Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by Supernus Pharmaceuticals, Inc. on June 11, 2019. The filing details the results of shareholder votes on director elections, auditor ratification, and executive compensation.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. It is a corporate governance report regarding shareholder voting outcomes.
Material Changes and Voting Results
As of April 12, 2019, there were 52,374,248 shares of common stock outstanding and entitled to vote. The voting results were as follows:
- Proposal 1 (Election of Class I Directors):
- Carrolee Barlow, M.D., Ph.D.: 37,325,659 votes For; 5,170,705 votes Withheld.
- Jack A. Khattar: 41,891,684 votes For; 604,680 votes Withheld.
- Broker Non-Votes: 5,113,461 for both candidates.
- Proposal 2 (Ratification of KPMG LLP):
- For: 47,518,742
- Against: 63,115
- Abstain: 27,968
- Broker Non-Votes: 0
- Proposal 3 (Executive Compensation - Non-binding):
- For: 40,819,393
- Against: 1,571,092
- Abstain: 105,879
- Broker Non-Votes: 5,113,461
Guidance, Outlook, and Risks
The filing text does not provide management commentary, financial guidance, outlook, risks, contingencies, or unusual items. The document is limited to the tabulation of votes.
Key Facts for Investor Verification
- Verify the definitive proxy statement filed on April 29, 2019, for detailed background on the proposals.
- Note the significant number of broker non-votes (5,113,461) on the director election and executive compensation proposals.
- Confirm the successful ratification of KPMG LLP as the independent public accounting firm for the fiscal year ending December 31, 2019.
- Review the specific terms of the Class I Director elections, as these directors serve until the 2022 Annual Meeting.