Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
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Entry into a Material Definitive Agreement
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restatement of our Equity Incentive Plan (1) extending the term
of the plan until February 8, 2027, (2) increasing the total
number of shares of our common stock that may be issued to stock
awards granted under the plan to 15,000,000 shares, (3)
eliminating the limit on the number of shares that may be issued
to awards other than stock options and stock appreciation rights,
(4) expanding the types of potential stock awards under the plan
to include performance stock awards and (5) renaming the plan the
2017 Equity Incentive Plan.
and restatement of our Non-Employee Directors Equity Incentive
Plan (1) extending the term of the plan until February 8, 2027,
(2) increasing the total number of shares of our common stock
that may be issued to awards granted under the plan to 600,000
shares (3) eliminating the non-discretionary stock awards under
the plan and authorizing our board of directors, subject to the
terms thereof, to grant and determine the terms applicable to
stock awards thereunder in its discretion, (4) imposing an annual
limit of $500,000 in aggregate grant date fair value of stock
awards granted to any non-employee director thereunder during any
calendar year, taken together with cash compensation paid to such
non-employee director for service on our board of directors
during such calendar year, (5) expanding the types of potential
stock awards under the plan to include restricted stock units and
(6) renaming the plan the 2017 Non-Employee Directors Equity
Incentive Plan.
qualified in their entirety by our 2017 Equity Incentive Plan and
2017 Non-Employee Directors Equity Incentive Plan, copies of
which are attached to this report as Exhibits 10.1 and 10.2,
respectively, and are incorporated herein by reference. A summary
of the compensation of our non-employee directors reflecting our
2017 Non-Employee Directors Equity Incentive Plan is also
attached to this report as Exhibit 10.3 and is incorporated
herein by reference.
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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consider and vote on the following proposals. The voting results
with respect to each matter are set forth below:
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(1)
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Election of Class II Directors:
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Name of Director
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For
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Withheld
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Broker
Non-Votes
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Samuel L. Barker, Ph.D.
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89,021,650
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418,029
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9,655,004
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Christopher J. Sobecki
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85,663,644
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3,776,035
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9,655,004
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Judith L. Swain, M.D.
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88,843,594
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596,085
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9,655,004
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For
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Against
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Abstain
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Broker Non-Votes
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(2)
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Approve our 2017 Equity Incentive Plan, amending and
restating our existing Equity Incentive Plan |
88,679,025
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719,701
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40,953
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9,655,004
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For
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Against
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Abstain
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Broker Non-Votes
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(3)
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Approve our 2017 Non-Employee Directors Equity
Incentive Plan, amending and restating our existing Non-Employee Directors Equity Incentive Plan |
88,611,293
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788,414
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39,972
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9,655,004
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For
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Against
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Abstain
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Broker Non-Votes
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(4)
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Advisory vote to approve the compensation paid to our
named executive officers |
88,772,321
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625,202
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42,156
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9,655,004
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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(5)
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Advisory vote to determine the frequency of future
advisory votes on the compensation paid to our named executive officers |
87,325,584
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59,387
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2,031,230
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23,478
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9,655,004
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For
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Against
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Abstain
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Broker Non-Votes
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(6)
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Ratification and approval of the appointment of Ernst
Young LLP as our independent auditors for the fiscal year ending December 31, 2017 |
98,891,444
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166,336
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36,903
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directors has determined that advisory votes on executive
compensation paid to our named executive officers will occur on
an annual basis until the next required advisory vote on the
frequency of future advisory votes on executive compensation. We
are required to hold advisory votes on the frequency of future
advisory votes on executive compensation every six years.
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Item 9.01
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Financial Statements and Exhibits>
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Exhibit No.
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Description
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10.1
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– 2017 Equity Incentive Plan
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10.2
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– 2017 Non-Employee Directors Equity Incentive Plan
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10.3
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– Summary of Non-Employee Director Compensation
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About Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX)
Lexicon Pharmaceuticals, Inc. (Lexicon) is a biopharmaceutical company. The Company focuses on the development of treatments for human disease. The Company is engaged in the development of two drug candidates: telotristat etiprate (LX1032) and sotagliflozin (LX4211). The Company’s telotristat etiprate, is an orally delivered small molecule drug candidate, as a treatment for carcinoid syndrome. LX1032 inhibits tryptophan hydroxylase (TPH), which is an orally-delivered small molecule compound that the Company is developing for the treatment of carcinoid syndrome. Sotagliflozin, or LX4211, which is an orally-delivered small molecule compound that the Company is developing for the treatment of type 1 and type 2 diabetes mellitus. LX2761 is an orally-delivered small molecule compound for the treatment of diabetes. LX9211 is an orally-delivered small molecule compound for the treatment of neuropathic pain. The Company’s other programs include LX1033, LX2931 and LX7101. Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX) Recent Trading Information
Lexicon Pharmaceuticals, Inc. (NASDAQ:LXRX) closed its last trading session down -0.06 at 15.61 with 855,701 shares trading hands.
