Amarin Corporation plc (NASDAQ:AMRN) Files An 8-K Shareholder Director NominationsItem 5.08. Shareholder Director Nominations.
The Board of Directors (the “Board”) of Amarin Corporation plc (the “Company”) has established May 15, 2017 as the date of the Company’s 2017 annual general meeting of shareholders (the “2017 Annual Meeting”). The Board also has established the close of business on April 20, 2017 as the record date for determining shareholders entitled to receive notice of and to vote at the 2017 Annual Meeting. The Company currently intends to make its proxy materials available to shareholders beginning on or about April 21, 2017.
Because the 2017 Annual Meeting date has advanced by more than 30 days from the anniversary date of the Company’s 2016 annual general meeting of shareholders, in accordance with Rule 14a-5(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company is informing shareholders of such change.
The Company is registered in England & Wales and therefore subject to the United Kingdom Companies Act 2006 (the “Companies Act”), which, together with the Articles of Association of the Company (the “Articles”) and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”), governs the processes for shareholder proposals at the 2017 Annual Meeting. Under the Companies Act, in order for a shareholder proposal to be presented at an Annual General Meeting, such proposal must have been requisitioned either by shareholders representing 5% of the voting rights of all members having a right to vote on such proposal at the Annual General Meeting or by at least 100 shareholders who have a right to vote on such proposal at the relevant Annual General Meeting and who hold shares in the Company on which there has been paid up an average sum, per member, of at least £100. Such proposal must have been signed or otherwise authenticated by all requisitionists and submitted to the Company not later than (1) six weeks before the Annual General Meeting to which the requests relate, or (2) if later, the time at which notice of that meeting is given by the Company. to Rule 14a-8 under the Exchange Act, shareholder proposals intended to be included in the 2017 Annual General Meeting proxy materials must be received by the Secretary of the Company no later than the close of business on April 7, 2017. Proposals received after this date will not be included in the Company’s proxy materials for the 2017 Annual General Meeting.
Additionally, shareholders who intend to nominate a director to be elected at the 2017 Annual General Meeting must provide the Secretary of the Company with written notice of such nomination between 7 and 42 days prior to the date of such meeting, together with written notice signed by the director nominee regarding his or her willingness to be elected. Any shareholder seeking to recommend a director candidate or any director candidate who wishes to be considered by the Company’s Nominating and Corporate Governance Committee, the committee that recommends a slate of nominees to the Board for election at each annual general meeting, must also provide the Secretary of the Company with the following information between 7 and 42 days prior to the date of such meeting: the name and address of the shareholder seeking to recommend a director candidate; a representation that the shareholder is a record holder of the Company’s securities (or, if the shareholder is not a record holder, evidence of ownership in accordance with Rule 14a-8(b)(2) of the Exchange Act); the name, age, business and residential address, educational background, current principal occupation or employment for the preceding five full fiscal years of the proposed director candidate; a description of the qualifications and background of the proposed director candidate, which addresses the minimum qualifications and other criteria for Board membership approved by the Board from time to time; a description of all arrangements or understandings between the shareholder and the proposed director candidate; the consent of the proposed director candidate to be named in the proxy statement relating to the Company’s annual general meeting and to serve as a director if elected at such annual general meeting; and any other information regarding the proposed director candidate that is required to be included in a proxy statement filed to SEC rules, if then required. Director candidates who are then approved by the Board will be included in the Company’s proxy statement for the 2017 Annual Meeting if such information is provided to the Secretary of the Company no later than the close of business on April 7, 2017.
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About Amarin Corporation plc (NASDAQ:AMRN)
Amarin Corporation plc is a biopharmaceutical company with operations in lipid science focused on the commercialization and development of therapeutics for cardiovascular health. The Company’s lead product, Vascepa (icosapent ethyl) capsule, is approved by the United States Food and Drug Administration (FDA) for use as an adjunct to diet to reduce triglyceride levels in adult patients with severe hypertriglyceridemia. The Company operates in the business segment of development and commercialization of Vascepa. This indication for Vascepa, known as the MARINE indication, is based primarily on the results from the MARINE study of Vascepa in this approved patient population. The Company sells Vascepa principally to wholesalers, as well as selected regional wholesalers and specialty pharmacy providers, or collectively, its Distributors, that in turn resell Vascepa to retail pharmacies for resale to patients and healthcare providers. The Company markets Vascepa in the United States. Amarin Corporation plc (NASDAQ:AMRN) Recent Trading Information
Amarin Corporation plc (NASDAQ:AMRN) closed its last trading session up +0.04 at 3.23 with 947,830 shares trading hands.
