INTREXON CORPORATION (NYSE:XON) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As noted in Item5.07 below, at the 2017 Annual Meeting of Shareholders (the Annual Meeting) of Intrexon Corporation (the Company), upon recommendation of the Board of Directors of the Company, the Companys shareholders approved an amendment (the Amendment) to the Companys Amended and Restated 2013 Omnibus Incentive Plan, as amended (the Plan), which provides for the issuance of an additional two million shares of the Companys common stock under the Plan.
A description of the Amendment is set forth on pages 75 through 77 of the definitive Proxy Statement on Schedule 14A for the 2017 Annual Meeting that was filed with the Securities and Exchange Commission on May1, 2017, which description is incorporated by reference herein. The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment which is attached as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated by reference herein.
| Item5.07 | Submission of Matters to a Vote of Security Holders. |
On June28, 2017, the Company held its 2017 Annual Meeting. At the 2017 Annual Meeting, the Companys shareholders (i)elected each of the persons listed below as a director for a one-year term, (ii)ratified the appointment of PricewaterhouseCoopers LLP as the Companys independent registered accounting firm for the fiscal year ending December31, 2017, (iii)approved a non-binding advisory resolution approving the compensation of the named executive officers, and (iv)approved the Amendment.
Proposal 1 Election of Directors
| For | Against | Abstain | BrokerNon-Votes | |||||||||||||
| Randal J. Kirk | 83,591,573 | 468,397 | 48,632 | 24,099,490 | ||||||||||||
| Cesar L. Alvarez | 77,535,853 | 6,506,663 | 66,086 | 24,099,490 | ||||||||||||
| Steven R. Frank | 83,444,798 | 597,491 | 66,313 | 24,099,490 | ||||||||||||
| Vinita D. Gupta | 83,702,464 | 340,515 | 65,623 | 24,099,490 | ||||||||||||
| Fred Hassan | 83,707,323 | 336,478 | 64,801 | 24,099,490 | ||||||||||||
| Jeffrey B. Kindler | 80,619,962 | 3,425,321 | 63,319 | 24,099,490 | ||||||||||||
| Dean J. Mitchell | 83,672,112 | 371,198 | 65,292 | 24,099,490 | ||||||||||||
| Robert B. Shapiro | 83,658,282 | 386,216 | 64,104 | 24,099,490 | ||||||||||||
| James S. Turley | 81,134,554 | 2,910,501 | 63,547 | 24,099,490 | ||||||||||||
Proposal 2 Ratification of Appointment of PricewaterhouseCoopers LLP as the Companys Independent Registered Public Accounting Firm for the year ended December31, 2017
| For | Against | Abstain | BrokerNon-Votes | |||
| 107,883,559 | 202,046 | 122,487 |
Proposal 3 Non-binding Advisory Resolution Approving the Compensation of the Named Executive Officers
| For | Against | Abstain | BrokerNon-Votes | |||
| 81,613,815 | 2,205,736 | 289,051 | 24,099,490 |
Proposal 4 Approval of the Amendment to the Amended and Restated Intrexon Corporation 2013 Omnibus Incentive Plan
| For | Against | Abstain | BrokerNon-Votes | |||
| 79,589,033 | 4,345,758 | 173,811 | 24,099,490 |
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| Item9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
See the Exhibit Index immediately following the page hereto, which is incorporated herein by reference.
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INTREXON CORP ExhibitEX-10.1 2 d419065dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 Amendment to the Intrexon Corporation 2013 Omnibus Incentive Plan,…To view the full exhibit click here About INTREXON CORPORATION (NYSE:XON)
Intrexon Corporation (Intrexon) forms collaborations to create biologically based products and processes using synthetic biology. The Company designs, builds and regulates gene programs, which are deoxyribonucleic acid (DNA) sequences that consist of genetic components. The Company’s synthetic biology capabilities include the ability to control the amount, location and modification of biological molecules to control the function and output of living cells and optimize for desired results at an industrial scale. Its technologies combine the principles of precision engineering, statistical modeling, automation and production at an industrial scale. The Company’s technologies include UltraVector gene design and fabrication platform, and its associated library of modular DNA components; Cell Systems Informatics; RheoSwitch inducible gene switch; AttSite Recombinases; Protein Engineering; Laser-Enabled Analysis and Processing, or LEAP, and ActoBiotics platform.