01—Abstract
Summary
Summary of the 8-K filed June 6, 2024. Cited figures are marked; the original filing is the authoritative source.
Teva Pharmaceutical Industries Limited held its Annual Meeting of shareholders on June 6, 2024, and this Form 8-K reports the voting results on four matters.
Shareholders elected Prof. Varda Shalev to the Board for a term ending at the 2026 annual meeting, and elected Rosemary A. Crane, Gerald M.
Lieberman and Prof. Ronit Satchi-Fainaro to terms ending at the 2027 annual meeting. Each director received more votes For than Against, though Rosemary A.
Crane's Against count of 181,995,022 was substantial. Shareholders approved, on a non-binding advisory basis, the compensation of the named executive officers, with 571,822,049 votes For, 120,609,632 Against and 3,493,266 Abstaining. On the frequency of future say-on-pay votes, 536,980,720 shares favored one year, 593,460 favored two years and 104,041,544 favored three years.
Based on these results, the Board determined that the advisory say-on-pay vote will be held annually. Shareholders also approved the appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as independent registered public accounting firm until the 2025 annual meeting, with 731,150,255 votes For, 30,335,560 Against and 5,096,971 Abstaining. Each proposal reported 77,433,361 broker non-votes, except the auditor appointment, which reported none.
02—Key points
Key Highlights
- Prof. Varda Shalev was elected to the Board for a term ending at the 2026 annual meeting, with 602,030,429 votes For and 91,772,897 Against.
- Rosemary A. Crane, Gerald M. Lieberman and Prof. Ronit Satchi-Fainaro were elected to terms ending at the 2027 annual meeting, with For votes of 511,812,296, 560,335,672 and 517,677,574 respectively.
- Named executive officer compensation was approved on a non-binding advisory basis, with 571,822,049 votes For and 120,609,632 Against.
- Shareholders favored holding the say-on-pay vote every one year (536,980,720 votes), and the Board determined that the advisory vote will be conducted annually.
- Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., was approved as independent registered public accounting firm until the 2025 annual meeting, with 731,150,255 votes For.
- Each director and say-on-pay proposal recorded 77,433,361 broker non-votes.
03—Questions
Frequently Asked Questions
Which directors were elected at the June 6, 2024 Annual Meeting, and for how long?
Prof. Varda Shalev was elected to serve until Teva's 2026 annual meeting of shareholders. Rosemary A. Crane, Gerald M. Lieberman and Prof. Ronit Satchi-Fainaro were elected to serve until Teva's 2027 annual meeting of shareholders.
Did shareholders approve executive compensation?
Yes. On a non-binding advisory basis, shareholders approved the compensation of the named executive officers listed in the proxy statement, with 571,822,049 votes For, 120,609,632 Against, 3,493,266 Abstaining and 77,433,361 broker non-votes.
How often will the advisory say-on-pay vote be held?
Shareholders recommended, on a non-binding advisory basis, holding the vote every one year, with 536,980,720 votes for that option. Based on these results, the Board of Directors determined that the advisory vote will be conducted on an annual basis.
Who was approved as Teva's independent registered public accounting firm?
Shareholders approved Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., to serve as independent registered public accounting firm until the 2025 annual meeting of shareholders, with 731,150,255 votes For, 30,335,560 Against and 5,096,971 Abstaining.
04—Continue