GILEAD SCIENCES,INC. (NASDAQ:GILD) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02

Approval of a Restatement of the Gilead Sciences, Inc. 2004
Equity Incentive Plan

On February2, 2017 the Board of Directors (the Board) of Gilead
Sciences, Inc. (Gilead) approved an amendment and restatement of
the Gilead Sciences, Inc. 2004 Equity Incentive Plan (the 2017
Restatement), subject to stockholder approval. A summary of the
principal features of the 2017 Restatement is set forth under
Proposal 3 of Gileads definitive proxy statement filed with the
Securities and Exchange Commission on March27, 2017 (the 2017
Proxy Statement), which description is incorporated herein by
reference.

The 2017 Restatement was approved by Gileads stockholders at the
2017 Annual Meeting of Stockholders on May10, 2017 (the Annual
Meeting). The foregoing summary of the 2017 Restatement does not
purport to be complete and is qualified in its entirety by
reference to the provisions of the 2017 Restatement itself, which
is attached to this Current Report on Form 8-K as Exhibit 10.1
and is incorporated by reference herein.

The Annual Meeting was held on May10, 2017 in Millbrae,
California. Of the 1,307,236,587 shares of Gileads common stock
entitled to vote at the meeting, 1,085,233,244 shares were
represented at the meeting in person or by proxy, constituting a
quorum. The voting results are presented below.

Gileads stockholders elected nine directors to serve for the
ensuing year and until their successors are elected and
qualified, or until their earlier death, resignation or removal.
The votes regarding the election of directors were as follows:

Gileads stockholders ratified the selection of Ernst Young LLP by
the Audit Committee of the Board as its independent registered
public accounting firm of Gilead for the fiscal year ending
December31, 2017. The proposal received the following votes:

Gileads stockholders approved a restatement of the Gilead
Sciences, Inc. 2004 Equity Incentive Plan. The proposal received
the following votes:

Gileads stockholders approved, on an advisory basis, the
compensation of Gileads named executive officers as presented in
the 2017 Proxy Statement. The proposal received the following
votes:

Gileads stockholders voted, on an advisory basis, as to the
frequency with which executive compensation will be subject to
future advisory stockholder votes, for one year. The proposal
received the following votes:

Gileads stockholders did not approve a stockholder proposal
requesting that the Board take steps to permit stockholder action
by written consent. The proposal received the following votes:

Gileads stockholders did not approve a stockholder proposal
requesting that the Board take steps to adopt a policy that the
Chairman of the Board be an independent director. The proposal
received the following votes:

SECTION9 FINANCIAL STATEMENTS AND EXHIBITS

About GILEAD SCIENCES, INC. (NASDAQ:GILD)

Gilead Sciences, Inc. is a research-based biopharmaceutical company that discovers, develops and commercializes medicines in areas of unmet medical need. The Company’s portfolio of products and pipeline of investigational drugs includes treatments for Human Immunodeficiency Virus/Acquired Immune Deficiency Syndrome (HIV/AIDS), liver diseases, cancer, inflammatory and respiratory diseases and cardiovascular conditions. Its products for HIV/AIDS patients include Descovy, Odefsey, Genvoya, Stribild, Complera/Eviplera, Truvada, Emtriva, Tybost and Vitekta. Its products for patients with liver diseases include Vemlidy, Epclusa, Harvoni, Sovaldi, Viread and Hepsera. It offers Zydelig to patients with hematology/oncology diseases. Its products for patients with various cardiovascular diseases include Letairis, Ranexa and Lexiscan. Its products for various inflammation/respiratory diseases include Cayston and Tamiflu. It had operations in more than 30 countries, as of December 31, 2016.

GILEAD SCIENCES, INC. (NASDAQ:GILD) Recent Trading Information

GILEAD SCIENCES, INC. (NASDAQ:GILD) closed its last trading session down -0.65 at 66.06 with 8,055,549 shares trading hands.