UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 19, 2016

 

Supernus Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

(State or other jurisdiction of
Incorporation)

 

 

001-35518

 

20-2590184

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

1550 East Gude Drive, Rockville MD

 

20850

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (301) 838-2500

 

Not Applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.07                                           Submission of Matters to a Vote of Security Holders.

 

On May 19, 2016, Supernus Pharmaceuticals, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).  The definitive proxy statement pertaining to the Annual Meeting was previously filed by the Company with the Securities and Exchange Commission on April 19, 2016.  As of the close of business on March 22, 2016, there were 49,407,236 shares of common stock outstanding and entitled to vote.  The tabulation of votes for each proposal voted on by the stockholders was as follows:

 

Proposal 1:  Election of Class I Directors, each to serve until the Annual Meeting of the Company in 2019.

 

Name

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

 

Jack A. Khattar

 

35,681,511

 

768,112

 

379,525

 

M. James Barrett, Ph.D.

 

13,329,960

 

23,119,663

 

379,525

 

William A. Nuerge

 

35,569,357

 

880,266

 

379,525

 

 

Proposal 2:  Ratification of the approval of the Second Amended and Restated 2012 Equity Incentive Plan to increase the number of shares available under the plan and to update the performance criteria for making awards.

 

Votes For

 

Votes Against

 

Abstain

 

Broker Non-Votes

 

19,834,525

 

16,005,650

 

609,448

 

379,525

 

 

Proposal 3: Ratification of the approval of the Second Amended and Restated 2012 Employee Stock Purchase Plan to increase the number of shares available under the plan.

 

Votes For

 

Votes Against

 

Abstain

 

Broker Non-Votes

 

35,504,333

 

347,000

 

598,290

 

379,525

 

 

Proposal 4:  Ratification of the appointment of KPMG LLP as the Company’s independent public accounting firm for the fiscal year ending December 31, 2016.

 

Votes For

 

Votes Against

 

Abstain

 

36,810,937

 

5,523

 

12,688

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

SUPERNUS PHARMACEUTICALS, INC.

 

 

DATED: May 19, 2016

By:

 /s/

Gregory S. Patrick

 

 

Gregory S. Patrick

 

 

Vice-President and Chief Financial Officer

 

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