, on a
non-binding,
advisory basis, of the compensation of the
Companys named executive officers for fiscal 2018;
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Recommendation, on a
non-binding,
advisory basis, on the frequency of
future stockholder advisory votes on the compensation of the Companys named executive officers; and
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Ratification of Rose Snyder & Jacobs as independent auditors of the Company for the fiscal year ended
September 30, 2019.
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As of January 23, 2019, the record date for the Annual Meeting, the Company had 94,200,893 shares of its
common stock outstanding and entitled to vote. At the Annual Meeting, 81,419,896 shares were present in person or represented by proxy and entitled to vote. The number of votes cast for and against and the number of abstentions and broker
non-votes
with respect to each matter voted upon are set forth below:
Board of Director Election Results
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NAME
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FOR
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WITHHELD
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NON VOTES
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Christopher Anzalone
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47,641,946
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793,064
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32,984,886
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Mauro Ferrari
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44,253,118
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4,181,892
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32,984,886
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Douglass Given
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44,885,561
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3,549,449
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32,984,886
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Michael S. Perry
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29,836,005
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18,599,005
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32,984,886
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William Waddill
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44,209,648
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4,225,362
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32,984,886
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Approval, on a
non-binding,
advisory basis, of the compensation of the
Companys named executive officers for the 2018 fiscal year
47,129,831
FOR
1,164,564
AGAINST
140,615
ABSTAIN
32,984,886
NON VOTES
The proposal was approved.
Recommendation, on a
non-binding,
advisory basis, on the frequency of future stockholder advisory votes on the
compensation of the Companys named executive officers
46,078,873
1 YEAR
667,615
2
YEARS
1,524,963
3 YEARS
163,559
ABSTAIN
32,984,886
NON VOTES
Based upon the results set forth above for
Proposal 3, the Board of Directors of the Company has determined that future stockholder advisory votes on the compensation of the Companys named executive officers will occur every year.
Ratification of Rose, Snyder & Jacobs as Arrowheads independent public accounting firm
80,386,983
FOR
287,438
AGAINST
745,475
ABSTAIN
The appointment was ratified.