8-K
Amneal Pharmaceuticals, Inc. (AMRX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 8, 2025
AMNEAL PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38485 | 93-4225266 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
400 Crossing Blvd
Bridgewater, NJ 08807
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (908) 947-3120
N/A
(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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, par value $0.01 per share | AMRX | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
|---|
Amneal Pharmaceuticals, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) on May 6, 2025. Each of the proposals was approved, and each of the director nominees was elected, by the vote of the stockholders at the Annual Meeting as follows:
Proposal 1: To elect the following director nominees to hold office until the 2025 Annual Meeting of Stockholders and until their respective successors are elected and qualified:
| For | Against | Abstain | Broker Non-Votes | ||||
|---|---|---|---|---|---|---|---|
| Emily Peterson Alva | 258,746,677 | 1,549,356 | 25,468 | 29,134,445 | |||
| Deb Autor | 258,775,698 | 1,519,874 | 25,929 | 29,134,445 | |||
| J. Kevin Buchi | 257,353,899 | 2,740,560 | 227,042 | 29,134,445 | |||
| Jeff George | 258,597,328 | 1,697,135 | 27,038 | 29,134,445 | |||
| John Kiely | 257,525,966 | 2,568,488 | 227,047 | 29,134,445 | |||
| Paul Meister | 239,786,615 | 20,307,492 | 227,394 | 29,134,445 | |||
| Ted Nark | 257,861,624 | 2,225,579 | 234,298 | 29,134,445 | |||
| Chintu Patel | 259,451,886 | 840,909 | 28,706 | 29,134,445 | |||
| Chirag Patel | 259,263,024 | 1,029,755 | 28,722 | 29,134,445 | |||
| Gautam Patel | 256,035,302 | 4,257,416 | 28,783 | 29,134,445 | |||
| Shlomo Yanai | 258,502,824 | 1,791,220 | 27,457 | 29,134,445 |
Proposal 2: To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers:
| For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|
| 258,800,579 | 1,255,182 | 265,740 | 29,134,445 |
Proposal 3:Advisory vote to approve the Frequency of Future “Say on Pay” votes:
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 255,051,542 | 53,168 | 5,178,739 | 38,052 | 0 |
Proposal 4: To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025:
| For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|
| 288,989,309 | 452,503 | 14,134 | 0 |
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.
| Date: May 8, 2025 | AMNEAL PHARMACEUTICALS, INC. | |
|---|---|---|
| By: | /s/ Jason B. Daly | |
| Name: | Jason B. Daly | |
| Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary |