AMICUS THERAPEUTICS, INC.

Regulatory Filings • Jun 27, 2019

8-K 1 form8-kjune2019xshareholde.htm 8-K html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk 1 Copyright 2019 Workiva Document

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 27, 2019

AMICUS THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of

Incorporation)

Delaware	001-33497	71-0869350
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1 Cedar Brook Drive, Cranbury, NJ 08512

(Address of Principal Executive Offices, and Zip Code)

609-662-2000

Registrant’s Telephone Number, Including Area Code

(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:

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

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

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

o 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
Common Stock Par Value $0.01	FOLD	NASDAQ

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.

At the 2019 Annual Meeting of Stockholders of Amicus Therapeutics, Inc. (the “Company”) held on June 27, 2019, the Company’s stockholders elected John F. Crowley, Margaret G. McGlynn, Michael G. Raab and Glenn P. Sblendorio as Class III directors to serve a three-year term expiring at the 2022 Annual Meeting of Stockholders or until their respective successors have been elected. In addition, the stockholders (i) approved the Amended and Restated 2007 Equity Incentive Plan, (ii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019, and (iii) approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The final voting results on these matters were as follows:

1. Election of Directors.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
John F. Crowley	189,880,915	5,135,375	14,252,899
Margaret G. McGlynn	193,143,570	1,872,720	14,252,899
Michael G. Raab	190,321,655	4,694,635	14,252,899
Glenn P. Sblendorio	144,220,880	50,795,410	14,252,899

1. Approval of the Amended and Restated 2007 Equity Incentive Plan.

Votes For	Votes Against	Votes Abstain	Broker Non-Votes
182,264,565	3,221,793	9,529,932	14,252,899

1. Ratification of Ernst & Young LLC as the Company's Independent Registered Public Accounting Firm

for the Fiscal Year Ending December 31, 2019.

Votes For	Votes Against	Votes Abstain	Broker Non-Votes
208,447,873	709,641	111,675	—

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

Votes For	Votes Against	Votes Abstain	Broker Non-Votes
191,219,270	3,722,897	74,123	14,252,899

Signature Page

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 hereunto duly authorized.

	AMICUS THERAPEUTICS, INC.
Date: June 27, 2019	By: /s/ Ellen S. Rosenberg
	Name: Ellen S. Rosenberg
	Title: Chief Legal Officer and Corporate Secretary