IRONWOOD PHARMACEUTICALS,INC. (NASDAQ:IRWD) Files An 8-K Submission of Matters to a Vote of Security Holders

IRONWOOD PHARMACEUTICALS,INC. (NASDAQ:IRWD) Files An 8-K Submission of Matters to a Vote of Security Holders

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Item 5.07 Submission of Matters to a Vote of Security Holders

On May31, 2017, at the 2017 Annual Meeting of Stockholders (the
Annual Meeting) of Ironwood Pharmaceuticals,Inc. (the Company),
the stockholders of the Company voted on the following proposals:

Election of three ClassI directors of the Company, each to serve
a three-year term;

Approval, by non-binding advisory vote, of the compensation of
the Companys named executive officers, as disclosed in the
Companys proxy statement for the Annual Meeting;

Recommendation, by non-binding advisory vote, of the frequency of
future non-binding advisory votes on the compensation of the
Companys named executive officers; and

Ratification of the audit committees selection of Ernst Young LLP
as the Companys independent registered public accounting firm for
2017.

The final voting results for the Annual Meeting are as follows:

1. The stockholders elected Andrew Dreyfus, Peter M. Hecht and
Julie H. McHugh as ClassI directors, each to serve on the board
of directors of the Company for a three-year term until the
annual meeting of stockholders to be held in 2020 or until his or
her successor is duly elected and qualified or until his or her
death, resignation or removal, based on the following votes:

Director Nominee

For

Withheld

Broker Non-Votes

Andrew Dreyfus

122,444,424

2,819,811

5,249,586

Peter M. Hecht

124,700,052

564,183

5,249,586

Julie H. McHugh

124,720,550

543,685

5,249,586

2. The stockholders approved, on a non-binding advisory basis,
the compensation of the Companys named executive officers, as
disclosed in the Companys proxy statement for the Annual Meeting,
based on the following votes:

For

Against

Abstain

Broker Non-Votes

123,285,085

1,699,177

279,973

5,249,586

3. The stockholders recommended, on a non-binding advisory basis,
that future non-binding advisory votes to approve the
compensation of the Companys named executive officers, be held
once every year, based on the following votes:

3 Years

2 Years

1 Year

Abstain

Broker Non-Votes

6,742,661

293,230

117,949,058

279,286

5,249,586

4. The stockholders ratified the audit committees selection of
Ernst Young LLP as the Companys independent registered public
accounting firm for 2017, based on the following votes:

For

Against

Abstain

Broker Non-Votes

130,011,562

142,767

359,492

Consistent with the stockholder voting results and the
recommendation of the board of directors of the Company in the
proxy statement for the Annual Meeting, the board of directors
of the Company has determined to hold a non-binding advisory
vote on the compensation of the Companys named executive
officers every year until the next required stockholder vote on
the frequency of such non-binding advisory vote, or until the
board of directors of the Company determines that a different
frequency of such non-binding advisory vote is in the best
interests of the Companys stockholders.


About IRONWOOD PHARMACEUTICALS, INC. (NASDAQ:IRWD)

Ironwood Pharmaceuticals, Inc. is a biotechnology company. The Company is advancing product opportunities in areas of unmet need, including irritable bowel syndrome with constipation (IBS C), and chronic idiopathic constipation (CIC), hyperuricemia associated with uncontrolled gout, uncontrolled gastroesophageal reflux disease (uncontrolled GERD), and vascular and fibrotic diseases. It operates in human therapeutics business segment. Its product, linaclotide, is available to adult men and women suffering from IBS C or CIC in the United States under the trademarked name LINZESS, and is available to adult men and women suffering from IBS C in certain European countries under the trademarked name CONSTELLA. It is also advancing IW-3718, a gastric retentive formulation of a bile acid sequestrant with the potential to provide symptomatic relief in patients with uncontrolled GERD. Its vascular/fibrotic programs include IW-1973 and IW-1701, which targets soluble guanylate cyclase (sGC).

IRONWOOD PHARMACEUTICALS, INC. (NASDAQ:IRWD) Recent Trading Information

IRONWOOD PHARMACEUTICALS, INC. (NASDAQ:IRWD) closed its last trading session up +0.12 at 18.16 with 750,259 shares trading hands.

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