ACADIA Pharmaceuticals Inc. (NASDAQ:ACAD) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
| (e) |
On June13, 2017, the stockholders of ACADIA Pharmaceuticals Inc. (Registrant) approved an amendment to Registrants 2010 Equity Incentive Plan, as amended, to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 5,500,000 shares. |
The foregoing description of Registrants 2010 Equity Incentive
Plan, as amended, does not purport to be complete, and is
qualified in its entirety by reference to Exhibit 99.1 to this
Report, as well as the description of the 2010 Equity Incentive
Plan, as amended, included in Registrants definitive proxy
statement (the proxy statement) filed with the Securities and
Exchange Commission on April27, 2017.
Item5.07 Submission of Matters to a Vote of Security
Holders.
| (a) |
Registrant held its 2017 Annual Meeting of Stockholders on June13, 2017 (the 2017 Annual Meeting). |
| (b) |
The election of two nominees to serve as Class I directors on Registrants Board of Directors (the Board) until Registrants 2020 Annual Meeting of Stockholders was carried out at the 2017 Annual Meeting. The following two ClassI directors were elected by the votes indicated: |
| For | Withheld | Broker Non- Votes | ||||||||||
|
James Daly |
92,062,268 | 1,031,333 | 17,632,277 | |||||||||
|
Edmund Harrigan |
59,364,541 | 33,729,060 | 17,632,277 |
In addition to the election of two Class I directors, the
following matters were submitted to a vote of the stockholders at
the 2017 Annual Meeting:
| (i) |
the approval of an amendment to Registrants 2010 Equity Incentive Plan, as amended, to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 5,500,000 shares, which was approved by the following vote: |
| For | Against | Abstain | BrokerNon-Votes | |||
| 72,086,994 | 20,831,803 | 174,804 | 17,632,277 |
| (ii) |
the approval, on an advisory basis, of the compensation of Registrants named executive officers, as disclosed in the proxy statement, which was approved by the following vote: |
| For | Against | Abstain | BrokerNon-Votes | |||
| 81,129,579 | 11,738,911 | 225,111 | 17,632,277 |
| (iii) |
the indication, on an advisory basis, of the preferred frequency of stockholder advisory votes on the compensation of Registrants named executive officers, which received the following votes: |
| 1 Year | 2 Years | 3 Years | Abstain | |||
| 90,385,918 | 271,627 | 2,254,894 | 181,162 |
| (iv) |
the appointment of Ernst Young LLP as Registrants independent registered public accounting firm for the fiscal year ending December31, 2017 was ratified by the following vote: |
| For | Against | Abstain | ||
| 109,080,043 | 1,112,223 | 533,612 |
Each of the foregoing voting results from the 2017 Annual Meeting
is final.
| (d) |
Registrant had recommended that the advisory vote on executive compensation be done annually and, corresponding to the advisory vote received from stockholders at the 2017 Annual Meeting, will continue to hold annual advisory votes until Registrants next stockholder advisory vote on the frequency of advisory votes, which must be held at least once every six years. |
Item9.01 Financial Statements and Exhibits.
(d) Exhibits
|
ExhibitNo. |
Description |
|
| 99.1 | 2010 Equity Incentive Plan, as amended |
About ACADIA Pharmaceuticals Inc. (NASDAQ:ACAD)
ACADIA Pharmaceuticals Inc. is a biopharmaceutical company. The Company is focused on the development and commercialization of medicines for central nervous system disorders. The Company’s lead drug candidate, NUPLAZID (pimavanserin), is under development for the treatment of Parkinson’s disease psychosis (PDP). NUPLAZID is a selective serotonin inverse agonist (SSIA), targeting 5-HT2A receptors. The Company’s Pimavanserin is a chemical entity, which has completed Phase III development, and is indicated for the treatment of Parkinson’s disease psychosis. NUPLAZID (pimavanserin) is a selective serotonin inverse agonist preferentially targeting the 5-HT2A receptor, a key serotonin receptor that plays a role in psychosis. Through this mechanism, NUPLAZID has demonstrated efficacy in Parkinson’s disease psychosis in its Phase III pivotal trial and avoids the side effects of existing antipsychotics.