BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. (NYSE:BHVN) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. (NYSE:BHVN) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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Item 5.03. Amendments to Articles of Incorporation or
Bylaws.

Amendment and Restatement of Memorandum and Articles
of Association

On May8, 2017, Biohaven Pharmaceutical Holding Company Ltd. (the
Company) filed an
Amended and Restated Memorandum and Articles of Association (the
Restated
Articles
) with the Registry of Corporate Affairs of
the British Virgin Islands in connection with the closing of the
Companys initial public offering of its common shares (the
IPO). The
Companys board of directors (the Board) and
shareholders previously approved the Restated Articles to be
filed prior to the closing of the IPO.

The Restated Articles, among other things: (i)authorize
200,000,000 common shares of a single class that may be issued in
one or more series; (ii)eliminate all references to the
previously existing series of preferred stock; (iii)authorize
10,000,000 preferred shares of a single class that may be issued
from time to time by the Board in one or more series; (iv)provide
that the Board be divided into three classes with staggered
three-year terms, with one class of directors to be elected at
each annual meeting of the Companys shareholders; (v)provide that
directors may only be removed with cause and only upon the
affirmative vote of holders of at least two-thirds of the voting
power of all then-outstanding shares of capital stock of the
Company entitled to vote generally in the election of directors;
(vi)provide that, subject to limited exceptions, vacancies on the
Board shall only be filled by the remaining members of the Board;
(vii)eliminate the ability of the Companys shareholders to take
action by written consent in lieu of a meeting; and (viii)provide
that special meetings of shareholders may be called by the Board,
the chairman of the Board, the chief executive officer of the
Company or shareholders holding not less than 10% of the votes of
the outstanding voting shares.

The foregoing description of the Restated Articles is qualified
in its entirety by reference to the full text of the Restated
Articles, which are attached as Exhibit3.1 to this report and
incorporated by reference herein.

Item 9.01. Financial Statements and
Exhibits.

(d)Exhibits

Exhibit

Number

ExhibitDescription

3.1

Amended and Restated Memorandum and Articles of Association
of the Registrant.


About BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. (NYSE:BHVN)

Biohaven Pharmaceutical Holding Company Ltd. is a United States-based biopharmaceutical company. The Company is engaged in the identification and development of clinical-stage compounds targeting orphan neurologic indications and other neurological pathways. It has a portfolio of multiple late-stage drug candidates. Its pipeline includes BHV-0223, which is a formulation of a glutamate-modulating agent; BHV-4157, which is a new chemical entity (NCE) that modulates glutamate, and BHV-5000, which is an in-licensed investigational agent of the Company targeting N-Methyl-D-Aspartate (NMDA) receptor antagonism. Its clinical compound, trigriluzole, is indicated for neurodegenerative diseases and cancer indications, among others. Its pipeline also includes BHV-3000 and BHV-3500, which are in-licensed by the Company for a neurologic indication. It focuses on advancing other mechanistic approaches in orphan and neuroscience indications, and is exploring licenses for additional compounds.

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. (NYSE:BHVN) Recent Trading Information

BIOHAVEN PHARMACEUTICAL HOLDING COMPANY LTD. (NYSE:BHVN) closed its last trading session down -0.31 at 21.59 with 327,094 shares trading hands.

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