Biogen Inc 8-K, filed Jun 29, 2023
Biogen Inc. (BIIB)
8-K
2023-06-29
For: 2023-06-26
View Original
Added on
April 08, 2026
About this 8-K
Biogen Inc filed this 8-K on June 29, 2023, reporting on events of June 26, 2023.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
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): June 26, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices; Zip Code)
Registrant’s telephone number, including area code: (617 ) 679-2000
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:
Securities registered pursuant to Section 12(b) of the Act:
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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).
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.
On June 26, 2023, Biogen Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The final voting results for the Annual Meeting are as follows:
1.Stockholders elected seven nominees to the Board of Directors to serve for a one-year term extending until the 2024 annual meeting of stockholders and their successors are duly elected and qualified, with the votes cast as follows:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||||
| Caroline Dorsa | 91,426,287 | 27,419,853 | 278,437 | 8,719,273 | ||||||||||||||||||||||
| Maria C. Freire | 75,764,531 | 43,230,969 | 129,077 | 8,719,273 | ||||||||||||||||||||||
| William A. Hawkins | 73,182,735 | 45,804,008 | 137,834 | 8,719,273 | ||||||||||||||||||||||
| Jesus B. Mantas | 92,085,202 | 26,910,381 | 128,994 | 8,719,273 | ||||||||||||||||||||||
| Eric K. Rowinsky | 68,024,971 | 50,987,191 | 112,415 | 8,719,273 | ||||||||||||||||||||||
| Stephen A. Sherwin | 93,133,091 | 25,889,684 | 101,802 | 8,719,273 | ||||||||||||||||||||||
| Christopher A. Viehbacher | 116,996,008 | 2,026,614 | 101,955 | 8,719,273 | ||||||||||||||||||||||
2.Stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023, with the votes cast as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 123,393,644 | 4,311,034 | 139,172 | — | |||||||||||||||||
3.Stockholders approved the advisory vote on executive compensation, with the votes cast as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 82,640,454 | 36,292,390 | 191,733 | 8,719,273 | |||||||||||||||||
4.Stockholders approved, on an advisory basis, annually as the frequency of the advisory vote on executive compensation, with the votes cast as follows:
| 1 Year | 2 Years | 3 Years | Abstentions | |||||||||||||||||
| 115,841,797 | 75,456 | 2,254,126 | 953,198 | |||||||||||||||||
5.Stockholders elected Susan K. Langer to the Board of Directors to serve for a one-year term extending until the 2024 annual meeting of stockholders and her successor is duly elected and qualified, with the votes cast as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 64,037,638 | 46,616,578 | 8,470,361 | 8,719,273 | |||||||||||||||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The exhibits listed below are furnished as part of this Current Report on Form 8-K.
Exhibit No. | Description | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
Biogen Inc.
By: /s/ Wendell Taylor
Wendell Taylor
Assistant Secretary
Date: June 29, 2023