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): May 4, 2012
MYLAN INC.
(Exact Name of Registrant as Specified in Charter)
Pennsylvania | 1-9114 | 25-1211621 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
1500 Corporate Drive Canonsburg, PA |
15317 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (724) 514-1800
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 2012 Annual Meeting of Shareholders of Mylan Inc. (the Company) was held on May 4, 2012 to (i) elect eleven members of the Board of Directors for one year terms; (ii) ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm; (iii) approve an amended and restated 2003 Long-Term Incentive Plan and re-approve the performance goals set forth therein; (iv) approve, on an advisory basis, the compensation of the named executive officers of the Company, as disclosed in the Proxy Statement; (v) consider a shareholder proposal concerning the Companys policies on and public disclosure of its political contributions; and (vi) consider a shareholder proposal on the creation of a Company policy that would require that the positions of Chairman and Chief Executive Officer be separated and that the Chairman of the Board of Directors be an independent director, who is not a current or former Company employee.
As of March 23, 2012, the record date for the Annual Meeting, there were 427,971,788 shares of common stock outstanding and entitled to vote. At the Annual Meeting, approximately 352,612,640 shares of common stock were represented in person or by proxy, constituting a quorum. The certified results of the matters voted on at the Annual Meeting are set forth below.
Proposal No. 1 Election of Eleven Directors.
Nominee |
For | Withheld | ||||||
Robert J. Coury |
306,193,926 | 4,979,941 | ||||||
Rodney L. Piatt, C.P.A. |
272,344,333 | 38,829,534 | ||||||
Heather Bresch |
306,629,752 | 4,544,115 | ||||||
Wendy Cameron |
272,595,648 | 38,578,219 | ||||||
Robert J. Cindrich |
307,325,398 | 3,848,469 | ||||||
Neil Dimick, C.P.A. |
263,009,958 | 48,163,908 | ||||||
Douglas J. Leech, C.P.A |
305,737,976 | 5,435,891 | ||||||
Joseph C. Maroon, M.D. |
272,870,407 | 38,303,460 | ||||||
Mark W. Parrish |
307,306,580 | 3,867,287 | ||||||
C.B. Todd |
306,180,472 | 4,993,394 | ||||||
Randall L. Vanderveen, Ph.D. |
307,329,767 | 3,844,100 |
Proposal No. 2 To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2012:
For |
Against |
Abstain |
Broker Non-Votes | |||
348,486,648 |
3,587,170 | 538,821 | 0 |
Proposal No. 3 To approve an amended and restated 2003 Long-Term Incentive Plan, including to increase the number of shares available under the Plan by 17,800,000 shares, and to re-approve the performance goals set forth in such plan, in accordance with applicable provisions of the Internal Revenue Code:
For |
Against |
Abstain |
Broker Non-Votes | |||
287,423,241 |
22,255,280 | 1,495,348 | 41,438,771 |
Proposal No. 4 To approve, on an advisory basis, the compensation of the named executive officers of the Company, as disclosed in the Proxy Statement:
For |
Against |
Abstain |
Broker Non-Votes | |||
147,469,995 |
160,537,256 | 3,166,614 | 41,438,775 |
Proposal No. 5 To consider a shareholder proposal concerning the Companys policies on and public disclosure of its political contributions:
For |
Against |
Abstain |
Broker Non-Votes | |||
103,080,042 |
193,257,227 | 14,836,598 | 41,438,772 |
Proposal No. 6 To consider a shareholder proposal on the creation of a Company policy that would require that the positions of Chairman and Chief Executive Officer be separated and that the Chairman of the Board of Directors be an independent director, who is not a current or former Company employee:
For |
Against |
Abstain |
Broker Non-Votes | |||
109,778,829 |
199,095,016 | 2,300,023 | 41,438,772 |
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.
MYLAN INC. | ||||||
Date: May 4, 2012 | By: | /s/ John D. Sheehan | ||||
John D. Sheehan Executive Vice President and Chief Financial Officer |