Gilead Sciences, Inc DEFA14A, filed Mar 28, 2024
Gilead Sciences, Inc. (GILD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
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Filed by the Registrant |  |
Filed by a Party other than the Registrant |
| Check the appropriate box: | |
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(E)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material under §240.14a-12 |
GILEAD SCIENCES, INC.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| Payment of Filing Fee (Check all boxes that apply): | |
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No fee required. |
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Fee paid previously with preliminary materials. |
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
 GILEAD SCIENCES, INC. |
Your Vote Counts! GILEAD SCIENCES, INC. 2024 Annual Meeting Vote by May 7, 2024
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| V38288-P05192 | |||||
You
invested in GILEAD SCIENCES, INC. and it’s time to vote!
This is an important notice regarding the availability
of proxy materials for the stockholder meeting to
be held on May 8, 2024, 10:00 a.m. Pacific Time,
virtually at www.virtualshareholdermeeting.com/GILD2024.
Get informed before you vote
You can view the Notice and Proxy Statement and Form 10-K online by visiting www.ProxyVote.com OR you can receive a free paper or email copy of the material(s) by making a request prior to April 24, 2024. To submit a request for a paper or email copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
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For complete information and to vote, visit www.ProxyVote.com | |
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Smartphone users
Point your camera here and vote without entering a control number |
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Vote Virtually at the Meeting* May 8, 2024
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Virtually at: |
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* Please check the meeting materials for any special requirements for meeting attendance. |
| Vote at www.ProxyVote.com |
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the upcoming Annual Meeting. We encourage you to access and review all of the important information contained in the proxy materials before voting. Please follow the instructions on the reverse side to obtain the proxy materials and to vote on these important matters.
| Voting Items | Board Recommends | ||||||
| 1. | To elect the nine director nominees to be named in the Proxy Statement to serve for the next year and until their successors are elected and qualified. | ||||||
| Nominees: | |||||||
| 1a. | Jacqueline K. Barton, Ph.D. |  |
For | ||||
| 1b. | Jeffrey A. Bluestone, Ph.D. | |
For | ||||
| 1c. | Sandra J. Horning, M.D. | |
For | ||||
| 1d. | Kelly A. Kramer | |
For | ||||
| 1e. | Ted W. Love, M.D. | |
For | ||||
| 1f. | Harish Manwani | |
For | ||||
| 1g. | Daniel P. O’Day | |
For | ||||
| 1h. | Javier J. Rodriguez | |
For | ||||
| 1i. | Anthony Welters | |
For | ||||
| 2. | To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024. | |
For | ||||
| 3. | To approve, on an advisory basis, the compensation of our Named Executive Officers as presented in the Proxy Statement. | |
For | ||||
| 4. | To approve an amendment to our Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation. | |
For | ||||
| 5. | To vote on a stockholder proposal requesting that the Board include one member from the Company’s non-management employees. |  |
Against | ||||
| 6. | To vote on a stockholder proposal requesting that the Board issue a report detailing the risks and costs to the Company caused by opposing or otherwise altering Company policy in response to state policies regulating abortion, and detailing any strategies beyond litigation and legal compliance that the Company may deploy to minimize or mitigate these risks. | |
Against | ||||
| 7. | To vote on a stockholder proposal requesting that the Board adopt a policy requiring the Company’s named executive officers to retain at least 25% of net-after tax shares of stock acquired through equity pay programs until reaching normal retirement age (at least age 60). | |
Against | ||||
| Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. |
V38289-P05192