LA JOLLA PHARMACEUTICAL COMPANY (NASDAQ:LJPC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

LA JOLLA PHARMACEUTICAL COMPANY (NASDAQ:LJPC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The disclosure set forth below under Item 5.07 regarding the election of David Ramsay to the Board of Directors of La Jolla Pharmaceutical Company (the “Company”) is incorporated herein by reference. Biographical information regarding Mr. Ramsay is set forth in the Company’s definitive proxy statement filed on Schedule 14A on September 18, 2019 under the caption “Proposal 1: Election of Directors – Director Nominees” (the “Proxy Disclosure”). The Proxy Disclosure is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2019 Annual Meeting of Shareholders of the Company was held on October 8, 2019 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on the following proposals: (i) election of six directors to serve until the Company’s 2020 Annual Meeting of Shareholders; (ii) ratification of Squar Milner LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2019; (iii) approval of an amendment to the Company’s 2013 Equity Incentive Plan to increase the number of shares authorized for issuance thereunder; (iv) an advisory (non-binding) say-on-pay vote; and (v) an advisory (non-binding) frequency-on-pay vote.
The Company had 27,140,967 shares of common stock issued and outstanding at the close of business on September 6, 2019, the record date for eligibility to vote at the Annual Meeting, and there were present (in person or represented by valid proxy) a total of 23,306,847 shares of common stock. All matters submitted to a vote of the Company’s shareholders at the Annual Meeting were approved, and all director nominees were elected.
The number of votes cast for and against, and the number of abstentions and broker non-votes with respect to each matter voted upon at the Annual Meeting are set forth below:
(i) Election of Six Directors.
There were 4,493,653 broker non-votes regarding the election of directors.
(ii) Ratification of Squar Milner LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2019.
Shareholders of the Company ratified the appointment of Squar Milner LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2019. The results of the voting on this proposal were: 23,019,624 votes for, 130,338 votes against and 156,885 votes abstained. There were no broker non-votes regarding this proposal.
(iii) Approval of an amendment to the Company’s 2013 Equity Incentive Plan to increase the number of shares authorized for issuance thereunder.
Shareholders of the Company approved an amendment to the Company’s 2013 Equity Incentive Plan to increase the number of shares that are available for issuance. The results of the voting on this proposal were: 12,934,239 votes for, 5,865,107 votes against and 13,848 votes abstained. There were 4,493,653 broker non-votes regarding this proposal.
(iv) To approve the Company’s executive compensation on an advisory basis.
Shareholders of the Company approved an advisory (non-binding) vote on the Company’s executive compensation in accordance with Section 14A of the Securities Exchange Act of 1934. The results of the voting on this proposal were: 14,978,425 votes for, 3,816,288 votes against and 18,481 votes abstained. There were 4,493,653 broker non-votes regarding this proposal.
(v) To recommend the frequency of future advisory votes on executive compensation.
Shareholders of the Company cast an advisory (non-binding) vote on the frequency of future say-on-pay votes. The results of the voting on this proposal were: 11,208,981 votes for every three years; 89,124 votes for every two years; and 7,468,798 votes for every one year. There were 46,291 abstentions and no broker non-votes.
Based on the advisory vote of the Company’s shareholders at the Annual Meeting for every “three years”, the Company has determined to continue to hold an advisory vote to approve compensation paid to the Company’s Named Executive Officers every three years.
About LA JOLLA PHARMACEUTICAL COMPANY (NASDAQ:LJPC)

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La Jolla Pharmaceutical Company is a biopharmaceutical company. The Company is focused on the discovery, development and commercialization of therapies to improve outcomes in patients suffering from life-threatening diseases. It is engaged in the research, development and commercialization of its technologies and drug candidates for pharmaceutical products. Its product candidates in development include LJPC-501, LJPC-401, LJPC-30Sa and LJPC-30Sb. The Company is developing LJPC-501 for the treatment of catecholamine-resistant hypotension (CRH). The Company is developing LJPC-401 for the treatment of iron overload, which occurs as a result of diseases, such as hereditary hemochromatosis, beta thalassemia, sickle cell disease and myelodysplastic syndrome. It is developing LJPC-30Sa and LJPC-30Sb not only for the treatment of serious bacterial infections but also for the potential treatment of rare genetic disorders, such as cystic fibrosis and Duchenne muscular dystrophy.

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