Pre-Annual General Meeting Information • Jun 23, 2018
Pre-Annual General Meeting Information
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 21, 2018
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation)
Delaware 001-33528 75-2402409 (Commission File Number)
(IRS Employer Identification No.)
4400 Biscayne Blvd. Miami, Florida 33137
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (305) 575-4100
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:
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))
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.
On June 21, 2018, the Compensation Committee of the Board of Directors (the "Committee") of OPKO Health, Inc. (the "Company") held a meeting to review certain compensation matters for the Company's executive officers and non-executive employees. At the meeting, the Committee granted stock options to the Company's named executive officers to purchase the number of shares of the Company's common stock set forth opposite their names below. The stock options vest ratably over four years and expire on the tenth anniversary of the grant date.
| Name | Title | Stock Options |
|---|---|---|
| Phillip Frost, M.D. | Chairman/Chief Executive Officer | 500,000 |
| Jane H. Hsiao, Ph.D. | Vice Chairman/Chief Technical Officer | 500,000 |
| Steven D. Rubin | Executive Vice President | 300,000 |
| Adam Logal | Senior Vice President/Chief Financial Officer | 300,000 |
On June 21, 2018, the Company held its 2018 Annual Meeting of Stockholders (the "Annual Meeting"). Below is a summary of the proposal and corresponding vote.
| Election of Directors | For | Withheld | Broker Non-Vote |
|---|---|---|---|
| Phillip Frost, M.D. | 313,064,776 | 14,551,080 | 128,877,470 |
| Jane H. Hsiao, Ph.D. | 293,442,561 | 34,173,325 | 128,877,470 |
| Steven D. Rubin | 293,284,729 | 34,331,127 | 128,877,470 |
| Robert S. Fishel, M.D. | 325,679,378 | 1,936,478 | 128,877,470 |
| Richard M. Krasno, Ph.D. | 314,639,444 | 12,976,412 | 128,877,470 |
| Richard A. Lerner, M.D | 311,973,145 | 15,642,711 | 128,877,470 |
| John A. Paganelli | 300,201,245 | 27,414,611 | 128,877,470 |
| Richard C. Pfenniger, Jr. | 307,628,885 | 19,986,971 | 128,877,470 |
| Alice Lin-Tsing Yu, M.D., Ph.D. | 313,691,514 | 13,924,342 | 128,877,470 |
| For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|
| 310,974,130 | 15,559,734 | 1,081,992 | 128,877,470 |
| For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|
| 449,157,972 | 4,316,059 | 2,595,734 | 0 |
No other matters were considered or voted upon at the meeting.
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.
OPKO Health, Inc.
By: /s/ Adam Logal
Date: June 22, 2018 Name: Adam Logal
Title: Senior Vice President, Chief Financial Officer
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