ALBANY MOLECULAR RESEARCH, INC. (NASDAQ:AMRI) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.
Albany Molecular Research, Inc. (the Company) held its 2017
Annual Meeting of Stockholders (the Annual Meeting) on May 31,
2017. The stockholders of the Company considered and acted upon
the following proposals:
Proposal 1.Election of Directors
By the vote reflected below, the stockholders elected each of the
following individuals to serve as Class I directors until the
2020 annual meeting of stockholders and until his successor is
duly elected and qualified or until his earlier resignation or
removal:
| Director Nominee | For | Withheld | Broker Non- Votes | |||||||||
| Kenneth P. Hagen | 32,224,807 | 2,944,216 | 3,383,317 | |||||||||
| Anthony J. Maddaluna | 31,670,048 | 3,498,975 | 3,383,317 | |||||||||
Proposal 2.Ratification of Selection of Independent
Registered Public Accounting Firm
The appointment of KPMG LLP as the Companys independent
registered public accounting firm for the 2017 fiscal year was
ratified.The results of the voting included 36,194,966 votes for
the proposal, 156,598 votes against the proposal and 2,200,776
votes abstained from voting on the proposal. There were no broker
non-votes on the proposal.
Proposal 3.Approval of the Companys Fifth Amended 2008
Stock Option and Incentive Plan
The Companys Fifth Amended 2008 Stock Option and Incentive Plan
was approved.The results of the voting included 32,544,451 votes
for the proposal, 413,698 votes against the proposal and
2,210,874 votes abstained from voting on the proposal. There were
3,383,317 broker non-votes on the proposal.
Proposal 4.Approval of the Companys Fourth Amended 1998
Employee Stock Purchase Plan
The Companys Fourth Amended 1998 Employee Stock Purchase Plan was
approved.The results of the voting included 32,877,710 votes for
the proposal, 104,785 votes against the proposal and 2,186,528
votes abstained from voting on the proposal. There were 3,383,317
broker non-votes on the proposal.
Proposal 5. Advisory Vote Regarding Compensation of the
Companys Named Executive Officers
The stockholders approved, on an advisory, non-binding basis, the
compensation paid to the Companys named executive officers, as
disclosed in the definitive proxy statement on Schedule 14A filed
with the Securities and Exchange Commission on April 19, 2017
relating to the Annual Meeting. The results of the voting
included 32,513,353 votes for the proposal, 437,730 votes against
the proposal and 2,217,940 votes abstained from voting on the
proposal. There were 3,383,317 broker non-votes on the proposal.
Proposal 6. Advisory Vote on Frequency of Future Advisory
Votes on Compensation of the Companys Named Executive
Officers
By the vote reflected below, the stockholders approved, on an
advisory, non-binding basis, that the frequency of future
advisory votes on compensation paid to the named executive
officers of the Company be every year.
| 1 Year | 2 Years | 3 Years | Abstentions | Broker Non-Votes |
| 30,693,579 | 260,191 | 2,020,825 | 2,194,428 | 3,383,317 |
After taking into consideration the foregoing voting results and
the prior recommendation of the Board of Directors of the Company
(the Board) that future advisory votes on compensation paid to
the named executive officers of the Company be held every year,
the Board has determined that the Company will hold such future
advisory votes every year until the next advisory vote on the
frequency of such votes.
About ALBANY MOLECULAR RESEARCH, INC. (NASDAQ:AMRI)
Albany Molecular Research, Inc. is a global contract research and manufacturing company. The Company provides drug discovery, development, and manufacturing services. The Company operates through three segments: Discovery and Development Services (DDS), Active Pharmaceutical Ingredients (API) and Drug Product Manufacturing (DPM). The DDS segment includes activities, such as drug lead discovery, optimization, drug development and small-scale commercial manufacturing. API includes pilot to commercial scale manufacturing of active pharmaceutical ingredients and intermediates and high potency and controlled substance manufacturing. DPM includes pre-formulation, formulation and process development through commercial scale production of complex liquid-filled and lyophilized injectable formulations. It supplies a range of services and technologies supporting the discovery and development of pharmaceutical products, the manufacturing of API and drug product for new and generic drugs. ALBANY MOLECULAR RESEARCH, INC. (NASDAQ:AMRI) Recent Trading Information
ALBANY MOLECULAR RESEARCH, INC. (NASDAQ:AMRI) closed its last trading session up +0.65 at 20.11 with 1,459,268 shares trading hands.
