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):

May 12, 2011

GILEAD SCIENCES, INC.

(Exact name of registrant as specified in its charter)

333 LAKESIDE DRIVE, FOSTER CITY, CALIFORNIA

(Address of principal executive offices)

94404

(Zip Code)

(650) 574-3000

(Registrant’s telephone number, including area code)

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:

SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

Approval of the Amended and Restated Code Section 162(m) Bonus Plan and Performance-Based Provisions

On January 20, 2011, the Compensation Committee (the Committee) of the Board of Directors (the Board) of Gilead Sciences, Inc. (the Company) approved the Amended and Restated Gilead Sciences, Inc. Code Section 162(m) Bonus Plan (the 162(m) Plan), subject to stockholder approval. The 162(m) Plan is intended to serve the following purposes:

The 162(m) Plan, including certain specific performance-based provisions, was approved by the Company’s stockholders at the 2011 Annual Meeting of Stockholders on May 12, 2011 (the Annual Meeting). The 162(m) Plan will be effective January 1, 2011. The 162(m) Plan is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated by reference herein.

On January 20, 2011, the Board adopted amendments to the Company’s Restated Certificate of Incorporation (the Restated Certificate) to increase adopt majority voting standards. On May 12, 2011, the stockholders of the Company approved these amendments to the Company’s Restated Certificate at the Annual Meeting. The Restated Certificate of Incorporation is attached to this Current Report on Form 8-K as Exhibit 3.1 and incorporated by reference herein.

On May 12, 2011, our Board approved amendments to the Company’s Amended and Restated Bylaws to adopt majority voting standards. At the Annual Meeting, the stockholders of the Company also approved amendments to Gilead’s Amended and Restated Bylaws to permit holders of at least 20% of the voting power of the outstanding capital stock to call a special meeting of stockholders. The Amended and Restated Bylaws are attached to this Current Report on Form 8-K as Exhibit 3.2 and incorporated by reference herein.

The Annual Meeting was held in Millbrae, California. Of the 792,970,753 shares of our common stock entitled to vote at the meeting, 673,159,252 shares were represented at the meeting in person or by proxy, constituting a quorum. The voting results are presented below.

Our stockholders elected 12 directors to serve for the ensuing year and until their successors are elected and qualified, or until their earlier death, resignation or removal. The votes regarding the election of directors were as follows:

Our stockholders ratified the selection of Ernst & Young LLP by the Audit Committee of our Board of Directors as our independent registered public accounting firm for the fiscal year ending December 31, 2011. The proposal received the following votes:

Our stockholders approved the Amended and Restated Gilead Sciences, Inc. Code Section 162(m) Bonus Plan and certain performance-based provisions thereunder. The proposal received the following votes:

Our stockholders approved amendments to Gilead’s Restated Certificate of Incorporation to adopt majority voting standards. The proposal received the following votes:

Our stockholders approved amendments to Gilead’s Amended and Restated Bylaws to permit holders of at least 20% of the voting power of the outstanding capital stock to call a special meeting of stockholders. The proposal received the following votes:

Our stockholders approved the advisory resolution approving the compensation of our named executive officers as presented in the Company’s 2011 proxy statement related to the Annual Meeting (the 2011 Proxy Statement). The proposal received the following votes:

With respect to the advisory vote on the the frequency with which executive compensation will be subject to future advisory stockholder votes, our stockholders approved the option of once every “One Year”. The proposal received the following votes:

In accordance with the Board’s recommendation as set forth in the 2011 Proxy Statement, and based on the voting results for this proposal, the Company determined that an advisory vote to approve the compensation of the named executive officers of the Company will be conducted on an annual basis, until the next advisory vote on this matter is held.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

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 17, 2011

Exhibit Index