UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

OMB APPROVAL

 

OMB Number:  3235-0582

 

Expires:  March 31, 2021

 

Estimated average burden

 

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FORM N-PX

 

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

 

Investment Company Act file number 811- 04889

 

Tekla Healthcare Investors

(Exact name of registrant as specified in charter)

 

100 Federal Street, 19th Floor, Boston, MA

 

02110

(Address of principal executive offices)

 

(Zip code)

 

Laura Woodward

Tekla Healthcare Investors

100 Federal Street, 19th Floor, Boston MA 02110

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 617-772-8500

 

Date of fiscal year end: September 30

 

Date of reporting period: 7/1/17-6/30/18

 

Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss.239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).  The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.

 

 

 


 

Item 1. Proxy Voting Record.

 


 

Vote Summary

 

ABBOTT LABORATORIES

 

Security

002824100

Meeting Type

Annual

Ticker Symbol

ABT

Meeting Date

27-Apr-2018

Record Date

28-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

R.J. Alpern

 

 

 

For

 

For

 

 

 

2

R.S. Austin

 

 

 

For

 

For

 

 

 

3

S.E. Blount

 

 

 

For

 

For

 

 

 

4

E.M. Liddy

 

 

 

For

 

For

 

 

 

5

N. McKinstry

 

 

 

For

 

For

 

 

 

6

P.N. Novakovic

 

 

 

For

 

For

 

 

 

7

W.A. Osborn

 

 

 

For

 

For

 

 

 

8

S.C. Scott III

 

 

 

For

 

For

 

 

 

9

D.J. Starks

 

 

 

For

 

For

 

 

 

10

J.G. Stratton

 

 

 

For

 

For

 

 

 

11

G.F. Tilton

 

 

 

For

 

For

 

 

 

12

M.D. White

 

 

 

For

 

For

 

2.

 

Ratification of Ernst & Young LLP as Auditors

 

Management

 

For

 

For

 

3.

 

Say on Pay - An Advisory Vote to Approve Executive Compensation

 

Management

 

For

 

For

 

4.

 

Shareholder Proposal - Independent Board Chairman

 

Shareholder

 

For

 

Against

 

 

ABBVIE INC.

 

Security

00287Y109

Meeting Type

Annual

Ticker Symbol

ABBV

Meeting Date

04-May-2018

Record Date

07-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Roxanne S. Austin

 

 

 

For

 

For

 

 

 

2

Richard A. Gonzalez

 

 

 

For

 

For

 

 

 

3

Rebecca B. Roberts

 

 

 

For

 

For

 

 

 

4

Glenn F. Tilton

 

 

 

For

 

For

 

2.

 

Ratification of Ernst & Young LLP as AbbVie’s independent registered public accounting firm for 2018

 

Management

 

For

 

For

 

3.

 

Say on Pay - An advisory vote on the approval of executive compensation

 

Management

 

For

 

For

 

4.

 

Say When on Pay - An advisory vote on the frequency of the advisory vote to approve executive compensation

 

Management

 

1 Year

 

For

 

5.

 

Approval of a management proposal regarding amendment of the certificate of incorporation for the annual election of directors

 

Management

 

For

 

For

 

6.

 

Approval of a management proposal regarding amendment of the certificate of incorporation to eliminate supermajority voting

 

Management

 

For

 

For

 

7.

 

Stockholder Proposal - to Issue an Annual Report on Lobbying

 

Shareholder

 

Against

 

For

 

8.

 

Stockholder Proposal - to Separate Chair and CEO

 

Shareholder

 

For

 

Against

 

9.

 

Stockholder Proposal - to Issue an Annual Compensation Committee Report on Drug Pricing

 

Shareholder

 

Against

 

For

 

 


 

AC IMMUNE SA

 

Security

H00263105

Meeting Type

Special

Ticker Symbol

ACIU

Meeting Date

27-Apr-2018

Record Date

13-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

In the event that at the Extraordinary Shareholders’ Meeting, shareholders or the Board of Directors make additional or amended motions to the published agenda items and/or put forward new motions or in absence of any specific instruction, I/we instruct the independent proxy to vote in respect to such motions as proposed by the Board of Directors

 

Management

 

For

 

N/A

 

2.A

 

Election of Douglas Williams as Member to the Board of Directors

 

Management

 

For

 

N/A

 

2.B

 

Election of Douglas Williams to the Compensation, Nomination & Corporate Governance Committee

 

Management

 

For

 

N/A

 

3.a

 

Vote on Total Non-Performance-Related Compensation for the new Member of the Board of Directors from 27 April 2018 to 30 June 2018

 

Management

 

For

 

N/A

 

3.b

 

Vote on Equity for the new Member of the Board of Directors

 

Management

 

For

 

N/A

 

4.a

 

Share Capital Increase for Institutional Investors

 

Management

 

For

 

N/A

 

4.b

 

Share Capital Increase for Current Shareholders

 

Management

 

For

 

N/A

 

 


 

AC IMMUNE SA

 

Security

H00263105

Meeting Type

Annual

Ticker Symbol

ACIU

Meeting Date

06-Jul-2018

Record Date

23-May-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

A.

 

In the event that at the Annual General Meeting, shareholders or the Board of Directors make additional or amended motions to the published agenda items and/or put forward new motions or in absence of any specific instruction, I/we instruct the independent proxy to vote in respect to such motions as proposed by the Board of Directors

 

Management

 

For

 

N/A

 

1.

 

Approval of the Annual Report, Annual Statutory Financial Statements and Financial Statements under IFRS of AC Immune SA for the year 2017

 

Management

 

For

 

N/A

 

2.

 

Appropriation of Loss

 

Management

 

For

 

N/A

 

3.

 

Discharge of the Members of the Board of Directors and the Executive Committee

 

Management

 

For

 

N/A

 

4a.

 

Vote on Total Non-Performance-Related Compensation for Members of the Board of Directors from 1 July 2018 to 30 June 2019

 

Management

 

For

 

N/A

 

4b.

 

Vote on Equity for Members of the Board of Directors

 

Management

 

For

 

N/A

 

4c.

 

Vote on Total Non-Performance-Related Compensation for Members of the Executive Committee from 1 July 2018 to 30 June 2019

 

Management

 

For

 

N/A

 

4d.

 

Vote on Total Variable Compensation for Members of the Executive Committee for the current year 2018

 

Management

 

For

 

N/A

 

4e.

 

Vote on Equity for Members of the Executive Committee

 

Management

 

For

 

N/A

 

5a.

 

Re-election of Martin Velasco as member and Chairman of the Board of Directors

 

Management

 

For

 

N/A

 

5b.

 

Re-election of Peter Bollmann as the Member of the Board

 

Management

 

For

 

N/A

 

5c.

 

Re-election of Friedrich von Bohlen as the Member of the Board

 

Management

 

For

 

N/A

 

5d.

 

Re-election of Andrea Pfeifer as the Member of the Board

 

Management

 

For

 

N/A

 

5e.

 

Re-election of Detlev Riesner as the Member of the Board including granting an exception to the age limit

 

Management

 

For

 

N/A

 

5f.

 

Re-election of Tom Graney as the Member of the Board

 

Management

 

For

 

N/A

 

5g.

 

Re-election of Douglas Williams as the Member of the Board

 

Management

 

For

 

N/A

 

5h.

 

Election of Werner Lanthaler as the Member of the Board

 

Management

 

For

 

N/A

 

6a.

 

Re-election of Tom Graney to the Compensation, Nomination & Corporate Governance Committee

 

Management

 

For

 

N/A

 

6b.

 

Re-election of Martin Velasco to the Compensation, Nomination & Corporate Governance Committee

 

Management

 

For

 

N/A

 

6c.

 

Re-election of Doug Williams to the Compensation, Nomination & Corporate Governance Committee

 

Management

 

For

 

N/A

 

7.

 

Re-election of the independent proxy Bugnion Ballansat Ehrler, represented by Gerald Virieux, avocat, Geneva

 

Management

 

For

 

N/A

 

8.

 

Election of the Auditors, PricewaterhouseCoopers SA, Pully

 

Management

 

For

 

N/A

 

9a.

 

Share Capital Increase for Institutional Investors

 

Management

 

For

 

N/A

 

9b.

 

Share Capital Increase for Current Shareholders

 

Management

 

For

 

N/A

 

 


 

ACADIA HEALTHCARE COMPANY, INC.

 

Security

00404A109

Meeting Type

Annual

Ticker Symbol

ACHC

Meeting Date

03-May-2018

Record Date

09-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Director: E. Perot Bissell

 

Management

 

For

 

For

 

1.2

 

Election of Director: Vicky B. Gregg

 

Management

 

For

 

For

 

2.

 

Advisory vote on the compensation of the Company’s named executive officers as presented in the Proxy Statement.

 

Management

 

For

 

For

 

3.

 

Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ACADIA PHARMACEUTICALS INC.

 

Security

004225108

Meeting Type

Annual

Ticker Symbol

ACAD

Meeting Date

06-Jun-2018

Record Date

13-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Julian Baker

 

 

 

For

 

For

 

 

 

2

Stephen Biggar, M.D PhD

 

 

 

For

 

For

 

 

 

3

Daniel Soland

 

 

 

For

 

For

 

2.

 

To approve an amendment to our 2010 Equity Incentive Plan, as amended, to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 6,700,000 shares.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the proxy statement for the annual meeting.

 

Management

 

For

 

For

 

4.

 

To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ACCELERON PHARMA INC.

 

Security

00434H108

Meeting Type

Annual

Ticker Symbol

XLRN

Meeting Date

06-Jun-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class II Director: Habib J. Dable

 

Management

 

For

 

For

 

1b.

 

Election of Class II Director: Terrence C. Kearney

 

Management

 

For

 

For

 

1c.

 

Election of Class II Director: Karen L. Smith, M.D., Ph.D.

 

Management

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the proxy statement.

 

Management

 

For

 

For

 

3.

 

To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

AKEBIA THERAPEUTICS, INC.

 

Security

00972D105

Meeting Type

Annual

Ticker Symbol

AKBA

Meeting Date

14-Jun-2018

Record Date

20-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Michael D. Clayman

 

 

 

For

 

For

 

 

 

2

Duane Nash

 

 

 

For

 

For

 

 

 

3

Ronald C. Renaud, Jr.

 

 

 

For

 

For

 

 

 

4

John P. Butler

 

 

 

For

 

For

 

 

 

5

Muneer A. Satter

 

 

 

For

 

For

 

 

 

6

Michael S. Wyzga

 

 

 

For

 

For

 

2.

 

Ratification of the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ALBIREO PHARMA INC.

 

Security

01345P106

Meeting Type

Annual

Ticker Symbol

ALBO

Meeting Date

08-Jun-2018

Record Date

18-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Ronald H.W. Cooper

 

 

 

For

 

For

 

 

 

2

Anne Klibanski, M.D.

 

 

 

For

 

For

 

 

 

3

Stephanie S. Okey, M.S.

 

 

 

For

 

For

 

2.

 

To approve the Albireo Pharma, Inc. 2018 Equity Incentive Plan.

 

Management

 

For

 

For

 

3.

 

To approve the Albireo Pharma, Inc. 2018 Employee Stock Purchase Plan.

 

Management

 

For

 

For

 

4.

 

To ratify the appointment of Ernst & Young LLP as Albireo’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ALDER BIOPHARMACEUTICALS, INC.

 

Security

014339105

Meeting Type

Annual

Ticker Symbol

ALDR

Meeting Date

23-May-2018

Record Date

20-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Paul B. Cleveland

 

 

 

For

 

For

 

 

 

2

Stephen M. Dow

 

 

 

For

 

For

 

 

 

3

A. Bruce Montgomery

 

 

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the accompanying proxy statement.

 

Management

 

For

 

For

 

3.

 

To ratify the selection by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

ALEXION PHARMACEUTICALS, INC.

 

Security

015351109

Meeting Type

Annual

Ticker Symbol

ALXN

Meeting Date

08-May-2018

Record Date

12-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Felix J. Baker

 

 

 

For

 

For

 

 

 

2

David R. Brennan

 

 

 

For

 

For

 

 

 

3

Christopher J. Coughlin

 

 

 

For

 

For

 

 

 

4

Deborah Dunsire

 

 

 

For

 

For

 

 

 

5

Paul A. Friedman

 

 

 

For

 

For

 

 

 

6

Ludwig N. Hantson

 

 

 

For

 

For

 

 

 

7

John T. Mollen

 

 

 

For

 

For

 

 

 

8

Francois Nader

 

 

 

For

 

For

 

 

 

9

Judith A. Reinsdorf

 

 

 

For

 

For

 

 

 

10

Andreas Rummelt

 

 

 

For

 

For

 

2.

 

Ratification of appointment by the Board of Directors of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.

 

Management

 

For

 

For

 

3.

 

Approval of a non-binding advisory vote of the 2017 compensation paid to Alexion’s named executive officers.

 

Management

 

For

 

For

 

4.

 

To request the Board to require an independent Chairman.

 

Shareholder

 

For

 

Against

 

 

ALKERMES PLC

 

Security

G01767105

Meeting Type

Annual

Ticker Symbol

ALKS

Meeting Date

23-May-2018

Record Date

23-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Floyd E. Bloom, M.D.

 

Management

 

For

 

For

 

1b.

 

Election of Director: Nancy L. Snyderman, M.D.

 

Management

 

For

 

For

 

1c.

 

Election of Director: Nancy Wysenski

 

Management

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation of the Company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

To hold a non-binding, advisory vote, on the frequency of future advisory votes on the compensation paid to the Company’s named executive officers.

 

Management

 

1 Year

 

For

 

4.

 

To ratify, on a non-binding, advisory basis, the appointment of PricewaterhouseCoopers LLP as the independent auditor and accounting firm of the Company and to authorize, in a binding vote, the Audit and Risk Committee of the Board of Directors to set the independent auditor and accounting firm’s remuneration.

 

Management

 

For

 

For

 

5.

 

To approve the Alkermes plc 2018 Stock Option and Incentive plan.

 

Management

 

For

 

For

 

 


 

ALLERGAN PLC

 

Security

G0177J108

Meeting Type

Annual

Ticker Symbol

AGN

Meeting Date

02-May-2018

Record Date

06-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Nesli Basgoz, M.D.

 

Management

 

For

 

For

 

1b.

 

Election of Director: Paul M. Bisaro

 

Management

 

For

 

For

 

1c.

 

Election of Director: Joseph H. Boccuzi

 

Management

 

For

 

For

 

1d.

 

Election of Director: Christopher W. Bodine

 

Management

 

For

 

For

 

1e.

 

Election of Director: Adriane M. Brown

 

Management

 

For

 

For

 

1f.

 

Election of Director: Christopher J. Coughlin

 

Management

 

For

 

For

 

1g.

 

Election of Director: Carol Anthony (John) Davidson

 

Management

 

For

 

For

 

1h.

 

Election of Director: Catherine M. Klema

 

Management

 

For

 

For

 

1i.

 

Election of Director: Peter J. McDonnell, M.D.

 

Management

 

For

 

For

 

1j.

 

Election of Director: Patrick J. O’Sullivan

 

Management

 

For

 

For

 

1k.

 

Election of Director: Brenton L. Saunders

 

Management

 

For

 

For

 

1l.

 

Election of Director: Fred G. Weiss

 

Management

 

For

 

For

 

2.

 

To approve, in a non-binding vote, Named Executive Officer compensation.

 

Management

 

For

 

For

 

3.

 

To ratify, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for the fiscal year ending December 31, 2018 and to authorize, in a binding vote, the Board of Directors, acting through its Audit and Compliance Committee, to determine PricewaterhouseCoopers LLP’s remuneration.

 

Management

 

For

 

For

 

4.

 

To renew the authority of the directors of the Company (the “Directors”) to issue shares.

 

Management

 

For

 

For

 

5A.

 

To renew the authority of the Directors to issue shares for cash without first offering shares to existing shareholders.

 

Management

 

For

 

For

 

5B.

 

To authorize the Directors to allot new shares up to an additional 5% for cash in connection with an acquisition or other capital investment.

 

Management

 

For

 

For

 

6.

 

To consider a shareholder proposal requiring an independent Board Chairman, if properly presented at the meeting.

 

Shareholder

 

Against

 

For

 

 

ALLIQUA BIOMEDICAL, INC.

 

Security

019621200

Meeting Type

Special

Ticker Symbol

ALQA

Meeting Date

13-Sep-2017

Record Date

26-Jul-2017

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

TO RATIFY THE FILING AND EFFECTIVENESS OF THE CERTIFICATE OF AMENDMENT TO OUR AMENDED AND RESTATED CERTIFICATE OF INCORPORATION FILED WITH THE SECRETARY OF STATE OF THE STATE OF DELAWARE ON MAY 6, 2016 AND THE INCREASE IN THE NUMBER OF SHARES OF AUTHORIZED COMMON STOCK EFFECTED THEREBY.

 

Management

 

For

 

For

 

2.

 

TO APPROVE THE PROPOSAL TO AUTHORIZE THE COMPANY’S BOARD OF DIRECTORS, IN ITS DISCRETION BUT PRIOR TO THE ANNUAL MEETING OF THE COMPANY’S STOCKHOLDERS IN 2018, TO AMEND THE COMPANY’S CERTIFICATE OF INCORPORATION TO EFFECT A REVERSE STOCK SPLIT OF THE COMPANY’S COMMON STOCK, AT A RATIO IN THE RANGE OF ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

 

Management

 

For

 

For

 

3.

 

TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ANY OF THE FOREGOING PROPOSALS.

 

Management

 

For

 

For

 

 


 

ALLIQUA BIOMEDICAL, INC.

 

Security

019621309

Meeting Type

Special

Ticker Symbol

ALQA

Meeting Date

27-Apr-2018

Record Date

23-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

A proposal to approve the Asset Purchase Agreement, the Asset Sale Transaction and the other transactions contemplated by the Asset Purchase Agreement (“the Asset Sale Proposal”).

 

Management

 

For

 

For

 

2.

 

A proposal to approve, on an advisory, non-binding basis, certain compensation that has, will or may be paid or become payable to the Company’s named executive officers in connection with the asset sale (“the Advisory Proposal”).

 

Management

 

For

 

For

 

3.

 

A proposal to adjourn or postpone the Special Meeting of stockholders, if necessary or appropriate, for the purpose of soliciting additional votes for the approval of the Asset Sale Proposal (“the Adjournment Proposal”).

 

Management

 

For

 

For

 

 

ALLIQUA BIOMEDICAL, INC.

 

Security

019621309

Meeting Type

Annual

Ticker Symbol

ALQA

Meeting Date

26-Jun-2018

Record Date

03-May-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

David Johnson

 

 

 

For

 

For

 

 

 

2

Joseph Leone

 

 

 

For

 

For

 

 

 

3

Gary Restani

 

 

 

For

 

For

 

 

 

4

Jeffrey Sklar

 

 

 

For

 

For

 

 

 

5

Mark Wagner

 

 

 

For

 

For

 

2.

 

Ratification of the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ALNYLAM PHARMACEUTICALS, INC.

 

Security

02043Q107

Meeting Type

Annual

Ticker Symbol

ALNY

Meeting Date

10-May-2018

Record Date

15-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class II Director: Dennis A. Ausiello, M.D.

 

Management

 

For

 

For

 

1b.

 

Election of Class II Director: John K. Clarke

 

Management

 

For

 

For

 

1c.

 

Election of Class II Director: Marsha H. Fanucci

 

Management

 

For

 

For

 

1d.

 

Election of Class II Director: David E.I. Pyott

 

Management

 

For

 

For

 

2.

 

To approve the 2018 Stock Incentive Plan.

 

Management

 

For

 

For

 

3.

 

To approve, in a non-binding advisory vote, the compensation of Alnylam’s named executive officers.

 

Management

 

For

 

For

 

4.

 

To ratify the appointment of PricewaterhouseCoopers LLP, an independent registered public accounting firm, as Alnylam’s independent auditors for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

AMARIN CORPORATION PLC

 

Security

023111206

Meeting Type

Annual

Ticker Symbol

AMRN

Meeting Date

14-May-2018

Record Date

18-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

To re-elect Mr. John F. Thero as a director.

 

Management

 

For

 

For

 

2.

 

To re-elect Mr. Patrick J. O’Sullivan as a director.

 

Management

 

For

 

For

 

3.

 

To hold an advisory (non-binding) vote to approve the compensation of the Company’s “named executive officers” as described in full in the accompanying Proxy Statement.

 

Management

 

For

 

For

 

4.

 

To appoint Ernst & Young LLP as auditors of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company and to authorize the Audit Committee of the Board of Directors of the Company to fix the auditors’ remuneration as described in the accompanying Proxy Statement.

 

Management

 

For

 

For

 

 

AMGEN INC.

 

Security

031162100

Meeting Type

Annual

Ticker Symbol

AMGN

Meeting Date

22-May-2018

Record Date

23-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Dr. Wanda M. Austin

 

Management

 

For

 

For

 

1b.

 

Election of Director: Mr. Robert A. Bradway

 

Management

 

For

 

For

 

1c.

 

Election of Director: Dr. Brian J. Druker

 

Management

 

For

 

For

 

1d.

 

Election of Director: Mr. Robert A. Eckert

 

Management

 

For

 

For

 

1e.

 

Election of Director: Mr. Greg C. Garland

 

Management

 

For

 

For

 

1f.

 

Election of Director: Mr. Fred Hassan

 

Management

 

For

 

For

 

1g.

 

Election of Director: Dr. Rebecca M. Henderson

 

Management

 

For

 

For

 

1h.

 

Election of Director: Mr. Frank C. Herringer

 

Management

 

For

 

For

 

1i.

 

Election of Director: Mr. Charles M. Holley, Jr.

 

Management

 

For

 

For

 

1j.

 

Election of Director: Dr. Tyler Jacks

 

Management

 

For

 

For

 

1k.

 

Election of Director: Ms. Ellen J. Kullman

 

Management

 

For

 

For

 

1l.

 

Election of Director: Dr. Ronald D. Sugar

 

Management

 

For

 

For

 

1m.

 

Election of Director: Dr. R. Sanders Williams

 

Management

 

For

 

For

 

2.

 

Advisory vote to approve our executive compensation.

 

Management

 

For

 

For

 

3.

 

To ratify the selection of Ernst & Young LLP as our independent registered public accountants for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

4.

 

Stockholder proposal for an annual report on the extent to which risks related to public concern over drug pricing strategies are integrated into our executive incentive compensation.

 

Shareholder

 

Against

 

For

 

 

AMICUS THERAPEUTICS, INC.

 

Security

03152W109

Meeting Type

Annual

Ticker Symbol

FOLD

Meeting Date

07-Jun-2018

Record Date

16-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Donald J. Hayden, Jr.

 

 

 

For

 

For

 

 

 

2

Craig Wheeler

 

 

 

For

 

For

 

2.

 

Proposal to approve an amendment to our Restated Certificate of Incorporation to increase the number of shares of common stock, par value $0.01 per share, that we are authorized to issue from 250,000,000 to 500,000,000

 

Management

 

For

 

For

 

3.

 

Approval of the Amended and Restated 2007 Equity Incentive Plan to add 5,000,000 shares to the equity pool

 

Management

 

For

 

For

 

4.

 

Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018

 

Management

 

For

 

For

 

5.

 

Approval, on an advisory basis, the Company’s executive compensation

 

Management

 

For

 

For

 

 


 

AMPHIVENA THERAPEUTICS, INC

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

20-Dec-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Approval of Amended and Restated Certificate of Incorporation

 

Management

 

For

 

For

 

2.

 

Approval of Bridge Loan and Waiver of Right of First Offer

 

Management

 

For

 

For

 

3.

 

Omnibus Resolutions

 

Management

 

For

 

For

 

 

ANTHEM, INC.

 

Security

036752103

Meeting Type

Annual

Ticker Symbol

ANTM

Meeting Date

16-May-2018

Record Date

09-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Lewis Hay, III

 

Management

 

For

 

For

 

1b.

 

Election of Director: Julie A. Hill

 

Management

 

For

 

For

 

1c.

 

Election of Director: Antonio F. Neri

 

Management

 

For

 

For

 

1d.

 

Election of Director: Ramiro G. Peru

 

Management

 

For

 

For

 

2.

 

To ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for 2018.

 

Management

 

For

 

For

 

3.

 

Advisory vote to approve the compensation of our named executive officers.

 

Management

 

For

 

For

 

4.

 

To approve proposed amendments to our Articles of Incorporation to allow shareholders owning 20% or more of our common stock to call special meetings of shareholders.

 

Management

 

For

 

For

 

5.

 

Shareholder proposal to allow shareholders owning 10% or more of our common stock to call special meetings of shareholders.

 

Shareholder

 

Against

 

For

 

 

ARENA PHARMACEUTICALS, INC.

 

Security

040047607

Meeting Type

Annual

Ticker Symbol

ARNA

Meeting Date

13-Jun-2018

Record Date

24-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Jayson Dallas, M.D.

 

 

 

For

 

For

 

 

 

2

Oliver Fetzer, Ph.D.

 

 

 

For

 

For

 

 

 

3

Jennifer Jarrett

 

 

 

For

 

For

 

 

 

4

Amit D. Munshi

 

 

 

For

 

For

 

 

 

5

Garry A. Neil, M.D.

 

 

 

For

 

For

 

 

 

6

Tina S. Nova, Ph.D.

 

 

 

For

 

For

 

 

 

7

Randall E. Woods

 

 

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation of our named executive officers, as disclosed in the proxy statement accompanying this notice.

 

Management

 

For

 

For

 

3.

 

To approve the amendment and restatement of the Arena Pharmaceuticals, Inc., 2017 Long-Term Incentive Plan to, among other things, increase the number of shares authorized for issuance under the 2017 Long-Term Incentive Plan.

 

Management

 

For

 

For

 

4.

 

To ratify the appointment of KPMG LLP, an independent registered public accounting firm, as our independent auditors for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

ASCENDIS PHARMA A S

 

Security

04351P101

Meeting Type

Annual

Ticker Symbol

ASND

Meeting Date

29-May-2018

Record Date

19-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Election of Chairman of the Meeting

 

Management

 

For

 

For

 

2.

 

Report on the Company’s Activities during the Past Year

 

Management

 

For

 

For

 

3.

 

Presentation of Audited Annual Report with Auditor’s Statement for Approval and Discharge of the Board of Directors and Management

 

Management

 

For

 

For

 

4.

 

Resolution on Application of Profits or Covering of Losses as per the Adopted Annual Report

 

Management

 

For

 

For

 

5a.

 

Election of Board Member: Albert Cha (Class II)

 

Management

 

For

 

For

 

5b.

 

Election of Board Member: Birgitte Volck (Class II)

 

Management

 

For

 

For

 

5c.

 

Election of Board Member: Martin Olin (Class II)

 

Management

 

For

 

For

 

6.

 

Election of State-authorized Public Auditor

 

Management

 

For

 

For

 

7.

 

Any proposals from the Board of Directors and/or Shareholders: The Board of Directors proposes to renew the authorisation to the Board of Directors to issue warrants. Please refer to the Notice for additional information.

 

Management

 

For

 

For

 

 


 

AURIS MEDICAL HOLDING AG

 

Security

H03579101

Meeting Type

Annual

Ticker Symbol

EARS

Meeting Date

12-Mar-2018

Record Date

09-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Approval of the merger between Auris Medical Holding AG (as transferring entity) and Auris Medical NewCo Holding AG (as surviving entity) according to the terms and conditions set forth by the merger agreement dated 9 February 2018 and based on the interim balance sheet of Auris Medical Holding AG as of 30 September 2017. German Version: Genehmigung der Fusion zwischen der Auris Medical Holding AG (als ubertragende Gesellschaft) und der Auris ...(due to space limits, see proxy statement for full proposal).

 

Management

 

For

 

For

 

2.

 

Discharge of liability for the members of the Board of Directors and the Persons entrusted with the Company’s Management. German Version: Entlastung der Mitglieder des Verwaltungsrats und der mit der Geschaftsfuhrung der Gesellschaft betrauten Personen.

 

Management

 

For

 

For

 

3.1

 

Approval of the Compensation of the Board of Directors. German Version: Genehmigung der Vergutung des Verwaltungsrats.

 

Management

 

For

 

For

 

3.2

 

Approval of the Compensation of the members of the Executive Management Committee for the 2019 financial year. German Version: Genehmigung der Vergutung der Geschaftsleitung fur das Geschaftsjahr 2019.

 

Management

 

For

 

For

 

4.1

 

Re-election of Thomas Meyer as member and as Chairman of the Board of Directors. German Version: Wiederwahl von Thomas Meyer als Mitglied und als Prasident des Verwaltungsrats.

 

Management

 

For

 

For

 

4.2

 

Re-election of Armando Anido as member of the Board of Directors. German Version: Wiederwahl von Armando Anido als Mitglied des Verwaltungsrats.

 

Management

 

For

 

For

 

4.3

 

Re-election of Mats Peter Blom as member of the Board of Directors. German Version: Wiederwahl von Mats Peter Blom als Mitglied des Verwaltungsrats.

 

Management

 

For

 

For

 

4.4

 

Re-election of Calvin W. Roberts as member of the Board of Directors. German Version: Wiederwahl von Calvin W. Roberts als Mitglied des Verwaltungsrats.

 

Management

 

For

 

For

 

4.5

 

Election of Alain Munoz as member of the Board of Directors. German Version: Wahl von Alain Munoz als Mitglied des Verwaltungsrats.

 

Management

 

For

 

For

 

5.1

 

Re-election of Armando Anido as member of the Compensation Committee. German Version: Wiederwahl von Armando Anido als Mitglied des Vergutungsausschusses.

 

Management

 

For

 

For

 

5.2

 

Election of Alain Munoz as member of the Compensation Committee. German Version: Wahl von Alain Munoz als Mitglied des Vergutungsausschusses.

 

Management

 

For

 

For

 

6.

 

Re-election of Deloitte AG as Auditors. German Version: Wiederwahl von Deloitte AG als Revisionsstelle.

 

Management

 

For

 

For

 

7.

 

Re-election of the Independent Proxy. German Version: Wiederwahl des unabhangigen Stimmrechtsvertreters.

 

Management

 

For

 

For

 

8.

 

General instruction on new proposals of the Board of Directors. German Version: Allgemeine Weisungen zu nicht angekundigten Antragen / Verhandlungsgegenstanden.

 

Management

 

For

 

For

 

 


 

BEIGENE LTD

 

Security

07725L102

Meeting Type

Annual

Ticker Symbol

BGNE

Meeting Date

06-Jun-2018

Record Date

20-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

THAT Donald W. Glazer be and is hereby re-elected to serve as a Class II director of the Company until the 2021 annual general ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

2.

 

THAT Michael Goller be and is hereby re-elected to serve as a ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

3.

 

THAT Thomas Malley be and is hereby re-elected to serve as a Class II director of the Company until the 2021 annual general meeting of the shareholders of the Company and until his successor is duly elected and qualified, subject to his earlier resignation or removal.

 

Management

 

For

 

For

 

4.

 

THAT the BeiGene, Ltd. 2018 Employee Share Purchase Plan be and is hereby approved and adopted.

 

Management

 

For

 

For

 

5.

 

THAT the appointment of Ernst & Young Hua Ming LLP as the Company’s independent registered public accounting firm for the ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

6.

 

THAT, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement for the Meeting, be and is hereby approved.

 

Management

 

For

 

For

 

7.

 

THAT, on a non-binding, advisory basis, future advisory votes on the compensation of the Company’s named executive officers will be held at the frequency hereby approved.

 

Management

 

1 Year

 

For

 

 

BIOCLIN THERAPEUTICS, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

27-Sep-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Election of Director

 

Management

 

For

 

For

 

2.

 

General Authorizing Resolution

 

Management

 

For

 

For

 

 

BIOCLIN THERAPEUTICS, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

24-Apr-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Amendment and Restatement of Restated Certificate of Incorporation

 

Management

 

For

 

For

 

2.

 

Series B Preferred Stock Financing

 

Management

 

For

 

For

 

3.

 

Waiver of Preemptive Rights

 

Management

 

For

 

For

 

4.

 

Notice of Interested Party Transactions

 

Management

 

For

 

For

 

5.

 

Amendment of 2013 Stock and Option Grant Plan

 

Management

 

For

 

For

 

6.

 

General Authorizing Resolution

 

Management

 

For

 

For

 

 


 

BIOCLIN THERAPEUTICS, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

21-May-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Election of Director

 

Management

 

For

 

For

 

2.

 

General Authorizing Resolution

 

Management

 

For

 

For

 

 

BIOGEN INC.

 

Security

09062X103

Meeting Type

Annual

Ticker Symbol

BIIB

Meeting Date

12-Jun-2018

Record Date

17-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Alexander J. Denner

 

Management

 

For

 

For

 

1b.

 

Election of Director: Caroline D. Dorsa

 

Management

 

For

 

For

 

1c.

 

Election of Director: Nancy L. Leaming

 

Management

 

For

 

For

 

1d.

 

Election of Director: Richard C. Mulligan

 

Management

 

For

 

For

 

1e.

 

Election of Director: Robert W. Pangia

 

Management

 

For

 

For

 

1f.

 

Election of Director: Stelios Papadopoulos

 

Management

 

For

 

For

 

1g.

 

Election of Director: Brian S. Posner

 

Management

 

For

 

For

 

1h.

 

Election of Director: Eric K. Rowinsky

 

Management

 

For

 

For

 

1i.

 

Election of Director: Lynn Schenk

 

Management

 

For

 

For

 

1j.

 

Election of Director: Stephen A. Sherwin

 

Management

 

For

 

For

 

1k.

 

Election of Director: Michel Vounatsos

 

Management

 

For

 

For

 

2.

 

To ratify the selection of PricewaterhouseCoopers LLP as Biogen Inc.’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Say on Pay - To approve an advisory vote on executive compensation.

 

Management

 

For

 

For

 

4.

 

Stockholder proposal requesting certain proxy access bylaw amendments.

 

Shareholder

 

Against

 

For

 

5.

 

Stockholder proposal requesting a report on the extent to which risks related to public concern over drug pricing strategies are integrated into incentive compensation arrangements.

 

Shareholder

 

Against

 

For

 

 


 

BIOHAVEN PHARMACEUTICAL HLDG CO LTD

 

Security

G11196105

Meeting Type

Annual

Ticker Symbol

BHVN

Meeting Date

01-May-2018

Record Date

26-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Election of Director: Dr. Eric I. Aguiar

 

Management

 

For

 

For

 

1B.

 

Election of Director: Dr. Albert Cha

 

Management

 

For

 

For

 

1C.

 

Election of Director: Ms. Julia P. Gregory

 

Management

 

For

 

For

 

2.

 

Ratification of appointment of PricewaterhouseCoopers LLP as independent auditors for fiscal year 2018.

 

Management

 

For

 

For

 

 

BIOMARIN PHARMACEUTICAL INC.

 

Security

09061G101

Meeting Type

Annual

Ticker Symbol

BMRN

Meeting Date

05-Jun-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Jean-Jacques Bienaime

 

 

 

For

 

For

 

 

 

2

Willard Dere

 

 

 

For

 

For

 

 

 

3

Michael Grey

 

 

 

For

 

For

 

 

 

4

Elaine J. Heron

 

 

 

For

 

For

 

 

 

5

Robert J. Hombach

 

 

 

For

 

For

 

 

 

6

V. Bryan Lawlis

 

 

 

For

 

For

 

 

 

7

Alan J. Lewis

 

 

 

For

 

For

 

 

 

8

Richard A. Meier

 

 

 

For

 

For

 

 

 

9

David E.I. Pyott

 

 

 

For

 

For

 

 

 

10

Dennis J. Slamon

 

 

 

For

 

For

 

2.

 

To ratify the selection of KPMG LLP as the independent registered public accounting firm for BioMarin for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of the Company’s Named Executive Officers as disclosed in the Proxy Statement.

 

Management

 

For

 

For

 

 

BLUEBIRD BIO, INC.

 

Security

09609G100

Meeting Type

Annual

Ticker Symbol

BLUE

Meeting Date

20-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class II Director: John O. Agwunobi, M.D.

 

Management

 

For

 

For

 

1b.

 

Election of Class II Director: Mary Lynne Hedley, Ph.D

 

Management

 

For

 

For

 

1c.

 

Election of Class II Director: Daniel S. Lynch

 

Management

 

For

 

For

 

2.

 

To hold a non-binding advisory vote on the compensation paid to the Company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

BLUEPRINT MEDICINES CORPORATION

 

Security

09627Y109

Meeting Type

Annual

Ticker Symbol

BPMC

Meeting Date

20-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Daniel S. Lynch

 

 

 

For

 

For

 

 

 

2

George D. Demetri, M.D.

 

 

 

For

 

For

 

 

 

3

Lynn Seely, M.D.

 

 

 

For

 

For

 

2.

 

To approve an advisory vote on named executive officer compensation.

 

Management

 

For

 

For

 

3.

 

To hold an advisory vote on the frequency of future advisory votes on named executive officer compensation.

 

Management

 

1 Year

 

For

 

4.

 

Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ended December 31, 2018.

 

Management

 

For

 

For

 

 

BRISTOL-MYERS SQUIBB COMPANY

 

Security

110122108

Meeting Type

Annual

Ticker Symbol

BMY

Meeting Date

01-May-2018

Record Date

14-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Election of Director: P. J. Arduini

 

Management

 

For

 

For

 

1B.

 

Election of Director: J. Baselga, M.D., Ph.D.

 

Management

 

For

 

For

 

1C.

 

Election of Director: R. J. Bertolini

 

Management

 

For

 

For

 

1D.

 

Election of Director: G. Caforio, M.D.

 

Management

 

For

 

For

 

1E.

 

Election of Director: M. W. Emmens

 

Management

 

For

 

For

 

1F.

 

Election of Director: M. Grobstein

 

Management

 

For

 

For

 

1G.

 

Election of Director: A. J. Lacy

 

Management

 

For

 

For

 

1H.

 

Election of Director: D. C. Paliwal

 

Management

 

For

 

For

 

1I.

 

Election of Director: T. R. Samuels

 

Management

 

For

 

For

 

1J.

 

Election of Director: G. L. Storch

 

Management

 

For

 

For

 

1K.

 

Election of Director: V. L. Sato, Ph.D.

 

Management

 

For

 

For

 

1L.

 

Election of Director: K. H. Vousden, Ph.D.

 

Management

 

For

 

For

 

2.

 

Advisory vote to approve the compensation of our Named Executive Officers

 

Management

 

For

 

For

 

3.

 

Ratification of the appointment of an independent registered public accounting firm

 

Management

 

For

 

For

 

4.

 

Shareholder Proposal on Annual Report Disclosing How Risks Related to Public Concern Over Drug Pricing Strategies are Incorporated into Incentive Compensation Plans

 

Shareholder

 

Against

 

For

 

5.

 

Shareholder Proposal to Lower the Share Ownership Threshold to Call Special Shareholder Meetings

 

Shareholder

 

Against

 

For

 

 


 

CARDINAL HEALTH, INC.

 

Security

14149Y108

Meeting Type

Annual

Ticker Symbol

CAH

Meeting Date

08-Nov-2017

Record Date

11-Sep-2017

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

ELECTION OF DIRECTOR: DAVID J. ANDERSON

 

Management

 

For

 

For

 

1B.

 

ELECTION OF DIRECTOR: COLLEEN F. ARNOLD

 

Management

 

For

 

For

 

1C.

 

ELECTION OF DIRECTOR: GEORGE S. BARRETT

 

Management

 

For

 

For

 

1D.

 

ELECTION OF DIRECTOR: CARRIE S. COX

 

Management

 

For

 

For

 

1E.

 

ELECTION OF DIRECTOR: CALVIN DARDEN

 

Management

 

For

 

For

 

1F.

 

ELECTION OF DIRECTOR: BRUCE L. DOWNEY

 

Management

 

For

 

For

 

1G.

 

ELECTION OF DIRECTOR: PATRICIA A. HEMINGWAY HALL

 

Management

 

For

 

For

 

1H.

 

ELECTION OF DIRECTOR: CLAYTON M. JONES

 

Management

 

For

 

For

 

1I.

 

ELECTION OF DIRECTOR: GREGORY B. KENNY

 

Management

 

For

 

For

 

1J.

 

ELECTION OF DIRECTOR: NANCY KILLEFER

 

Management

 

For

 

For

 

1K.

 

ELECTION OF DIRECTOR: DAVID P. KING

 

Management

 

For

 

For

 

2.

 

PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING JUNE 30, 2018.

 

Management

 

For

 

For

 

3.

 

PROPOSAL TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

 

Management

 

For

 

For

 

4.

 

PROPOSAL TO VOTE, ON A NON-BINDING ADVISORY BASIS, ON THE FREQUENCY OF FUTURE ADVISORY VOTES TO APPROVE EXECUTIVE COMPENSATION.

 

Management

 

1 Year

 

For

 

5.

 

SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO URGE THE BOARD OF DIRECTORS TO ADOPT A POLICY THAT THE CHAIRMAN OF THE BOARD BE AN INDEPENDENT DIRECTOR.

 

Shareholder

 

Against

 

For

 

6.

 

SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED, TO REQUEST THAT THE BOARD OF DIRECTORS ADOPT A BYLAW PROVISION RESTRICTING MANAGEMENT’S ACCESS TO VOTE TALLIES PRIOR TO THE ANNUAL MEETING WITH RESPECT TO CERTAIN EXECUTIVE PAY MATTERS.

 

Shareholder

 

Against

 

For

 

 


 

CELGENE CORPORATION

 

Security

151020104

Meeting Type

Annual

Ticker Symbol

CELG

Meeting Date

13-Jun-2018

Record Date

19-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Mark J. Alles

 

 

 

For

 

For

 

 

 

2

R W Barker, D.Phil, OBE

 

 

 

For

 

For

 

 

 

3

Hans E. Bishop

 

 

 

For

 

For

 

 

 

4

Michael W. Bonney

 

 

 

For

 

For

 

 

 

5

Michael D. Casey

 

 

 

For

 

For

 

 

 

6

Carrie S. Cox

 

 

 

For

 

For

 

 

 

7

Michael A. Friedman, MD

 

 

 

For

 

For

 

 

 

8

Julia A. Haller, M.D.

 

 

 

For

 

For

 

 

 

9

P. A. Hemingway Hall

 

 

 

For

 

For

 

 

 

10

James J. Loughlin

 

 

 

For

 

For

 

 

 

11

Ernest Mario, Ph.D.

 

 

 

For

 

For

 

 

 

12

John H. Weiland

 

 

 

For

 

For

 

2.

 

Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Approval, by non-binding vote, of executive compensation of the Company’s named executive officers.

 

Management

 

For

 

For

 

4.

 

Advisory vote on stockholder proposal to request the Company’s Board of Directors to amend the Company’s proxy access by-law provision to eliminate the limit on the number of stockholders that can aggregate their shares to achieve the holding requirement for nomination of directors, described in more detail in the proxy statement.

 

Shareholder

 

Against

 

For

 

5.

 

Advisory vote on stockholder proposal to request the Company’s Board of Directors to adopt a policy and amend the Company’s governing documents to require that the Chairman of the Board be an independent member, described in more detail in the proxy statement.

 

Shareholder

 

For

 

Against

 

 

CENTENE CORPORATION

 

Security

15135B101

Meeting Type

Annual

Ticker Symbol

CNC

Meeting Date

24-Apr-2018

Record Date

23-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Election of Director: Jessica L. Blume

 

Management

 

For

 

For

 

1B.

 

Election of Director: Frederick H. Eppinger

 

Management

 

For

 

For

 

1C.

 

Election of Director: David L. Steward

 

Management

 

For

 

For

 

2.

 

ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION.

 

Management

 

For

 

For

 

3.

 

RATIFICATION OF APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2018.

 

Management

 

For

 

For

 

 


 

CLOVIS ONCOLOGY, INC.

 

Security

189464100

Meeting Type

Annual

Ticker Symbol

CLVS

Meeting Date

07-Jun-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Patrick J. Mahaffy

 

 

 

For

 

For

 

 

 

2

M. James Barrett, Ph.D.

 

 

 

For

 

For

 

 

 

3

Thorlef Spickschen

 

 

 

For

 

For

 

2.

 

Approval and ratification of our Non-Employee Director Compensation Policy.

 

Management

 

For

 

For

 

3.

 

Approval of an advisory proposal on compensation of the Company’s named executive officers, as disclosed in the attached proxy statement.

 

Management

 

For

 

For

 

4.

 

Approval of an advisory proposal on the preferred frequency of the stockholder vote on the compensation of the Company’s named executive officers.

 

Management

 

1 Year

 

For

 

5.

 

Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

COHERUS BIOSCIENCES INC

 

Security

19249H103

Meeting Type

Annual

Ticker Symbol

CHRS

Meeting Date

23-May-2018

Record Date

02-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Christos Richards

 

 

 

For

 

For

 

 

 

2

V. Bryan Lawlis, Ph.D.

 

 

 

For

 

For

 

2.

 

To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

CRISPR THERAPEUTICS AG

 

Security

H17182108

Meeting Type

Annual

Ticker Symbol

CRSP

Meeting Date

30-May-2018

Record Date

02-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

The approval of the annual report, the consolidated financial statements and the statutory financial statements of the Company for the year ended December 31, 2017.

 

Management

 

For

 

For

 

2.

 

The approval of the appropriation of financial results.

 

Management

 

For

 

For

 

3.

 

The discharge of the members of the Board of Directors and Executive Committee.

 

Management

 

For

 

For

 

4a.

 

Re-election of the member to the Board of Director: Rodger Novak, M.D. (as member and Chairman)

 

Management

 

For

 

For

 

4b.

 

Election of the member to the Board of Director: Samarth Kulkarni, Ph.D.

 

Management

 

For

 

For

 

4c.

 

Re-election of the member to the Board of Director: Bradley Bolzon, Ph.D.

 

Management

 

For

 

For

 

4d.

 

Re-election of the member to the Board of Director: Ali Behbahani, M.D.

 

Management

 

For

 

For

 

4e.

 

Re-election of the member to the Board of Director: Pablo Cagnoni, M.D.

 

Management

 

For

 

For

 

4f.

 

Re-election of the member to the Board of Director: Kurt von Emster

 

Management

 

For

 

For

 

4g.

 

Re-election of the member to the Board of Director: Simeon J. George, M.D.

 

Management

 

For

 

For

 

4h.

 

Re-election of the member to the Board of Director: Thomas Woiwode, Ph.D.

 

Management

 

For

 

For

 

5a.

 

Re-election of the member of the Compensation Committee: Thomas Woiwode, Ph.D.

 

Management

 

For

 

For

 

5b.

 

Re-election of the member of the Compensation Committee: Pablo Cagnoni, M.D.

 

Management

 

For

 

For

 

5c.

 

Re-election of the member of the Compensation Committee: Simeon J. George, M.D.

 

Management

 

For

 

For

 

6a.

 

Binding vote on total non-performance-related compensation for members of the Board of Directors from the 2018 Annual General Meeting to the 2019 annual general meeting of shareholders.

 

Management

 

For

 

For

 

6b.

 

Binding vote on equity for members of the Board of Directors from the 2018 Annual General Meeting to the 2019 annual general meeting of shareholders.

 

Management

 

For

 

For

 

6c.

 

Binding vote on total non-performance-related compensation for members of the Executive Committee from July 1, 2018 to June 30, 2019.

 

Management

 

For

 

For

 

6d.

 

Binding vote on total variable compensation for members of the Executive Committee for the current year ending December 31, 2018.

 

Management

 

For

 

For

 

6e.

 

Binding vote on equity for members of the Executive Committee from the 2018 Annual General Meeting to the 2019 annual general meeting of shareholders.

 

Management

 

For

 

For

 

7.

 

The approval of an increase in the Conditional Share Capital for Employee Benefit Plans.

 

Management

 

For

 

For

 

8.

 

The approval of the CRISPR Therapeutics AG 2018 Stock Option and Incentive Plan.

 

Management

 

For

 

For

 

9.

 

The approval of increasing the maximum number of authorized share capital and extending the date by which the Board of Directors may increase authorized share capital.

 

Management

 

For

 

For

 

10.

 

The re-election of the independent voting rights representative.

 

Management

 

For

 

For

 

11.

 

The re-election of the auditors.

 

Management

 

For

 

For

 

 


 

CYTOKINETICS, INCORPORATED

 

Security

23282W605

Meeting Type

Annual

Ticker Symbol

CYTK

Meeting Date

16-May-2018

Record Date

03-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Robert I. Blum

 

 

 

For

 

For

 

 

 

2

Robert M. Califf M.D.

 

 

 

For

 

For

 

 

 

3

Sandford D. Smith

 

 

 

For

 

For

 

2.

 

Ratification of selection of Ernst & Young LLP as the independent registered public accounting firm of Cytokinetics, Incorporated for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Approval, on an advisory basis, of the compensation of the named executive officers.

 

Management

 

For

 

For

 

 

CYTOMX THERAPEUTICS, INC.

 

Security

23284F105

Meeting Type

Annual

Ticker Symbol

CTMX

Meeting Date

13-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Charles S. Fuchs

 

Management

 

For

 

For

 

1b.

 

Election of Director: Hoyoung Huh

 

Management

 

For

 

For

 

2.

 

To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

DERMIRA, INC.

 

Security

24983L104

Meeting Type

Annual

Ticker Symbol

DERM

Meeting Date

12-Jun-2018

Record Date

16-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Matthew K. Fust

 

 

 

For

 

For

 

 

 

2

William R. Ringo

 

 

 

For

 

For

 

 

 

3

Kathleen Sebelius

 

 

 

For

 

For

 

2.

 

Vote, on a non-binding advisory basis, on the compensation paid by us to our named executive officers for the year ended December 31, 2017.

 

Management

 

For

 

For

 

3.

 

Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2018.

 

Management

 

For

 

For

 

4.

 

Such other business as may properly come before the meeting or any adjournment thereof.

 

Management

 

Abstain

 

Against

 

 


 

EDITAS MEDICINE INC

 

Security

28106W103

Meeting Type

Annual

Ticker Symbol

EDIT

Meeting Date

15-Jun-2018

Record Date

18-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Andrew Hirsch

 

 

 

For

 

For

 

 

 

2

Boris Nikolic, M.D.

 

 

 

For

 

For

 

2.

 

Ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

EIGER BIOPHARMACEUTICALS,INC

 

Security

28249U105

Meeting Type

Annual

Ticker Symbol

EIGR

Meeting Date

12-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Thomas J. Dietz, Ph.D

 

 

 

For

 

For

 

 

 

2

Eldon Mayer

 

 

 

For

 

For

 

2.

 

To ratify the selection by the Audit Committee of our Board of Directors of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ELI LILLY AND COMPANY

 

Security

532457108

Meeting Type

Annual

Ticker Symbol

LLY

Meeting Date

07-May-2018

Record Date

12-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: K. Baicker

 

Management

 

For

 

For

 

1b.

 

Election of Director: J. E. Fyrwald

 

Management

 

For

 

For

 

1c.

 

Election of Director: J. Jackson

 

Management

 

For

 

For

 

1d.

 

Election of Director: E. R. Marram

 

Management

 

For

 

For

 

1e.

 

Election of Director: J. P. Tai

 

Management

 

For

 

For

 

2.

 

Approval, by non-binding vote, of the compensation paid to the company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

Ratification of Ernst & Young LLP as the principal independent auditor for 2018.

 

Management

 

For

 

For

 

4.

 

Approve amendments to the Articles of Incorporation to eliminate the classified board structure.

 

Management

 

For

 

For

 

5.

 

Approve amendments to the Articles of Incorporation to eliminate supermajority voting provisions.

 

Management

 

For

 

For

 

6.

 

Approve the Amended and Restated 2002 Lilly Stock Plan.

 

Management

 

For

 

For

 

7.

 

Shareholder proposal seeking support for the descheduling of cannabis.

 

Shareholder

 

Against

 

For

 

8.

 

Shareholder proposal requesting report regarding direct and indirect political contributions.

 

Shareholder

 

Against

 

For

 

9.

 

Shareholder proposal requesting report on policies and practices regarding contract animal laboratories.

 

Shareholder

 

Against

 

For

 

10.

 

Shareholder proposal requesting report on extent to which risks related to public concern over drug pricing strategies are integrated into incentive compensation arrangements.

 

Shareholder

 

Against

 

For

 

 


 

ENDO INTERNATIONAL PLC

 

Security

G30401106

Meeting Type

Annual

Ticker Symbol

ENDP

Meeting Date

07-Jun-2018

Record Date

13-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Roger H. Kimmel

 

Management

 

For

 

For

 

1b.

 

Election of Director: Paul V. Campanelli

 

Management

 

For

 

For

 

1c.

 

Election of Director: Shane M. Cooke

 

Management

 

For

 

For

 

1d.

 

Election of Director: Nancy J. Hutson, Ph.D.

 

Management

 

For

 

For

 

1e.

 

Election of Director: Michael Hyatt

 

Management

 

For

 

For

 

1f.

 

Election of Director: Sharad S. Mansukani, M.D.

 

Management

 

For

 

For

 

1g.

 

Election of Director: William P. Montague

 

Management

 

For

 

For

 

1h.

 

Election of Director: Todd B. Sisitsky

 

Management

 

For

 

For

 

2.

 

To approve the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2018 and to authorize the Board of Directors, acting through the Audit Committee, to determine the independent registered public accounting firm’s remuneration.

 

Management

 

For

 

For

 

3.

 

To approve, by advisory vote, named executive officer compensation.

 

Management

 

For

 

For

 

4.

 

To approve the Endo International plc Amended and Restated 2015 Stock Incentive Plan.

 

Management

 

For

 

For

 

5.

 

To renew the Board’s existing authority to issue shares under Irish law.

 

Management

 

For

 

For

 

6.

 

To renew the Board’s existing authority to opt-out of statutory pre-emption rights under Irish law.

 

Management

 

For

 

For

 

 

EPIZYME, INC.

 

Security

29428V104

Meeting Type

Annual

Ticker Symbol

EPZM

Meeting Date

18-May-2018

Record Date

23-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Kevin Conroy

 

 

 

For

 

For

 

 

 

2

Carl Goldfischer, M.D.

 

 

 

For

 

For

 

 

 

3

Beth Seidenberg, M.D.

 

 

 

For

 

For

 

2.

 

Ratification of the appointment of Ernst & Young LLP as Epizyme’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

ESPERION THERAPEUTICS INC

 

Security

29664W105

Meeting Type

Annual

Ticker Symbol

ESPR

Meeting Date

23-May-2018

Record Date

26-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class II Director: Jeffrey Berkowitz, J.D.

 

Management

 

For

 

For

 

1b.

 

Election of Class II Director: Antonio M. Gotto Jr., M.D., D.Phil.

 

Management

 

For

 

For

 

1c.

 

Election of Class II Director: Nicole Vitullo

 

Management

 

For

 

For

 

2.

 

To approve the advisory resolution on the compensation of our named executive officers

 

Management

 

For

 

For

 

3.

 

To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018

 

Management

 

For

 

For

 

 

EUTHYMICS BIOSCIENCE, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

11-Jul-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Bridge Financing

 

Management

 

For

 

For

 

 


 

EUTHYMICS BIOSCIENCE, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

27-Oct-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Sale and Dissolution

 

Management

 

For

 

For

 

2.

 

Dissolution

 

Management

 

For

 

For

 

3.

 

General

 

Management

 

For

 

For

 

 

EVOLENT HEALTH, INC.

 

Security

30050B101

Meeting Type

Annual

Ticker Symbol

EVH

Meeting Date

13-Jun-2018

Record Date

17-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class III Director: Bruce Felt

 

Management

 

For

 

For

 

1b.

 

Election of Class III Director: Kenneth Samet

 

Management

 

For

 

For

 

1c.

 

Election of Class III Director: Cheryl Scott

 

Management

 

For

 

For

 

1d.

 

Election of Class III Director: Frank Williams

 

Management

 

For

 

For

 

2.

 

Proposal to ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Proposal to approve an amendment of the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.

 

Management

 

For

 

For

 

4.

 

Proposal to approve the compensation of our named executive officers for 2017 on an advisory basis.

 

Management

 

For

 

For

 

5.

 

Proposal to approve the selection of the frequency of future advisory votes on executive compensation on an advisory basis.

 

Management

 

1 Year

 

For

 

 

EXELIXIS, INC.

 

Security

30161Q104

Meeting Type

Annual

Ticker Symbol

EXEL

Meeting Date

23-May-2018

Record Date

29-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Class I Director: Charles Cohen, Ph.D.

 

Management

 

For

 

For

 

1.2

 

Election of Class I Director: George Poste, DVM, Ph.D., FRS

 

Management

 

For

 

For

 

1.3

 

Election of Class I Director: Jack L. Wyszomierski

 

Management

 

For

 

For

 

2.

 

To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as Exelixis’ independent registered public accounting firm for the fiscal year ending December 28, 2018.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of Exelixis’ named executive officers, as disclosed in the accompanying Proxy Statement.

 

Management

 

For

 

For

 

 

FIBROGEN, INC.

 

Security

31572Q808

Meeting Type

Annual

Ticker Symbol

FGEN

Meeting Date

05-Jun-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class I Director: Thomas B. Neff

 

Management

 

For

 

For

 

1b.

 

Election of Class I Director: Jeffrey W. Henderson

 

Management

 

For

 

For

 

1c.

 

Election of Class I Director: James A. Schoeneck

 

Management

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation of FibroGen’s named executive officers, as disclosed in the proxy statement.

 

Management

 

For

 

For

 

3.

 

To ratify the selection of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the independent registered public accounting firm of FibroGen for the year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

FOAMIX PHARMACEUTICALS LTD

 

Security

M46135105

Meeting Type

Special

Ticker Symbol

FOMX

Meeting Date

27-Nov-2017

Record Date

25-Oct-2017

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

(I) PAY MR. DOMZALSKI ANNUAL COMPENSATION OF $440,000 FOR HIS SERVICES AS THE CHIEF EXECUTIVE OFFICER OF THE COMPANY, EFFECTIVE AS OF JULY 1, 2017, (II) APPROVE MR. DOMZALSKI’S CASH BONUS FOR THE SIX MONTH PERIOD COMMENCING AS OF JULY 1, 2017 UP TO A MAXIMUM AMOUNT OF $132,000, SUBJECT TO ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

 

Management

 

For

 

For

 

1A.

 

DO YOU HAVE A PERSONAL INTEREST IN THE APPROVAL OF THIS PROPOSAL #1? MARK “FOR” = YES OR “AGAINST” = NO.

 

Management

 

Against

 

N/A

 

2.

 

AWARD MR. DOMZALSKI 327,720 OPTIONS AND 81,930 RSUS UNDER THE COMPANY’S 2015 ISRAELI SHARE INCENTIVE PLAN AND ITS 2015 U.S. ADDENDUM.

 

Management

 

For

 

For

 

2A.

 

DO YOU HAVE A PERSONAL INTEREST IN THE APPROVAL OF THIS PROPOSAL #2? MARK “FOR” = YES OR “AGAINST” = NO.

 

Management

 

Against

 

N/A

 

 


 

FOAMIX PHARMACEUTICALS LTD

 

Security

M46135105

Meeting Type

Annual

Ticker Symbol

FOMX

Meeting Date

08-May-2018

Record Date

10-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1

 

Appoint Kesselman & Kesselman (a member firm of PricewaterhouseCoopers International Limited, or PwC) an independent registered public accounting firm, as the Company’s independent public accountants for the fiscal year ending December 31, 2018, and authorize the Board (or the Audit Committee, if such authority is delegated to it by the Board) to fix the remuneration of such independent public accountants in accordance with the volume and nature of their services.

 

Management

 

For

 

For

 

2

 

Ratify the election of Mr. David Domzalski as a director of the Company.

 

Management

 

For

 

For

 

3

 

Approve the annual equity incentive awards to the Company’s non- executive directors, as set out under Proposal 3 in the Company’s proxy statement.

 

Management

 

For

 

For

 

4a

 

Approve the equity incentive grants to Mr. Domzalski for 2017, as set out under Proposal 4(a) in the Company’s proxy statement.

 

Management

 

For

 

For

 

4a1

 

Please confirm you are a controlling shareholder/have a personal interest in the approval of Proposal 4(a)? If you vote FOR=YES or not at all your vote may not count for the Corresponding Proposal For= Yes, No=Against

 

Management

 

Against

 

N/A

 

4b

 

Approve the terms of Mr. Domzalski’s cash bonus and equity compensation for 2018, as set out under Proposal 4(b) of the Company’s proxy statement.

 

Management

 

For

 

For

 

4b1

 

Please confirm you are a controlling shareholder/have a personal interest in the approval of Proposal 4(b)? If you vote FOR=YES or not at all your vote may not count for the Corresponding Proposal For= Yes, No=Against

 

Management

 

Against

 

N/A

 

5a

 

Approve the 2016 equity conversion bonus for Dr. Tamarkin in respect of 2016, as set out under Proposal 5(a) of the Company’s proxy statement

 

Management

 

For

 

For

 

5a1

 

Please confirm you are a controlling shareholder/have a personal interest in the approval of Proposal 5(a)? If you vote FOR=YES or not at all your vote may not count for the Corresponding Proposal For= Yes, No=Against

 

Management

 

Against

 

N/A

 

5b

 

Approve Dr. Tamarkin’s cash bonus in respect of the first half of 2017, as set out under Proposal 5(b) of the Company’s proxy statement.

 

Management

 

For

 

For

 

5b1

 

Please confirm you are a controlling shareholder/have a personal interest in the approval of Proposal 5(b)? If you vote FOR=YES or not at all your vote may not count for the Corresponding Proposal For= Yes, No=Against

 

Management

 

Against

 

N/A

 

6.

 

Approve the Company’s Amended Compensation Policy, as set out under Proposal 6 of the Company’s proxy statement.

 

Management

 

For

 

For

 

6a

 

Please confirm you are a controlling shareholder/have a personal interest in the approval of Proposal 6? If you vote FOR=YES or not at all your vote may not count for the Corresponding Proposal For= Yes, No=Against

 

Management

 

Against

 

N/A

 

 


 

FOUNDATION MEDICINE, INC.

 

Security

350465100

Meeting Type

Annual

Ticker Symbol

FMI

Meeting Date

21-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Alexis Borisy

 

 

 

For

 

For

 

 

 

2

Troy Cox

 

 

 

For

 

For

 

 

 

3

Michael Dougherty

 

 

 

For

 

For

 

 

 

4

Sandra Horning, M.D.

 

 

 

For

 

For

 

 

 

5

Evan Jones

 

 

 

For

 

For

 

 

 

6

Daniel O’Day

 

 

 

For

 

For

 

 

 

7

Michael Pellini, M.D.

 

 

 

For

 

For

 

 

 

8

Michael Varney, Ph.D.

 

 

 

For

 

For

 

 

 

9

Krishna Yeshwant, M.D.

 

 

 

For

 

For

 

2.

 

To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

GALAPAGOS N V

 

Security

36315X101

Meeting Type

Annual

Ticker Symbol

GLPG

Meeting Date

24-Apr-2018

Record Date

20-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

2.

 

Acknowledgement and approval of the non-consolidated annual accounts of the Company for the financial year ended on 31 December 2017 and approval of the allocation of the annual result as proposed by the board of directors.

 

Management

 

For

 

N/A

 

5.

 

Acknowledgement and approval of the remuneration report.

 

Management

 

For

 

N/A

 

6.

 

Release from liability to be granted to the directors and the statutory auditor for the performance of their duties in the course of the financial year ended 31 December 2017.

 

Management

 

For

 

N/A

 

7.1

 

Re-appointment of Dr. Werner Cautreels as director of the Company.

 

Management

 

For

 

N/A

 

7.2

 

Re-appointment of Mr. Howard Rowe as director of the Company.

 

Management

 

For

 

N/A

 

8.

 

Remuneration of directors.

 

Management

 

For

 

N/A

 

9.

 

Offer of warrants.

 

Management

 

For

 

N/A

 

 


 

GENOMEDX BIOSCIENCES, INC.

 

Security

N/A

Meeting Type

Special

Ticker Symbol

N/A

Meeting Date

20-Nov-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Authorized Share Structure Amendment Resolution

 

Management

 

For

 

For

 

2.

 

Special Rights and Restrictions Resolution

 

Management

 

For

 

For

 

3.

 

Class C Preferred Share Issuance Resolution

 

Management

 

For

 

For

 

 

GENOMEDX BIOSCIENCES, INC.

 

Security

N/A

Meeting Type

Special

Ticker Symbol

N/A

Meeting Date

8-Jan-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Non-shareholders as Proxyholders Resolution

 

Management

 

For

 

For

 

2.

 

Special Rights and Restrictions Resolution

 

Management

 

For

 

For

 

 

GENOMEDX BIOSCIENCES, INC.

 

Security

N/A

Meeting Type

Special

Ticker Symbol

N/A

Meeting Date

4-Feb-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Non-shareholders as Proxyholders Resolution

 

Management

 

For

 

For

 

2.

 

Authorized Share Structure Amendment Resolution

 

Management

 

For

 

For

 

3.

 

Articles Amendment Resolution

 

Management

 

For

 

For

 

4.

 

New Preferred Share Issuance Resolution

 

Management

 

For

 

For

 

 

GENOMEDX BIOSCIENCES, INC.

 

Security

N/A

Meeting Type

Special

Ticker Symbol

N/A

Meeting Date

31-Mar-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Non-shareholders as Proxyholders Resolution

 

Management

 

For

 

For

 

2.

 

Authorized Share Structure Amendment Resolution

 

Management

 

For

 

For

 

3.

 

Articles Amendment Resolution

 

Management

 

For

 

For

 

4.

 

New Preferred Share Issuance Resolution

 

Management

 

For

 

For

 

 

GENOMEDX BIOSCIENCES, INC.

 

Security

N/A

Meeting Type

Special

Ticker Symbol

N/A

Meeting Date

29-Jun-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Non-shareholders as Proxyholders Resolution

 

Management

 

For

 

For

 

2.

 

Domestication Resolution

 

Management

 

For

 

For

 

 


 

GILEAD SCIENCES, INC.

 

Security

375558103

Meeting Type

Annual

Ticker Symbol

GILD

Meeting Date

09-May-2018

Record Date

16-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: John F. Cogan, Ph.D.

 

Management

 

For

 

For

 

1b.

 

Election of Director: Jacqueline K. Barton, Ph.D.

 

Management

 

For

 

For

 

1c.

 

Election of Director: Kelly A. Kramer

 

Management

 

For

 

For

 

1d.

 

Election of Director: Kevin E. Lofton

 

Management

 

For

 

For

 

1e.

 

Election of Director: John C. Martin, Ph.D.

 

Management

 

For

 

For

 

1f.

 

Election of Director: John F. Milligan, Ph.D.

 

Management

 

For

 

For

 

1g.

 

Election of Director: Richard J. Whitley, M.D.

 

Management

 

For

 

For

 

1h.

 

Election of Director: Gayle E. Wilson

 

Management

 

For

 

For

 

1i.

 

Election of Director: Per Wold-Olsen

 

Management

 

For

 

For

 

2.

 

To ratify the selection of Ernst & Young LLP by the Audit Committee of the Board of Directors as the independent registered public accounting firm of Gilead for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of our Named Executive Officers as presented in the Proxy Statement.

 

Management

 

For

 

For

 

4.

 

To vote on a stockholder proposal, if properly presented at the meeting, requesting that the Board adopt a policy that the Chairman of the Board of Directors be an independent director.

 

Shareholder

 

Against

 

For

 

5.

 

To vote on a stockholder proposal, if properly presented at the meeting, requesting that the Board take steps to permit stockholder action by written consent.

 

Shareholder

 

Against

 

For

 

 

GLOBAL BLOOD THERAPEUTICS, INC.

 

Security

37890U108

Meeting Type

Annual

Ticker Symbol

GBT

Meeting Date

20-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Scott W. Morrison

 

 

 

For

 

For

 

 

 

2

Deval L. Patrick

 

 

 

For

 

For

 

 

 

3

Mark L. Perry

 

 

 

For

 

For

 

2.

 

Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers as disclosed in the proxy statement.

 

Management

 

For

 

For

 

3.

 

Recommendation, on a non-binding, advisory basis, of the preferred frequency of future advisory votes on the compensation of the Company’s named executive officers.

 

Management

 

1 Year

 

For

 

4.

 

Ratification of the appointment of KPMG LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

5.

 

Transaction of such other business as may properly come before the meeting or any adjournment or postponement thereof.

 

Management

 

For

 

For

 

 


 

GW PHARMACEUTICALS PLC

 

Security

36197T103

Meeting Type

Annual

Ticker Symbol

GWPH

Meeting Date

14-Mar-2018

Record Date

05-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

O1

 

TO RECEIVE, CONSIDER AND ADOPT THE DIRECTORS’ AND AUDITORS’ REPORTS AND STATEMENT OF ACCOUNTS FOR THE YEAR ENDED 30 SEPTEMBER 2017 AND NOTE THAT THE DIRECTORS DO NOT RECOMMEND PAYMENT OF A DIVIDEND

 

Management

 

For

 

N/A

 

O2

 

TO APPROVE THE DIRECTORS’ REMUNERATION REPORT

 

Management

 

For

 

N/A

 

O3

 

TO APPROVE THE DIRECTORS’ REMUNERATION POLICY

 

Management

 

For

 

N/A

 

O4

 

TO RE-ELECT JUSTIN GOVER AS A DIRECTOR

 

Management

 

For

 

N/A

 

O5

 

TO ELECT CATHERINE MACKEY AS A DIRECTOR

 

Management

 

For

 

N/A

 

O6

 

TO ELECT ALICIA SECOR AS A DIRECTOR

 

Management

 

For

 

N/A

 

O7

 

TO ELECT WILLIAM WALDEGRAVE AS A DIRECTOR

 

Management

 

For

 

N/A

 

O8

 

TO RE-APPOINT DELOITTE LLP AS AUDITOR

 

Management

 

For

 

N/A

 

O9

 

To authorise the Directors to determine the Auditor’s remuneration

 

Management

 

For

 

N/A

 

O10

 

To authorise the Directors to allot shares pursuant to Section 551 of the Companies Act 2006 (the “2006 Act”)

 

Management

 

For

 

N/A

 

S11

 

Subject to the passing of Resolution 10, to authorise the ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

N/A

 

S12

 

To adopt new articles of association of the Company in ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

N/A

 

 


 

HENRY SCHEIN, INC.

 

Security

806407102

Meeting Type

Annual

Ticker Symbol

HSIC

Meeting Date

31-May-2018

Record Date

02-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Barry J. Alperin

 

Management

 

For

 

For

 

1b.

 

Election of Director: Gerald A. Benjamin

 

Management

 

For

 

For

 

1c.

 

Election of Director: Stanley M. Bergman

 

Management

 

For

 

For

 

1d.

 

Election of Director: James P. Breslawski

 

Management

 

For

 

For

 

1e.

 

Election of Director: Paul Brons

 

Management

 

For

 

For

 

1f.

 

Election of Director: Shira Goodman

 

Management

 

For

 

For

 

1g.

 

Election of Director: Joseph L. Herring

 

Management

 

For

 

For

 

1h.

 

Election of Director: Kurt P. Kuehn

 

Management

 

For

 

For

 

1i.

 

Election of Director: Philip A. Laskawy

 

Management

 

For

 

For

 

1j.

 

Election of Director: Anne H. Margulies

 

Management

 

For

 

For

 

1k.

 

Election of Director: Mark E. Mlotek

 

Management

 

For

 

For

 

1l.

 

Election of Director: Steven Paladino

 

Management

 

For

 

For

 

1m.

 

Election of Director: Carol Raphael

 

Management

 

For

 

For

 

1n.

 

Election of Director: E. Dianne Rekow, DDS, Ph.D.

 

Management

 

For

 

For

 

1o.

 

Election of Director: Bradley T. Sheares, Ph.D.

 

Management

 

For

 

For

 

2.

 

Proposal to amend the Company’s Amended and Restated Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock from 240,000,000 to 480,000,000.

 

Management

 

For

 

For

 

3.

 

Proposal to amend the Company’s Amended and Restated Certificate of Incorporation, as amended, to add a forum selection clause.

 

Management

 

For

 

For

 

4.

 

Proposal to amend and restate the Company’s Amended and Restated Certificate of Incorporation, as amended, to incorporate certain technical, administrative and updating changes as set forth in the Proxy Statement.

 

Management

 

For

 

For

 

5.

 

Proposal to approve, by non-binding vote, the 2017 compensation paid to the Company’s Named Executive Officers.

 

Management

 

For

 

For

 

6.

 

Proposal to ratify the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 29, 2018.

 

Management

 

For

 

For

 

 

HUMANA INC.

 

Security

444859102

Meeting Type

Annual

Ticker Symbol

HUM

Meeting Date

19-Apr-2018

Record Date

26-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Kurt J. Hilzinger

 

Management

 

For

 

For

 

1b.

 

Election of Director: Frank J. Bisignano

 

Management

 

For

 

For

 

1c.

 

Election of Director: Bruce D. Broussard

 

Management

 

For

 

For

 

1d.

 

Election of Director: Frank A. D’Amelio

 

Management

 

For

 

For

 

1e.

 

Election of Director: Karen B. DeSalvo, M.D.

 

Management

 

For

 

For

 

1f.

 

Election of Director: W. Roy Dunbar

 

Management

 

For

 

For

 

1g.

 

Election of Director: David A. Jones, Jr.

 

Management

 

For

 

For

 

1h.

 

Election of Director: William J. McDonald

 

Management

 

For

 

For

 

1i.

 

Election of Director: William E. Mitchell

 

Management

 

For

 

For

 

1j.

 

Election of Director: David B. Nash, M.D.

 

Management

 

For

 

For

 

1k.

 

Election of Director: James J. O’Brien

 

Management

 

For

 

For

 

1l.

 

Election of Director: Marissa T. Peterson

 

Management

 

For

 

For

 

2.

 

The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.

 

Management

 

For

 

For

 

3.

 

The approval of the compensation of the named executive officers as disclosed in the 2018 proxy statement.

 

Management

 

For

 

For

 

 


 

IDEXX LABORATORIES, INC.

 

Security

45168D104

Meeting Type

Annual

Ticker Symbol

IDXX

Meeting Date

09-May-2018

Record Date

16-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Bruce L. Claflin

 

Management

 

For

 

For

 

1b.

 

Election of Director: Daniel M. Junius

 

Management

 

For

 

For

 

2.

 

Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year.

 

Management

 

For

 

For

 

3.

 

Approval of the Adoption of the IDEXX Laboratories, Inc. 2018 Incentive Plan. To approve the Company’s 2018 Stock Incentive Plan.

 

Management

 

For

 

For

 

4.

 

Advisory Vote on Executive Compensation. To approve a nonbinding advisory resolution on the Company’s executive compensation.

 

Management

 

For

 

For

 

 

ILLUMINA, INC.

 

Security

452327109

Meeting Type

Annual

Ticker Symbol

ILMN

Meeting Date

23-May-2018

Record Date

29-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Jay T. Flatley

 

Management

 

For

 

For

 

1b.

 

Election of Director: John W. Thompson

 

Management

 

For

 

For

 

1c.

 

Election of Director: Gary S. Guthart, Ph.D.

 

Management

 

For

 

For

 

2.

 

To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 30, 2018.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of the named executive officers as disclosed in the Proxy Statement.

 

Management

 

For

 

For

 

4.

 

To approve, on an advisory basis, a stockholder proposal to elect each director annually.

 

Shareholder

 

Against

 

For

 

 

ILLUMINOSS MEDICAL, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

14-Nov-2017

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Sixth Amended and Restated Certificate of Incorporation

 

Management

 

For

 

For

 

2.

 

Convertible Note Financing

 

Management

 

For

 

For

 

3.

 

Amendment of March 2017 Notes and Warrants

 

Management

 

For

 

For

 

4.

 

Anti-Dilution

 

Management

 

For

 

For

 

5.

 

General Resolutions

 

Management

 

For

 

For

 

 


 

INCYTE CORPORATION

 

Security

45337C102

Meeting Type

Annual

Ticker Symbol

INCY

Meeting Date

01-May-2018

Record Date

05-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Director: Julian C. Baker

 

Management

 

For

 

For

 

1.2

 

Election of Director: Jean-Jacques Bienaime

 

Management

 

For

 

For

 

1.3

 

Election of Director: Paul A. Brooke

 

Management

 

For

 

For

 

1.4

 

Election of Director: Paul J. Clancy

 

Management

 

For

 

For

 

1.5

 

Election of Director: Wendy L. Dixon

 

Management

 

For

 

For

 

1.6

 

Election of Director: Jacqualyn A. Fouse

 

Management

 

For

 

For

 

1.7

 

Election of Director: Paul A. Friedman

 

Management

 

For

 

For

 

1.8

 

Election of Director: Herve Hoppenot

 

Management

 

For

 

For

 

2.

 

To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

To approve amendments to the Company’s Amended and Restated 2010 Stock Incentive Plan.

 

Management

 

For

 

For

 

4.

 

To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018.

 

Management

 

For

 

For

 

 

INNOVIVA INC

 

Security

45781M101

Meeting Type

Annual

Ticker Symbol

INVA

Meeting Date

24-Apr-2018

Record Date

19-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: George W. Bickerstaff, III

 

Management

 

For

 

For

 

1b.

 

Election of Director: Mark DiPaolo, Esq.

 

Management

 

For

 

For

 

1c.

 

Election of Director: Jules Haimovitz

 

Management

 

For

 

For

 

1d.

 

Election of Director: Odysseas D. Kostas, M.D.

 

Management

 

For

 

For

 

1e.

 

Election of Director: Sarah Schlesinger, M.D.

 

Management

 

For

 

For

 

2.

 

Approve the non-binding advisory resolution regarding executive compensation.

 

Management

 

For

 

For

 

3.

 

Ratify the selection by the Audit Committee of the Board of Directors for Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

INTELLIA THERAPEUTICS, INC.

 

Security

45826J105

Meeting Type

Annual

Ticker Symbol

NTLA

Meeting Date

17-May-2018

Record Date

04-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Class II Director: Frank Verwiel

 

Management

 

For

 

For

 

2.

 

Ratification of the appointment of Deloitte & Touche LLP as Intellia’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

IONIS PHARMACEUTICALS, INC.

 

Security

462222100

Meeting Type

Annual

Ticker Symbol

IONS

Meeting Date

23-May-2018

Record Date

26-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Frederick T. Muto

 

 

 

For

 

For

 

 

 

2

Breaux B. Castleman

 

 

 

For

 

For

 

2.

 

To approve, by non-binding vote, executive compensation.

 

Management

 

For

 

For

 

3.

 

Ratify the Audit Committee’s selection of Ernst & Young LLP as independent auditors for the 2018 fiscal year.

 

Management

 

For

 

For

 

 


 

JAZZ PHARMACEUTICALS PLC

 

Security

G50871105

Meeting Type

Annual

Ticker Symbol

JAZZ

Meeting Date

02-Aug-2018

Record Date

06-Jun-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Peter Gray

 

Management

 

For

 

For

 

1b.

 

Election of Director: Kenneth W. O’Keefe

 

Management

 

For

 

For

 

1c.

 

Election of Director: Elmar Schnee

 

Management

 

For

 

For

 

1d.

 

Election of Director: Catherine A. Sohn

 

Management

 

For

 

For

 

2.

 

To ratify, on a non-binding advisory basis, the appointment of KPMG, Dublin as the independent auditors of Jazz Pharmaceuticals plc for the fiscal year ending December 31, 2018 and to authorize, in a binding vote, the board of directors, acting through the audit committee, to determine the independent auditors’ remuneration.

 

Management

 

For

 

For

 

3.

 

To approve, on a non-binding advisory basis, the compensation of Jazz Pharmaceuticals plc’s named executive officers as disclosed in the proxy statement.

 

Management

 

For

 

For

 

4.

 

To indicate, on a non-binding advisory basis, the preferred frequency of the advisory vote on the compensation of Jazz Pharmaceuticals plc’s named executive officers.

 

Management

 

1 Year

 

For

 

 

JOHNSON & JOHNSON

 

Security

478160104

Meeting Type

Annual

Ticker Symbol

JNJ

Meeting Date

26-Apr-2018

Record Date

27-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Mary C. Beckerle

 

Management

 

For

 

For

 

1b.

 

Election of Director: D. Scott Davis

 

Management

 

For

 

For

 

1c.

 

Election of Director: Ian E. L. Davis

 

Management

 

For

 

For

 

1d.

 

Election of Director: Jennifer A. Doudna

 

Management

 

For

 

For

 

1e.

 

Election of Director: Alex Gorsky

 

Management

 

For

 

For

 

1f.

 

Election of Director: Mark B. McClellan

 

Management

 

For

 

For

 

1g.

 

Election of Director: Anne M. Mulcahy

 

Management

 

For

 

For

 

1h.

 

Election of Director: William D. Perez

 

Management

 

For

 

For

 

1i.

 

Election of Director: Charles Prince

 

Management

 

For

 

For

 

1j.

 

Election of Director: A. Eugene Washington

 

Management

 

For

 

For

 

1k.

 

Election of Director: Ronald A. Williams

 

Management

 

For

 

For

 

2.

 

Advisory Vote to Approve Named Executive Officer Compensation

 

Management

 

For

 

For

 

3.

 

Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm for 2018

 

Management

 

For

 

For

 

4.

 

Shareholder Proposal - Accounting for Litigation and Compliance in Executive Compensation Performance Measures

 

Shareholder

 

Against

 

For

 

5.

 

Shareholder Proposal - Amendment to Shareholder Ability to Call Special Shareholder Meeting

 

Shareholder

 

Against

 

For

 

 

LEXICON PHARMACEUTICALS, INC.

 

Security

528872302

Meeting Type

Annual

Ticker Symbol

LXRX

Meeting Date

26-Apr-2018

Record Date

26-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Philippe J. Amouyal

 

 

 

For

 

For

 

 

 

2

Lonnel Coats

 

 

 

For

 

For

 

 

 

3

Frank P. Palantoni

 

 

 

For

 

For

 

2.

 

Advisory vote to approve the compensation paid to the Company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

Ratification and approval of the appointment of Ernst & Young LLP as Company’s independent auditors for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

MERCK & CO., INC.

 

Security

58933Y105

Meeting Type

Annual

Ticker Symbol

MRK

Meeting Date

22-May-2018

Record Date

28-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Leslie A. Brun

 

Management

 

For

 

For

 

1b.

 

Election of Director: Thomas R. Cech

 

Management

 

For

 

For

 

1c.

 

Election of Director: Pamela J. Craig

 

Management

 

For

 

For

 

1d.

 

Election of Director: Kenneth C. Frazier

 

Management

 

For

 

For

 

1e.

 

Election of Director: Thomas H. Glocer

 

Management

 

For

 

For

 

1f.

 

Election of Director: Rochelle B. Lazarus

 

Management

 

For

 

For

 

1g.

 

Election of Director: John H. Noseworthy

 

Management

 

For

 

For

 

1h.

 

Election of Director: Paul B. Rothman

 

Management

 

For

 

For

 

1i.

 

Election of Director: Patricia F. Russo

 

Management

 

For

 

For

 

1j.

 

Election of Director: Craig B. Thompson

 

Management

 

For

 

For

 

1k.

 

Election of Director: Inge G. Thulin

 

Management

 

For

 

For

 

1l.

 

Election of Director: Wendell P. Weeks

 

Management

 

For

 

For

 

1m.

 

Election of Director: Peter C. Wendell

 

Management

 

For

 

For

 

2.

 

Non-binding advisory vote to approve the compensation of our named executive officers.

 

Management

 

For

 

For

 

3.

 

Ratification of the appointment of the Company’s independent registered public accounting firm for 2018.

 

Management

 

For

 

For

 

4.

 

Shareholder proposal concerning shareholders’ right to act by written consent.

 

Shareholder

 

Against

 

For

 

 

MILESTONE PHARMACEUTICALS, INC.

 

Security

N/A

Meeting Type

Annual

Ticker Symbol

N/A

Meeting Date

27-Jun-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Acceptance of the Audited Financial Statements of the Corporation for year ended December 31, 2017

 

Management

 

For

 

For

 

2.

 

Election of Directors

 

Management

 

For

 

For

 

3.

 

Appointment of Auditors

 

Management

 

For

 

For

 

4.

 

Transaction of other Business

 

Management

 

For

 

For

 

 

MOLECULAR TEMPLATES, INC.

 

Security

608550109

Meeting Type

Annual

Ticker Symbol

MTEM

Meeting Date

31-May-2018

Record Date

10-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Jonathan Lanfear

 

 

 

For

 

For

 

 

 

2

Scott Morenstein

 

 

 

For

 

For

 

2.

 

Approve the 2018 Equity Incentive Plan.

 

Management

 

For

 

For

 

3.

 

Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending 2018.

 

Management

 

For

 

For

 

4.

 

Approve by an advisory vote the compensation of our named executive officers, as disclosed in the accompanying proxy statement.

 

Management

 

For

 

For

 

 


 

MYLAN N.V.

 

Security

N59465109

Meeting Type

Annual

Ticker Symbol

MYL

Meeting Date

29-Jun-2018

Record Date

01-Jun-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Appointment of Director: Heather Bresch

 

Management

 

For

 

For

 

1B.

 

Appointment of Director: Hon. Robert J. Cindrich

 

Management

 

For

 

For

 

1C.

 

Appointment of Director: Robert J. Coury

 

Management

 

For

 

For

 

1D.

 

Appointment of Director: JoEllen Lyons Dillon

 

Management

 

For

 

For

 

1E.

 

Appointment of Director: Neil Dimick, C.P.A.

 

Management

 

For

 

For

 

1F.

 

Appointment of Director: Melina Higgins

 

Management

 

For

 

For

 

1G.

 

Appointment of Director: Harry A. Korman

 

Management

 

For

 

For

 

1H.

 

Appointment of Director: Rajiv Malik

 

Management

 

For

 

For

 

1I.

 

Appointment of Director: Mark W. Parrish

 

Management

 

For

 

For

 

1J.

 

Appointment of Director: Pauline van der Meer Mohr

 

Management

 

For

 

For

 

1K.

 

Appointment of Director: Randall L. (Pete) Vanderveen, Ph.D.

 

Management

 

For

 

For

 

1L.

 

Appointment of Director: Sjoerd S. Vollebregt

 

Management

 

For

 

For

 

2.

 

Approval, on an advisory basis, of the compensation of the named executive officers of the Company

 

Management

 

For

 

For

 

3.

 

Adoption of the Dutch annual accounts for fiscal year 2017

 

Management

 

For

 

For

 

4.

 

Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2018

 

Management

 

For

 

For

 

5.

 

Instruction to Deloitte Accountants B.V. for the audit of the Company’s Dutch statutory annual accounts for fiscal year 2018

 

Management

 

For

 

For

 

6.

 

Authorization of the Board to acquire shares in the capital of the Company

 

Management

 

For

 

For

 

 

MYOVANT SCIENCES LTD.

 

Security

G637AM102

Meeting Type

Annual

Ticker Symbol

MYOV

Meeting Date

18-Aug-2017

Record Date

14-Jul-2017

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

ELECTION OF CLASS I DIRECTOR: MARK ALTMEYER

 

Management

 

For

 

For

 

1.2

 

ELECTION OF CLASS I DIRECTOR: TERRIE CURRAN

 

Management

 

For

 

For

 

1.3

 

ELECTION OF CLASS I DIRECTOR: KEITH MANCHESTER, M.D.

 

Management

 

For

 

For

 

2.

 

TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF ERNST & YOUNG LLP AS MYOVANT’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR MYOVANT’S FISCAL YEAR ENDING MARCH 31, 2018, TO APPOINT ERNST & YOUNG LLP AS AUDITOR FOR STATUTORY PURPOSES UNDER THE BERMUDA COMPANIES ACT 1981, AS AMENDED, FOR MYOVANT’S ...(DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL).

 

Management

 

For

 

For

 

 


 

MYOVANT SCIENCES LTD.

 

Security

G637AM102

Meeting Type

Special

Ticker Symbol

MYOV

Meeting Date

09-Feb-2018

Record Date

22-Jan-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

To approve an amendment to our Bye-laws to declassify the Board of Directors.

 

Management

 

For

 

For

 

2.

 

To approve an amendment to our Bye-laws to modify shareholder proposal and nomination procedures.

 

Management

 

For

 

For

 

3.

 

To approve an amendment to our Bye-laws to eliminate all supermajority voting requirements.

 

Management

 

For

 

For

 

4.

 

To approve an amendment to our Bye-laws to modify certain director removal and vacancy requirements.

 

Management

 

For

 

For

 

5.

 

To approve an amendment to our Bye-laws to revise certain other provisions in our Bye-laws.

 

Management

 

For

 

For

 

 

NATERA, INC.

 

Security

632307104

Meeting Type

Annual

Ticker Symbol

NTRA

Meeting Date

16-May-2018

Record Date

26-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Roelof F. Botha

 

 

 

For

 

For

 

 

 

2

Todd Cozzens

 

 

 

For

 

For

 

 

 

3

Matthew Rabinowitz

 

 

 

For

 

For

 

2.

 

Proposal to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

NEKTAR THERAPEUTICS

 

Security

640268108

Meeting Type

Annual

Ticker Symbol

NKTR

Meeting Date

26-Jun-2018

Record Date

27-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Jeff Ajer

 

Management

 

For

 

For

 

1b.

 

Election of Director: Robert B. Chess

 

Management

 

For

 

For

 

1c.

 

Election of Director: Roy A. Whitfield

 

Management

 

For

 

For

 

2.

 

To approve an amendment and restatement of the 2017 Performance Incentive Plan to increase the aggregate number of shares of common stock authorized for issuance under the 2017 Performance Incentive Plan by 10,900,000 shares to a total reserve of 19,200,000 shares.

 

Management

 

For

 

For

 

3.

 

To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

4.

 

To approve a non-binding advisory resolution regarding our executive compensation (a “say-on-pay” vote).

 

Management

 

For

 

For

 

 


 

NEUROCRINE BIOSCIENCES, INC.

 

Security

64125C109

Meeting Type

Annual

Ticker Symbol

NBIX

Meeting Date

24-May-2018

Record Date

29-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

William H Rastetter PhD

 

 

 

For

 

For

 

 

 

2

George J. Morrow

 

 

 

For

 

For

 

2.

 

Advisory vote to approve the compensation paid to the Company’s named executive officers.

 

Management

 

For

 

For

 

3.

 

To approve an amendment to the Company’s 2011 Equity Incentive Plan to increase the number of shares of common stock reserved for issuance thereunder from 17,000,000 to 19,000,000.

 

Management

 

For

 

For

 

4.

 

To approve the Company’s 2018 Employee Stock Purchase Plan.

 

Management

 

Against

 

Against

 

5.

 

To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

NEVRO CORP.

 

Security

64157F103

Meeting Type

Annual

Ticker Symbol

NVRO

Meeting Date

21-May-2018

Record Date

28-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Brad Vale, Ph.D., DVM

 

 

 

For

 

For

 

 

 

2

Michael DeMane

 

 

 

For

 

For

 

 

 

3

Lisa D. Earnhardt

 

 

 

For

 

For

 

2.

 

To ratify the selection, by the Audit Committee of the Company’s Board of Directors, of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2018

 

Management

 

For

 

For

 

3.

 

To approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed in the Company’s proxy statement in accordance with the compensation disclosure rules of the Securities and Exchange Commission

 

Management

 

For

 

For

 

 

NEWLINK GENETICS CORPORATION

 

Security

651511107

Meeting Type

Annual

Ticker Symbol

NLNK

Meeting Date

23-May-2018

Record Date

26-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Chad A. Johnson

 

 

 

For

 

For

 

 

 

2

Ernest J. Talarico, III

 

 

 

For

 

For

 

 

 

3

Lota S. Zoth

 

 

 

For

 

For

 

2.

 

To approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the proxy statement.

 

Management

 

For

 

For

 

3.

 

To indicate, on an advisory basis, the preferred frequency of future advisory votes on the compensation of our named executive officers.

 

Management

 

1 Year

 

For

 

4.

 

To ratify the selection, by the Audit Committee of the Board of Directors, of KPMG LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

NUCANA PLC

 

Security

67022C106

Meeting Type

Annual

Ticker Symbol

NCNA

Meeting Date

27-Jun-2018

Record Date

24-May-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

O1

 

To re-elect (as a Class III director) Isaac Cheng, who is retiring in accordance with the Articles of Association of the Company, as a director of the Company.

 

Management

 

For

 

N/A

 

O2

 

To re-elect (as a Class III director) Martin Mellish, who is retiring by rotation in accordance with the Articles of Association of the Company, as a director of the Company.

 

Management

 

For

 

N/A

 

O3

 

To re-elect (as a Class III director) Adam George, who is retiring by rotation in accordance with the Articles of Association of the Company, as a director of the Company.

 

Management

 

For

 

N/A

 

O4

 

To elect (as a Class II director) Cyrille Leperlier, who is standing for election for the remaining portion of his term of office, as a director of the Company.

 

Management

 

For

 

N/A

 

O5

 

To re-appoint Ernst & Young LLP as auditors of the Company to hold office from the conclusion of this meeting until the conclusion of the next annual general meeting of the Company.

 

Management

 

For

 

N/A

 

O6

 

To authorise the directors to determine the remuneration of the auditors of the Company.

 

Management

 

For

 

N/A

 

O7

 

To receive the Company’s audited accounts for the financial year ended 31 December 2017, together with the strategic report, directors’ report and auditors’ report on those accounts.

 

Management

 

For

 

N/A

 

O8

 

To receive and approve the Directors’ Remuneration Report (other than the part containing the Directors’ Remuneration Policy) for the financial year ended 31 December 2017.

 

Management

 

For

 

N/A

 

O9

 

To receive and approve the Directors’ Remuneration Policy, such policy to take effect from the date on which this resolution is passed.

 

Management

 

For

 

N/A

 

O10

 

That the directors be generally and unconditionally authorised pursuant to Section 551 of the Companies Act 2006 (the “Act”) to exercise all the powers of the Company to allot shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company up to an aggregate nominal amount of GBP 640,000. This authority shall, unless previously renewed, revoked or varied by the Company in general meeting, expire on the conclusion of the annual general meeting ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

N/A

 

S11

 

That, subject to the passing of resolution 10, the directors be empowered pursuant to Section 570 of the Act to allot equity securities (as defined in Section 560 of the Act) for cash under the authority given by that resolution as if Section 561 (1) of the Act did not apply to any such allotment, provided that such authority shall be limited to the allotment of equity securities up to a nominal amount of GBP 640,000, such authority to expire on the conclusion of the annual general ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

N/A

 

 


 

OVID THERAPEUTICS INC.

 

Security

690469101

Meeting Type

Annual

Ticker Symbol

OVID

Meeting Date

06-Jun-2018

Record Date

11-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Douglas Williams

 

 

 

For

 

For

 

 

 

2

Barbara Duncan

 

 

 

For

 

For

 

2.

 

Ratification of the selection of the independent registered public accounting firm.

 

Management

 

For

 

For

 

 

PFIZER INC.

 

Security

717081103

Meeting Type

Annual

Ticker Symbol

PFE

Meeting Date

26-Apr-2018

Record Date

27-Feb-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Dennis A. Ausiello

 

Management

 

For

 

For

 

1b.

 

Election of Director: Ronald E. Blaylock

 

Management

 

For

 

For

 

1c.

 

Election of Director: Albert Bourla

 

Management

 

For

 

For

 

1d.

 

Election of Director: W. Don Cornwell

 

Management

 

For

 

For

 

1e.

 

Election of Director: Joseph J. Echevarria

 

Management

 

For

 

For

 

1f.

 

Election of Director: Helen H. Hobbs

 

Management

 

For

 

For

 

1g.

 

Election of Director: James M. Kilts

 

Management

 

For

 

For

 

1h.

 

Election of Director: Dan R. Littman

 

Management

 

For

 

For

 

1i.

 

Election of Director: Shantanu Narayen

 

Management

 

For

 

For

 

1j.

 

Election of Director: Suzanne Nora Johnson

 

Management

 

For

 

For

 

1k.

 

Election of Director: Ian C. Read

 

Management

 

For

 

For

 

1l.

 

Election of Director: James C. Smith

 

Management

 

For

 

For

 

2.

 

Ratify the selection of KPMG LLP as independent registered public accounting firm for 2018

 

Management

 

For

 

For

 

3.

 

2018 Advisory approval of executive compensation

 

Management

 

For

 

For

 

4.

 

Approval of the Pfizer Inc. French Sub-Plan under the 2014 Stock Plan

 

Management

 

For

 

For

 

5.

 

Shareholder proposal regarding right to act by written consent

 

Shareholder

 

Against

 

For

 

6.

 

Shareholder proposal regarding independent chair policy

 

Shareholder

 

Against

 

For

 

7.

 

Shareholder proposal regarding report on lobbying activities

 

Shareholder

 

Against

 

For

 

 


 

PIERIS PHARMACEUTICALS, INC.

 

Security

720795103

Meeting Type

Annual

Ticker Symbol

PIRS

Meeting Date

24-Jul-2018

Record Date

25-May-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Christopher P. Kiritsy

 

 

 

For

 

For

 

 

 

2

Jean-Pierre Bizzari

 

 

 

For

 

For

 

2.

 

Approve the Company’s 2018 Employee, Director and Consultant Equity Incentive Plan.

 

Management

 

For

 

For

 

3.

 

Approve the Company’s 2018 Employee Stock Purchase Plan.

 

Management

 

For

 

For

 

4.

 

Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

PORTOLA PHARMACEUTICALS, INC.

 

Security

737010108

Meeting Type

Annual

Ticker Symbol

PTLA

Meeting Date

08-Jun-2018

Record Date

12-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Dennis Fenton, Ph.D.

 

 

 

For

 

For

 

 

 

2

Charles Homcy, M.D.

 

 

 

For

 

For

 

 

 

3

David C. Stump, M.D.

 

 

 

For

 

For

 

2.

 

To approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to increase the authorized number of shares of common stock from 100,000,000 to 150,000,000 shares.

 

Management

 

For

 

For

 

3.

 

To approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in this proxy statement.

 

Management

 

For

 

For

 

4.

 

To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

PRA HEALTH SCIENCES, INC.

 

Security

69354M108

Meeting Type

Annual

Ticker Symbol

PRAH

Meeting Date

31-May-2018

Record Date

05-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Max C. Lin

 

 

 

For

 

For

 

 

 

2

Matthew P. Young

 

 

 

For

 

For

 

2.

 

To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018.

 

Management

 

For

 

For

 

3.

 

Approval, in a non-binding advisory vote, of the compensation paid to the Company’s named executive officers.

 

Management

 

For

 

For

 

4.

 

Approval of the PRA Health Sciences, Inc. 2018 Stock Incentive Plan.

 

Management

 

For

 

For

 

 


 

PROTAGONIST THERAPEUTICS INC

 

Security

74366E102

Meeting Type

Annual

Ticker Symbol

PTGX

Meeting Date

29-May-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Chaitan Khosla, Ph.D.

 

 

 

For

 

For

 

 

 

2

William D. Waddill

 

 

 

For

 

For

 

 

 

3

Lewis T Williams MD PhD

 

 

 

For

 

For

 

2.

 

To ratify the selection by the Audit Committee of the Board of PricewaterhouseCoopers LLP as Protagonist Therapeutics’ independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

PTC THERAPEUTICS, INC.

 

Security

69366J200

Meeting Type

Annual

Ticker Symbol

PTCT

Meeting Date

13-Jun-2018

Record Date

20-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Michael Schmertzler

 

 

 

For

 

For

 

 

 

2

G D Steele Jr., MD, PhD

 

 

 

For

 

For

 

2.

 

Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Advisory vote to approve named executive officer compensation.

 

Management

 

For

 

For

 

 

RA PHARMACEUTICALS, INC.

 

Security

74933V108

Meeting Type

Annual

Ticker Symbol

RARX

Meeting Date

28-Jun-2018

Record Date

30-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Robert Heft, Ph.D.

 

 

 

For

 

For

 

 

 

2

Rajeev Shah

 

 

 

For

 

For

 

2.

 

To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

REGENERON PHARMACEUTICALS, INC.

 

Security

75886F107

Meeting Type

Annual

Ticker Symbol

REGN

Meeting Date

08-Jun-2018

Record Date

12-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Director: Arthur F. Ryan

 

Management

 

For

 

For

 

1.2

 

Election of Director: George L. Sing

 

Management

 

For

 

For

 

1.3

 

Election of Director: Marc Tessier-Lavigne

 

Management

 

For

 

For

 

2.

 

Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

SAGE THERAPEUTICS, INC.

 

Security

78667J108

Meeting Type

Annual

Ticker Symbol

SAGE

Meeting Date

06-Jun-2018

Record Date

09-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Geno Germano

 

 

 

For

 

For

 

 

 

2

Steven Paul

 

 

 

For

 

For

 

2.

 

To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Approve, on an advisory basis, the compensation of the named executive officers.

 

Management

 

For

 

For

 

 

SAREPTA THERAPEUTICS INC.

 

Security

803607100

Meeting Type

Annual

Ticker Symbol

SRPT

Meeting Date

06-Jun-2018

Record Date

11-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A

 

ELECTION OF GROUP I DIRECTOR: Michael W. Bonney

 

Management

 

For

 

For

 

1B

 

ELECTION OF GROUP I DIRECTOR: Douglas S. Ingram

 

Management

 

For

 

For

 

1C

 

ELECTION OF GROUP I DIRECTOR: Hans Wigzell, M.D., Ph.D.

 

Management

 

For

 

For

 

2.

 

ADVISORY VOTE TO APPROVE, ON A NON-BINDING BASIS, NAMED EXECUTIVE OFFICER COMPENSATION

 

Management

 

For

 

For

 

3.

 

APPROVAL OF THE COMPANY’S 2018 EQUITY INCENTIVE PLAN

 

Management

 

For

 

For

 

4.

 

RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2018

 

Management

 

For

 

For

 

 

SEATTLE GENETICS, INC.

 

Security

812578102

Meeting Type

Annual

Ticker Symbol

SGEN

Meeting Date

18-May-2018

Record Date

22-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Clay B. Siegall

 

 

 

For

 

For

 

 

 

2

Felix Baker

 

 

 

For

 

For

 

 

 

3

Nancy A. Simonian

 

 

 

For

 

For

 

2.

 

To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

To approve the amendment and restatement of the Seattle Genetics, Inc. Amended and Restated 2007 Equity and Incentive Plan to, among other changes, increase the aggregate number of shares of common stock authorized for issuance thereunder by 6,000,000.

 

Management

 

For

 

For

 

4.

 

Advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement.

 

Management

 

For

 

For

 

 


 

SHIRE PLC

 

Security

82481R106

Meeting Type

Annual

Ticker Symbol

SHPG

Meeting Date

24-Apr-2018

Record Date

22-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

To receive the Company’s Annual Report and Accounts for the year ended December 31, 2017.

 

Management

 

For

 

For

 

2.

 

To approve the Directors’ Remuneration Report, excluding the Directors’ Remuneration Policy, set out on pages 78 to 108 of the Annual Report and Accounts for the year ended December 31, 2017.

 

Management

 

For

 

For

 

3.

 

To approve the Directors’ Remuneration Policy, contained within the Directors’ Remuneration Report and set out on pages 86 to 95 of the Annual Report and Accounts for the year ended December 31, 2017, to take effect after the end of the Annual General Meeting on April 24, 2018.

 

Management

 

For

 

For

 

4.

 

To re-elect Olivier Bohuon as a Director.

 

Management

 

For

 

For

 

5.

 

To re-elect Ian Clark as a Director.

 

Management

 

For

 

For

 

6.

 

To elect Thomas Dittrich as a Director.

 

Management

 

For

 

For

 

7.

 

To re-elect Gail Fosler as a Director.

 

Management

 

For

 

For

 

8.

 

To re-elect Steven Gillis as a Director.

 

Management

 

For

 

For

 

9.

 

To re-elect David Ginsburg as a Director.

 

Management

 

For

 

For

 

10.

 

To re-elect Susan Kilsby as a Director.

 

Management

 

For

 

For

 

11.

 

To re-elect Sara Mathew as a Director.

 

Management

 

For

 

For

 

12.

 

To re-elect Flemming Ornskov as a Director.

 

Management

 

For

 

For

 

13.

 

To re-elect Albert Stroucken as a Director.

 

Management

 

For

 

For

 

14.

 

To re-appoint Deloitte LLP as the Company’s Auditor until the conclusion of the next Annual General Meeting of the Company.

 

Management

 

For

 

For

 

15.

 

To authorize the Audit, Compliance & Risk Committee to determine the remuneration of the Auditor.

 

Management

 

For

 

For

 

16.

 

That the authority to allot Relevant Securities (as defined in the Company’s Articles of Association (the “Articles”)) conferred on the Directors by Article 10 paragraph (B) of the Articles be renewed and for this purpose the Authorised Allotment Amount shall be: (a) GBP 15,187,600.85 of Relevant Securities. (b) solely in connection with an allotment pursuant to an offer by way of a Rights Issue (as defined in the Articles, but only if and to the extent that such offer is ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

17.

 

That, subject to the passing of Resolution 16, the authority to allot equity securities (as defined in the Company’s Articles of Association (the “Articles”)) wholly for cash conferred on the Directors by Article 10 paragraph (D) of the Articles be renewed and for this purpose the Non Pre-emptive Amount (as defined in the Articles) shall be GBP 2,278,140.10 and the Allotment Period shall be the period commencing on April 24, 2018, and ending on the earlier of the close of business on ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

18.

 

That, subject to the passing of Resolutions 16 and 17 and for the purpose of the authority to allot equity securities (as defined in the Company’s Articles of Association (the “Articles”)) wholly for cash conferred on the Directors by Article 10 paragraph (D) of the Articles and renewed by Resolution 17, the Non Pre-emptive Amount (as defined in the Articles) shall be increased from GBP 2,278,140.10 to GBP ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

19.

 

That the Company be and is hereby generally and unconditionally authorized: (a) pursuant to Article 57 of the Companies (Jersey) Law 1991 to make market purchases of Ordinary Shares in the capital of the Company, provided that: (1) the maximum number of Ordinary Shares hereby authorized to be purchased is 91,125,605; (2) the minimum price, exclusive of any expenses, which may be paid for an Ordinary Share is five pence; (3) the maximum price, exclusive of any expenses, which may be paid ...(due to space limits, see proxy material for full proposal).

 

Management

 

For

 

For

 

20.

 

To approve that a general meeting of the Company, other than an annual general meeting, may be called on not less than 14 clear days’ notice.

 

Management

 

For

 

For

 

 


 

TELIGENT, INC.

 

Security

87960W104

Meeting Type

Annual

Ticker Symbol

TLGT

Meeting Date

21-May-2018

Record Date

29-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Carole S. Ben-Maimon

 

 

 

For

 

For

 

 

 

2

John Celentano

 

 

 

For

 

For

 

 

 

3

Bhaskar Chaudhuri

 

 

 

For

 

For

 

 

 

4

James C. Gale

 

 

 

For

 

For

 

 

 

5

Jason Grenfell-Gardner

 

 

 

For

 

For

 

 

 

6

Steven Koehler

 

 

 

For

 

For

 

 

 

7

Thomas J. Sabatino, Jr.

 

 

 

For

 

For

 

2.

 

Approve an amendment to the Teligent, Inc. 2016 Equity Incentive Plan to increase the number of shares of common stock reserved thereunder for issuance from 2,000,000 shares to a total of 4,000,000 shares.

 

Management

 

For

 

For

 

3.

 

To ratify the selection of EisnerAmper LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

4.

 

To approve by an advisory vote the compensation of the Company’s named executive officers as disclosed in the proxy statement.

 

Management

 

For

 

For

 

 

TESARO INC

 

Security

881569107

Meeting Type

Annual

Ticker Symbol

TSRO

Meeting Date

10-May-2018

Record Date

13-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Leon O. Moulder, Jr.

 

 

 

For

 

For

 

 

 

2

Mary Lynne Hedley, Ph.D

 

 

 

For

 

For

 

 

 

3

David M. Mott

 

 

 

For

 

For

 

 

 

4

Lawrence M. Alleva

 

 

 

For

 

For

 

 

 

5

James O. Armitage, M.D.

 

 

 

For

 

For

 

 

 

6

Earl M. Collier, Jr.

 

 

 

For

 

For

 

 

 

7

Garry A. Nicholson

 

 

 

For

 

For

 

 

 

8

Kavita Patel, M.D.

 

 

 

For

 

For

 

 

 

9

Beth Seidenberg, M.D.

 

 

 

For

 

For

 

 

 

10

Pascale Witz

 

 

 

For

 

For

 

2.

 

To approve the Tesaro, Inc., Non-Employee Director Compensation Policy, including compensation amounts for 2018.

 

Management

 

For

 

For

 

3.

 

To approve, by non-binding vote, the Company’s executive compensation.

 

Management

 

For

 

For

 

4.

 

To approve an amendment to the Tesaro, Inc., 2012 Employee Stock Purchase Plan to, among other things, increase the number of shares available for issuance thereunder by 275,000 shares.

 

Management

 

For

 

For

 

5.

 

To ratify the appointment of Ernst & Young, LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

TETRAPHASE PHARMACEUTICALS, INC.

 

Security

88165N105

Meeting Type

Annual

Ticker Symbol

TTPH

Meeting Date

30-May-2018

Record Date

06-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Jeffrey Chodakewitz

 

 

 

For

 

For

 

 

 

2

Gerri Henwood

 

 

 

For

 

For

 

 

 

3

Guy Macdonald

 

 

 

For

 

For

 

2.

 

To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

To approve, on a non-binding advisory basis, the compensation of our named executive officers.

 

Management

 

For

 

For

 

 

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

 

Security

881624209

Meeting Type

Annual

Ticker Symbol

TEVA

Meeting Date

05-Jun-2018

Record Date

26-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Director: Rosemary A. Crane

 

Management

 

For

 

For

 

1.2

 

Election of Director: Gerald M. Lieberman

 

Management

 

For

 

For

 

1.3

 

Election of Director: Professor Ronit Satchi-Fainaro

 

Management

 

For

 

For

 

2.

 

To approve, on a non-binding advisory basis, the compensation for Teva’s named executive officers.

 

Management

 

For

 

For

 

3.

 

To recommend, on a non-binding advisory basis, to hold a non- binding advisory vote to approve the compensation for Teva’s named executive officers every one, two or three years.

 

Management

 

1 Year

 

For

 

4.

 

To appoint Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as Teva’s independent registered public accounting firm until the 2019 annual meeting of shareholders.

 

Management

 

For

 

For

 

5.

 

To approve an amendment and restatement of Teva’s 2008 Employee Stock Purchase Plan for U.S. Employees.

 

Management

 

For

 

For

 

 

THE MEDICINES COMPANY

 

Security

584688105

Meeting Type

Annual

Ticker Symbol

MDCO

Meeting Date

31-May-2018

Record Date

13-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Election of Director: Alexander J. Denner

 

Management

 

For

 

For

 

1B.

 

Election of Director: Fredric N. Eshelman

 

Management

 

For

 

For

 

1C.

 

Election of Director: Geno J. Germano

 

Management

 

For

 

For

 

1D.

 

Election of Director: John C. Kelly

 

Management

 

For

 

For

 

1E.

 

Election of Director: Clive A. Meanwell

 

Management

 

For

 

For

 

1F.

 

Election of Director: Paris Panayiotopoulos

 

Management

 

For

 

For

 

1G.

 

Election of Director: Sarah J. Schlesinger

 

Management

 

For

 

For

 

2.

 

Approve an amendment to our 2013 stock incentive plan in order to increase the number of shares of common stock authorized for issuance under the plan by 5,000,000 shares.

 

Management

 

For

 

For

 

3.

 

Approve, in an advisory vote, the compensation of our named executive officers as presented in the proxy statement.

 

Management

 

For

 

For

 

4.

 

Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 


 

THERAPEUTICSMD, INC.

 

Security

88338N107

Meeting Type

Annual

Ticker Symbol

TXMD

Meeting Date

25-Jun-2018

Record Date

26-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Tommy G. Thompson

 

 

 

For

 

For

 

 

 

2

Robert G. Finizio

 

 

 

For

 

For

 

 

 

3

John C.K. Milligan, IV

 

 

 

For

 

For

 

 

 

4

Brian Bernick

 

 

 

For

 

For

 

 

 

5

J. Martin Carroll

 

 

 

For

 

For

 

 

 

6

Cooper C. Collins

 

 

 

For

 

For

 

 

 

7

Robert V. LaPenta, Jr.

 

 

 

For

 

For

 

 

 

8

Jules A. Musing

 

 

 

For

 

For

 

 

 

9

Angus C. Russell

 

 

 

For

 

For

 

 

 

10

Jane F. Barlow

 

 

 

For

 

For

 

 

 

11

Nicholas Segal

 

 

 

For

 

For

 

2.

 

To approve, on a non-binding advisory basis, the compensation of our named executive officers for the fiscal year ended December 31, 2017 (say-on-pay).

 

Management

 

For

 

For

 

3.

 

To ratify the appointment of Grant Thornton LLP, an independent registered public accounting firm, as the independent auditor of our company for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

 

THERMO FISHER SCIENTIFIC INC.

 

Security

883556102

Meeting Type

Annual

Ticker Symbol

TMO

Meeting Date

23-May-2018

Record Date

28-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1A.

 

Election of Director: Marc N. Casper

 

Management

 

For

 

For

 

1B.

 

Election of Director: Nelson J. Chai

 

Management

 

For

 

For

 

1C.

 

Election of Director: C. Martin Harris

 

Management

 

For

 

For

 

1D.

 

Election of Director: Tyler Jacks

 

Management

 

For

 

For

 

1E.

 

Election of Director: Judy C. Lewent

 

Management

 

For

 

For

 

1F.

 

Election of Director: Thomas J. Lynch

 

Management

 

For

 

For

 

1G.

 

Election of Director: Jim P. Manzi

 

Management

 

For

 

For

 

1H.

 

Election of Director: Lars R. Sorensen

 

Management

 

For

 

For

 

1I.

 

Election of Director: Scott M. Sperling

 

Management

 

For

 

For

 

1J.

 

Election of Director: Elaine S. Ullian

 

Management

 

For

 

For

 

1K.

 

Election of Director: Dion J. Weisler

 

Management

 

For

 

For

 

2.

 

An advisory vote to approve named executive officer compensation.

 

Management

 

For

 

For

 

3.

 

Ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2018.

 

Management

 

For

 

For

 

 

THEROX, INC.

 

Security

N/A

Meeting Type

Written Consent

Ticker Symbol

N/A

Meeting Date

24-Apr-2018

Record Date

N/A

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.

 

Approval of Second Certificate of Amendment to Eleventh Amended and Restated Certificate of Incorporation

 

Management

 

For

 

For

 

2.

 

Waiver of Participation Rights in Note Transaction

 

Management

 

For

 

For

 

3.

 

Approval of Amendment to Fourth Amended and Restated Investors’ Rights and Voting Agreement

 

Management

 

For

 

For

 

4.

 

Approval of Option Agreement with ZOLL

 

Management

 

For

 

For

 

5.

 

Approval of Agreement and Plan of Merger

 

Management

 

For

 

For

 

6.

 

Appointment of Shareholder Representative Services, LLC as Representative

 

Management

 

For

 

For

 

7.

 

Appointment of Representative Advisory Group Members

 

Shareholder

 

Against

 

For

 

8.

 

Ratification of Shadow Preferred Stock Issuance

 

Shareholder

 

Against

 

For

 

9.

 

General Authority

 

Shareholder

 

Against

 

For

 

 


 

TRILLIUM THERAPEUTICS INC.

 

Security

89620X506

Meeting Type

Annual and Special Meeting

Ticker Symbol

TRIL

Meeting Date

01-Jun-2018

Record Date

20-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1

 

DIRECTOR

 

Management

 

 

 

 

 

 

 

1

Mr. Luke Beshar

 

 

 

For

 

For

 

 

 

2

Dr. Robert Kirkman

 

 

 

For

 

For

 

 

 

3

Dr. Michael Moore

 

 

 

For

 

For

 

 

 

4

Dr. Thomas Reynolds

 

 

 

For

 

For

 

 

 

5

Dr. Niclas Stiernholm

 

 

 

For

 

For

 

 

 

6

Dr. Calvin Stiller

 

 

 

For

 

For

 

 

 

7

Dr. Helen Tayton-Martin

 

 

 

For

 

For

 

2

 

To reappoint Ernst & Young, LLP, Chartered Professional Accountants, Licensed Public Accountants, as auditors of the Corporation for the ensuing year and to authorize the directors to fix the remuneration to be paid to the auditors.

 

Management

 

For

 

For

 

3

 

Consider and, if deemed appropriate, approve the Corporation’s amended and restated stock option plan, all as more particularly set out in the management information circular prepared by the Corporation in respect of the Meeting.

 

Management

 

Against

 

Against

 

 

ULTRAGENYX PHARMACEUTICAL INC.

 

Security

90400D108

Meeting Type

Annual

Ticker Symbol

RARE

Meeting Date

19-Jun-2018

Record Date

23-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Deborah Dunsire, M.D.

 

Management

 

For

 

For

 

1b.

 

Election of Director: Michael Narachi

 

Management

 

For

 

For

 

1c.

 

Election of Director: Clay B. Siegall, Ph.D.

 

Management

 

For

 

For

 

2.

 

Ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

Management

 

For

 

For

 

3.

 

Advisory (non-binding) vote to approve the compensation of our named executive officers.

 

Management

 

For

 

For

 

 

UNITED THERAPEUTICS CORPORATION

 

Security

91307C102

Meeting Type

Annual

Ticker Symbol

UTHR

Meeting Date

26-Jun-2018

Record Date

30-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: Katherine Klein

 

Management

 

For

 

For

 

1b.

 

Election of Director: Ray Kurzweil

 

Management

 

For

 

For

 

1c.

 

Election of Director: Martine Rothblatt

 

Management

 

For

 

For

 

1d.

 

Election of Director: Louis Sullivan

 

Management

 

For

 

For

 

2.

 

Advisory resolution to approve executive compensation.

 

Management

 

For

 

For

 

3.

 

Approval of the amendment and restatement of the United Therapeutics Corporation 2015 Stock Incentive Plan.

 

Management

 

For

 

For

 

4.

 

Ratification of the appointment of Ernst & Young LLP as United Therapeutics Corporation’s independent registered public accounting firm for 2018.

 

Management

 

For

 

For

 

 


 

UNITEDHEALTH GROUP INCORPORATED

 

Security

91324P102

Meeting Type

Annual

Ticker Symbol

UNH

Meeting Date

04-Jun-2018

Record Date

10-Apr-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1a.

 

Election of Director: William C. Ballard, Jr.

 

Management

 

For

 

For

 

1b.

 

Election of Director: Richard T. Burke

 

Management

 

For

 

For

 

1c.

 

Election of Director: Timothy P. Flynn

 

Management

 

For

 

For

 

1d.

 

Election of Director: Stephen J. Hemsley

 

Management

 

For

 

For

 

1e.

 

Election of Director: Michele J. Hooper

 

Management

 

For

 

For

 

1f.

 

Election of Director: F. William McNabb III

 

Management

 

For

 

For

 

1g.

 

Election of Director: Valerie C. Montgomery Rice, M.D.

 

Management

 

For

 

For

 

1h.

 

Election of Director: Glenn M. Renwick

 

Management

 

For

 

For

 

1i.

 

Election of Director: Kenneth I. Shine, M.D.

 

Management

 

For

 

For

 

1j.

 

Election of Director: David S. Wichmann

 

Management

 

For

 

For

 

1k.

 

Election of Director: Gail R. Wilensky, Ph.D.

 

Management

 

For

 

For

 

2.

 

Advisory approval of the Company’s executive compensation.

 

Management

 

For

 

For

 

3.

 

Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2018.

 

Management

 

For

 

For

 

 

VERTEX PHARMACEUTICALS INCORPORATED

 

Security

92532F100

Meeting Type

Annual

Ticker Symbol

VRTX

Meeting Date

17-May-2018

Record Date

29-Mar-2018

 

 

 

Item

 

Proposal

 

Proposed
by

 

Vote

 

For/Against
Management

 

1.1

 

Election of Class I Director: Sangeeta N. Bhatia

 

Management

 

For

 

For

 

1.2

 

Election of Class I Director: Jeffrey M. Leiden

 

Management

 

For

 

For

 

1.3

 

Election of Class I Director: Bruce I. Sachs

 

Management

 

For

 

For

 

2.

 

Amendments to our charter and by-laws to eliminate supermajority provisions.

 

Management

 

For

 

For

 

3.

 

Amendment and restatement of our 2013 Stock and Option Plan, to among other things, increase the number of shares available under the plan by 8.0 million shares.

 

Management

 

For

 

For

 

4.

 

Ratification of Ernst & Young LLP as our Independent Registered Public Accounting firm for the year ending December 31, 2018.

 

Management

 

For

 

For

 

5.

 

Advisory vote on named executive officer compensation.

 

Management

 

For

 

For

 

6.

 

Shareholder proposal, if properly presented at the meeting, requesting that we prepare a report on the risks to us of rising drug prices.

 

Shareholder

 

Against

 

For

 

7.

 

Shareholder proposal, if properly presented at the meeting, requesting that we prepare a report on our policies and activities with respect to lobbying.

 

Shareholder

 

Against

 

For

 

 


 

SIGNATURES

 

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant)

 

Tekla Healthcare Investors

 

 

 

 

By (Signature and Title)*

 

 

 

 

 

 

/s/ Daniel R. Omstead

 

 

(Daniel R. Omstead, President)

 

 

 

 

Date

 

8/20/18

 

 

*Print the name and title of each signing officer under his or her signature.

 

2