INSULET CORPORATION (NASDAQ:PODD) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
stockholders (the 2017 Annual Meeting) of Insulet Corporation
(the Company) held on May 17, 2017, the Companys stockholders
approved the Companys 2017 Stock Option and Incentive Plan (the
2017 SOIP).
appear beginning on page 43 of the Companys definitive proxy
statement filed with the Securities and Exchange Commission on
April 7, 2017 (the Proxy Statement). The foregoing and the
description of the 2017 SOIP that appears in the Proxy
Statement are qualified in their entirety by reference to the
text of the 2017 SOIP, which is filed as Exhibit 10.1 hereto.
Item 5.07
|
Submission of Matters to a Vote of Security Holders
|
more information on the following proposals, see the Proxy
Statement.
(a)
|
The stockholders elected each of the following three
nominees to the Board of Directors as Class I Directors, each to serve for a three-year term and until his or her successor has been duly elected and qualified or until his or her earlier resignation or removal: |
Nominee
|
Vote “For”
|
Vote “Withheld”
|
Broker Non-Votes
|
||
Sally Crawford
|
53,657,746
|
1,120,732
|
1,905,401
|
||
Regina Sommer
|
54,385,608
|
392,870
|
1,905,401
|
||
Joseph Zakrzewski
|
53,246,375
|
1,532,103
|
1,905,401
|
The terms in office of the Class II Directors (John A.
Fallon, M.D. and Timothy J. Scannell) and the Class III Directors (Jessica Hopfield, Ph.D., David Lemoine and Patrick J. Sullivan) continued after the 2017 Annual Meeting. |
(b)
|
The stockholders approved, on a non-binding, advisory
basis, the compensation of the Companys named executive officers as disclosed in the Proxy Statement. |
Vote “For”
|
Vote “Against”
|
Abstentions
|
Broker Non-Votes
|
||||
49,542,709
|
4,886,376
|
349,393
|
1,905,401
|
(c)
|
The stockholders cast an advisory and non-binding vote on
whether future advisory and non-binding votes on executive compensation should be held every one year, every two years or every three years. |
Every 1 Year
|
Every 2 Years
|
Every 3 Years
|
Abstentions
|
||||
52,256,904
|
9,192
|
2,499,570
|
12,812
|
In accordance with these voting results, and consistent
with the recommendation of the Board of Directors, the Company has determined that future advisory and non-binding votes on executive compensation will be held every year. Accordingly, the next advisory and non-binding vote on executive compensation will be held at the 2018 annual meeting of stockholders of the Company. |
(d)
|
The stockholders approved the 2017 SOIP.
|
Vote “For”
|
Vote “Against”
|
Abstentions
|
Broker Non-Votes
|
||||
53,454,546
|
1,311,497
|
12,435
|
1,905,401
|
(e)
|
The stockholders ratified the appointment of Grant Thornton
LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2017. |
Vote “For”
|
Vote “Against”
|
Abstentions
|
Broker Non-Votes
|
||||
56,620,637
|
57,817
|
5,425
|
(d) Exhibits.
|
||
Exhibit
No.
|
Description
|
|
10.1
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Insulet Corporation 2017 Stock Option and Incentive
Plan. |
About INSULET CORPORATION (NASDAQ:PODD)
Insulet Corporation is engaged in the development, manufacturing and sale of the OmniPod Insulin Management System (the OmniPod System), an insulin delivery system for people with insulin-dependent diabetes. The OmniPod System consists of the OmniPod, a small, self-adhesive disposable tubeless OmniPod device, which is worn on the body for approximately three days at a time and its wireless handheld Personal Diabetes Manager (PDM). The Company purchases OmniPods pursuant to its agreement with Flextronics. It also partners with pharmaceutical and biotechnology companies to tailor the OmniPod technology platform for the delivery of subcutaneous drugs across multiple therapeutic areas. It sells the OmniPod System and other diabetes management supplies in the United States through direct sales to customers or through its distribution partners. The Company purchases OmniPods pursuant to its agreement with Flextronics. The OmniPod System is available in Europe, Canada and Israel. INSULET CORPORATION (NASDAQ:PODD) Recent Trading Information
INSULET CORPORATION (NASDAQ:PODD) closed its last trading session up +0.81 at 42.00 with 349,107 shares trading hands.