Form 8-K

 

 

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 14, 2012

 

 

Clovis Oncology, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35347   90-0475355
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		  

(I.R.S. Employer

Identification No.)

2525 28th Street, Suite 100
Boulder, Colorado 		  80301
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (303) 625-5000

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))

 

 

 

Item 5.07             Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders (the “Annual Meeting”) of Clovis Oncology Inc. (the “Company”) was held on June 14, 2012. At the Annual Meeting, the shareholders of the Company voted on the following four proposals and cast their votes as described below.

Proposal One

The individuals listed below were elected at the Annual Meeting to serve a three-year term on the Company’s Board of Directors (the “Board”).

 

     For      Withheld      Broker Non-Votes

Patrick J. Mahaffy

      14,858,617         3,184,580       1,648,531

M. James Barrett

      14,821,250         3,221,947       1,648,531

Thorlef Spickschen

      14,822,996         3,220,201       1,648,531

Proposal Two

Proposal two was a management proposal to hold an advisory vote on the compensation of the Company’s named executive officers, as described in the proxy materials. This proposal was approved.

 

For

   

Against

   

Abstained

   

Broker Non-Votes

13,637,114

    4,388,603    17,480    1,648,531

Proposal Three

Proposal three was a management proposal to hold an advisory vote on the frequency of the stockholder advisory vote on the compensation of the Company’s named executive officers, as described in the proxy materials. “Three Years” was approved.

 

One Year

   

Two Years

   

Three Years

   

Abstained

   

Broker Non-Votes

5,105,626

    702,740    12,234,631    200    1,648,531

Based on these results, and consistent with the Company’s recommendation, the Board has determined that the Company will hold an advisory vote on executive compensation every three years.

Proposal Four

Proposal four was a management proposal to ratify the appointment of Ernst & Young LLP as auditors of the Company for fiscal year 2012, as described in the proxy materials. This proposal was approved.

 

For

   

Against

   

Abstained

19,687,910

    2,200    1,618

 

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SIGNATURE

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.

 

  CLOVIS ONCOLOGY, INC.
June 18, 2012   By:  

/s/ Erle T. Mast

  Name:   Erle T. Mast
  Title:   Executive Vice President and Chief Financial Officer

 

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