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Teva Pharmaceutical Industries Ltd.

AGM Information Jun 6, 2025

7082_rns_2025-06-06_353e5960-2246-4792-9d4e-2f19778df07a.pdf

AGM Information

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 5, 2025

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Exact name of registrants as specified in its charter)

(State or other jurisdiction of Incorporation)

(Commission File Number)

Israel 001-16174 Not Applicable (IRS Employer Identification Number)

124 Dvora Hanevi'a Street Tel Aviv 6944020, Israel (Address of Principal Executive Offices, including Zip Code)

+972- 3-914-8213

(Registrant's Telephone Number, including Area Code)

Not Applicable

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

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

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

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

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

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

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

Title of each class Trading
Symbol(s)
Name of each exchange
on which registered
American Depositary Shares, each representing one TEVA New York Stock Exchange
Ordinary Share

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

Emerging Growth Company ☐

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

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

Teva Pharmaceutical Industries Limited ("Teva" or the "Company") held its Annual Meeting on June 5, 2025 (the "Annual Meeting"). The following is a summary of the matters voted on at the meeting.

(1) The shareholders elected to appoint the following person to the Board, to serve until Teva's 2027 annual meeting of shareholders, as follows:

Brokers
Directors For Against Abstain non-vote
Chen Lichtenstein 654,450,171 135,306,461 13,065,014 61,943,377

The shareholders elected to appoint the following persons to the Board, to serve until Teva's 2028 annual meeting of shareholders, as follows:

Brokers
Directors For Against Abstain non-vote
Amir Elstein 628,249,902 172,959,185 1,606,559 61,943,377
Roberto A. Mignone 652,577,603 137,177,350 13,060,693 61,943,377
Dr. Perry D. Nisen 644,697,802 145,078,739 13,039,105 61,943,377
Dr. Tal Zaks 653,460,760 136,254,343 13,100,531 61,943,377

(2) The shareholders approved, on a non-binding advisory basis, the compensation for Teva's named executive officers listed in the proxy statement for the Annual Meeting, as follows:

For Against Abstain Brokers non-vote
688,836,027 99,207,637 14,771,995 61,943,377

(3) The shareholders approved an amended Compensation Policy with respect to the terms of office and employment of Teva's Executive Officers and Directors, as follows:

Brokers
For Against Abstain non-vote
Indicating "YES" for personal interest 5,944,080 60,298 0
Did not indicate "YES" for personal interest 704,221,967 90,789,459 1,799,855 0
Total 710,166,047 90,789,456 1,860,153 0

(4) The shareholders approved an amendment to the terms of office and employment of Teva's President and Chief Executive Officer, as follows:

For Against Abstain Brokers non-vote
723,482,261 77,535,212 1,798,161 61,943,377

(5A) The shareholders approved an amendment to the compensation to be provided to Teva's non-employee Directors, as follows:

For Against Abstain Brokers non-vote
773,824,912 27,111,172 1,878,351 61,943,377

(5B) The shareholders approved an amendment to the compensation to be provided to Teva's non-executive Chairman of the Board, as follows:

For Against Abstain Brokers non-vote
772,020,910 29,129,637 1,665,087 61,943,377

(6) The shareholders approved the appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as Teva's independent registered public accounting firm until Teva's 2026 annual meeting of shareholders, as follows:

For Against Abstain Brokers non-vote
820,210,234 35,027,740 3,504,417 0

SIGNATURES

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

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

Date: June 5, 2025 By: /s/ Eli Kalif

Name: Eli Kalif Title: Executive Vice President, Chief Financial Officer

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