Form 8-K BIOMARIN PHARMACEUTICAL For: May 24

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 24, 2022

 

BioMarin Pharmaceutical Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware		000-26727		68-0397820
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

770 Lindaro Street, San Rafael, California		94901
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (415) 506-6700

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

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

 

☐

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

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

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		BMRN		The Nasdaq Global Select Market

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

Emerging growth company ☐

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

 

 

 

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

On May 24, 2022, BioMarin Pharmaceutical Inc. (“BioMarin” or the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 184,898,129 shares of common stock were entitled to vote as of March 28, 2022, the record date for the Annual Meeting. There were 157,248,760 shares of common stock present in person or represented by proxy at the Annual Meeting at which the stockholders were asked to vote on three proposals, each of which is described in more detail in BioMarin’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 12, 2022 (the “Proxy Statement”). Set forth below are the matters acted upon by the stockholders, and the final voting results of each such proposal.

Proposal No. 1: Election of Directors

 

Directors Elected		Vote For		Withheld		Broker Non-Votes
Mark J. Alles		134,357,621		12,349,973		10,541,166
Elizabeth McKee Anderson		138,852,305		7,855,289		10,541,166
Jean-Jacques Bienaimé		133,104,668		13,602,926		10,541,166
Willard Dere, M.D.		141,281,714		5,425,880		10,541,166
Elaine J. Heron, Ph.D.		129,036,966		17,670,628		10,541,166
Maykin Ho		146,007,145		700,449		10,541,166
Robert J. Hombach		141,119,244		5,588,350		10,541,166
V. Bryan Lawlis, Ph.D.		140,266,110		6,441,484		10,541,166
Richard A. Meier		140,377,231		6,330,363		10,541,166
David E.I. Pyott, M.D. (Hon.)		139,737,870		6,969,724		10,541,166
Dennis J. Slamon, M.D., Ph.D.		143,191,445		3,516,149		10,541,166

Based on the votes set forth above, BioMarin’s stockholders elected each of the eleven nominees set forth above to serve as a director of BioMarin until the next annual meeting of stockholders and until his or her successor is duly elected and qualified, or, if sooner, until the director’s death, resignation or removal.

Proposal No. 2: Ratification of the Selection of Independent Registered Public Accounting Firm

The ratification of the selection of KPMG LLP as BioMarin’s independent registered public accounting firm for the fiscal year ending December 31, 2022, as set forth in the Proxy Statement, received the following votes:

 

For		Against		Abstain
153,373,736		3,776,965		98,059

Based on the votes set forth above, BioMarin’s stockholders ratified the selection of KPMG LLP as BioMarin’s independent registered public accounting firm to serve for the year ending December 31, 2022.

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

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

 

For		Against		Abstain		Broker Non-Votes
79,494,727		64,157,192		3,055,675		10,541,166

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

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

				BioMarin Pharmaceutical Inc., a Delaware corporation
Date: May 31, 2022				By:		/s/ G. Eric Davis
						G. Eric Davis Executive Vice President, Chief Legal Officer