8-KShareholder Matters

PFIZER INC 8-K Report, Shareholder Vote Results (Apr 27, 2012)

Filed April 27, 2012For Securities:PFE

Summary

Pfizer Inc. (PFE) filed an 8-K on April 27, 2012, reporting the results of its Annual Meeting of Shareholders held on April 26, 2012. The primary focus of this filing is the shareholder voting outcomes on various proposals. All director nominees were elected for one-year terms with substantial support. Shareholders also ratified the appointment of KPMG LLP as the independent registered public accounting firm for 2012 and approved, on an advisory basis, the compensation of the company's Named Executive Officers. Several shareholder proposals, including those related to political contributions, action by written consent, special shareholder meetings, and an advisory vote on director pay, did not receive majority approval from shareholders.

Key Highlights

  • 1All director nominees for Pfizer's Board of Directors were elected for one-year terms with significant majority votes.
  • 2Shareholders overwhelmingly approved the ratification of KPMG LLP as Pfizer's independent registered public accounting firm for 2012.
  • 3An advisory vote on the compensation of the Company's Named Executive Officers was approved by shareholders.
  • 4A shareholder proposal regarding the publication of political contributions was not approved, receiving substantial opposition.
  • 5A shareholder proposal concerning the ability of shareholders to act by written consent also failed to gain majority approval.
  • 6A shareholder proposal advocating for special shareholder meetings did not pass, with a majority voting against it.
  • 7An advisory vote on director pay, as presented by shareholders, was not approved, indicating shareholder dissent on this specific issue.

Frequently Asked Questions

This 8-K filing was made to report the official results of Pfizer Inc.'s Annual Meeting of Shareholders held on April 26, 2012. It details how shareholders voted on the election of directors and various corporate proposals.

Yes, all the nominees for election to Pfizer's Board of Directors were successfully elected, each for a one-year term. The voting results show strong support from shareholders for the proposed directors.

Yes, shareholders ratified the appointment of KPMG LLP as Pfizer's independent registered public accounting firm for the fiscal year 2012. This proposal received a significant majority of the votes cast.

Shareholders approved, on an advisory basis, the compensation of the Company's Named Executive Officers. This means shareholders provided their "say on pay" in favor of the compensation as presented.

Several shareholder proposals did not receive majority approval. These included proposals on the publication of political contributions, action by written consent, holding special shareholder meetings, and an advisory vote on director pay.