secwatch / observer
8-K filed June 13, 2023, 7:59 PM ET CIK 0001178879
other material confidence high sentiment neutral materiality 0.70

Amicus Therapeutics Stockholders Approve Charter Amendment and Equity Plans at Annual Meeting

AMICUS THERAPEUTICS, INC.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

AMICUS THERAPEUTICS, INC.: Amendment to the Amended and Restated Certificate of Incorporation to limit the personal liability of certain officers (effective 2023-06-08).

Change
charter amendment
Effective
2023-06-08
Exact text from the filing
On June 8, 2023, Amicus Therapeutics, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, as described below under Item 5.07, the stockholders of the Company approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate or limit the personal liability of certain Company officers for monetary damages for breach of fiduciary duty as an officer, except to the extent such an exemption from liability or limitation thereof is not permitted by Delaware General Corporation Law (the “Amendment”). The Amendment became effective upon the Company’s filing of a Certificate of Amendment to the Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware on June 8, 2023 (the “Certificate of Amendment”).
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Election of Directors (Class I) at the 2023-06-08 meeting.

Proposal
director election
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
1. Election of Directors. Nominee Votes For Votes Withheld Broker Non-Votes Lynn D. Bleil 230,953,927 7,130,503 9,633,404 Bradley L. Campbell 234,192,987 3,891,443 9,633,404
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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Approval, on an advisory basis, of the frequency of the stockholder advisory vote on compensation paid to the Company's named executive officers at the 2023-06-08 meeting.

Proposal
say on pay frequency
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
5. Approval, on an advisory basis, of the frequency with which the Company will hold an advisory vote on executive compensation. One Year Two Years Three Years Votes Abstain Broker Non-Votes 237,871,957 41,044 118,319 53,110 -
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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Approval of the Amended and Restated 2007 Equity Incentive Plan at the 2023-06-08 meeting.

Proposal
equity plan
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
2. Approval of the Amended and Restated 2007 Equity Incentive Plan. Votes For Votes Against Votes Abstain Broker Non-Votes 233,613,440 4,249,485 221,505 9,633,404
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Approval of the Amicus Therapeutics, Inc. 2023 Employee Stock Purchase Plan at the 2023-06-08 meeting.

Proposal
equity plan
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
6. Approval of the Amicus Therapeutics, Inc. 2023 Employee Stock Purchase Plan. Votes For Votes Against Votes Abstain Broker Non-Votes 236,770,951 868,243 445,236 9,633,404
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Approval, on an advisory basis, of the compensation paid to the Company's named executive officers at the 2023-06-08 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
4. Approval, on an advisory basis, of the Company's executive compensation. Votes For Votes Against Votes Abstain Broker Non-Votes 234,564,815 2,990,153 529,462 9,633,404
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Approval of the amendment to the Company's Amended and Restated Certificate of Incorporation to limit the liability of certain officers at the 2023-06-08 meeting.

Proposal
charter amendment
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
7. Approval of the Amendment to the Company’s Restated Certificate of Incorporation to limit the liability of certain officers. Votes For Votes Against Votes Abstain Broker Non-Votes 182,903,050 55,130,799 50,581 9,633,404
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

AMICUS THERAPEUTICS, INC. shareholders approved Ratification of appointment of Ernst & Young LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-08 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2023-06-08
Exact text from the filing
3. Ratification of Ernst & Young LLC as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2023. Votes For Votes Against Votes Abstain Broker Non-Votes 244,703,546 2,910,798 103,490 -
View on SEC.gov

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Source: SEC EDGAR
accession 0001104659-23-070827
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