SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 2, 2011
CUBIST PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
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0-21379 |
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22-3192085 |
(State or Other Jurisdiction |
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(Commission |
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(IRS Employer |
of Incorporation) |
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File Number) |
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Identification No.) |
65 Hayden Avenue, Lexington, Massachusetts 02421
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (781) 860-8660
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
Cubist Pharmaceuticals, Inc. (Cubist) held its Annual Meeting of Stockholders on June 2, 2011 (the Annual Meeting). At the Annual Meeting, Cubists stockholders elected Martin Rosenberg, Matthew Singleton, and Michael Wood as Class III directors to serve on Cubists Board of Directors for terms scheduled to end at Cubists 2014 Annual Meeting of Stockholders. The results of the stockholders votes with respect to the election of such directors were as follows:
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For |
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Withheld |
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Broker Non-Votes |
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Martin Rosenberg |
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47,825,964 |
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324,102 |
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4,203,137 |
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Matthew Singleton |
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47,614,056 |
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536,020 |
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4,203,137 |
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Michael Wood |
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47,796,529 |
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353,547 |
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4,203,137 |
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In addition, at the Annual Meeting, Cubists stockholders voted upon the following proposals: (1) an advisory vote on the compensation paid to Cubists named executive officers, (2) the ratification of PricewaterhouseCoopers LLP as Cubists independent registered public accounting firm for the fiscal year ending December 31, 2011, and (3) an advisory vote on how frequently Cubist should seek approval, on an advisory basis, from its stockholders on the compensation paid to its named executive officers. The results of the stockholders votes with respect to these three proposals were as follows:
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Broker |
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For |
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Against |
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Abstain |
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Non-Votes |
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Advisory vote on executive compensation |
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47,651,033 |
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363,821 |
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135,221 |
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4,203,128 |
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Ratification of our Independent Registered Public Accounting Firm |
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50,166,073 |
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1,158,831 |
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1,028,299 |
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0 |
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Broker |
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1 Year |
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2 Years |
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3 Years |
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Abstain |
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Non-Votes |
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Advisory vote on frequency of executive compensation advisory votes |
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28,648,023 |
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342,595 |
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19,038,554 |
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120,915 |
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4,203,116 |
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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.
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CUBIST PHARMACEUTICALS, INC. | |
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By: |
/s/ Tamara L. Joseph |
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Tamara L. Joseph |
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Senior Vice President, General Counsel and |
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Dated: June 6, 2011 |
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