Item 5.07 Submission of Matters to a Vote of Security Holders

At the Annual Meeting of the Stockholders of Nektar Therapeutics, a Delaware corporation (the "Company"), held on June 17, 2020 (the "Annual Meeting"), the following actions were taken. The proposals below are described in detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2020.





Proposal 1

Each of the individuals listed below was elected, by a majority of the votes cast at the Annual Meeting and entitled to vote on the election of directors, to serve on the Board until the Company's 2023 Annual Meeting of Stockholders.





Nominee               For       Percent For    Against    Abstain   Broker Non-Votes
Karin Eastham     145,797,601      96.9%      4,740,320   110,943      15,138,152
Myriam J. Curet   150,190,397      99.8%       350,696    107,771      15,138,152
Howard W. Robin   148,279,944      98.5%      2,273,368   95,552       15,138,152

In addition to the directors elected above, Jeff Ajer, Robert B. Chess, R. Scott Greer, Lutz Lingnau, and Roy A. Whitfield, continue to serve as directors after the Annual Meeting.





Proposal 2

The proposal to approve an amendment to the Amended and Restated 2017 Performance Incentive Plan to increase the aggregate number of shares of Common Stock authorized for issuance thereunder by 10,000,000 shares was approved with approximately 89% of the shares present or represented and voting at the Annual Meeting voting for the proposal and approximately 11% voting against the proposal.





    For        Against     Abstain
134,626,381   15,867,464   155,019




Proposal 3

The proposal to approve an amendment and restatement of the Company's Amended and Restated Employee Stock Purchase Plan to increase the aggregate number of shares of Common Stock authorized for issuance under the plan by 1,000,000 shares was approved with approximately 99% of the shares present or represented and voting at the Annual Meeting voted for the proposal and approximately 1% voting against the proposal.





    For        Against    Abstain
149,354,236   1,192,673   101,955




Proposal 4

The proposal to ratify the appointment, by the audit committee of the Board, of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2020 was approved with approximately 99% of the shares present or represented and voting at the Annual Meeting voting for the proposal and approximately 1% voting against the proposal.





    For        Against    Abstain
163,512,601   2,151,065   123,350




Proposal 5

The proposal to approve the compensation of the Company's Named Executive Officers, on a non-binding advisory basis, was approved with approximately 98% of the shares present or represented and voting at the Annual Meeting voting for the proposal and approximately 2% voting against the proposal.







    For        Against    Abstain
147,376,158   3,107,289   165,417


Item 8.01 Other Information

Also on June 17, 2020, to facilitate board member transitions and the replenishment of board composition, the Board of Directors of the Company adopted a policy with respect to the exercisability of vested options upon directors' departure or retirement from the Board. Under the policy, all directors shall have up to 36 months to exercise options that are vested as of the final date of board service, provided that the exercise period shall not exceed the original expiration date of such vested options, and further provided that any director who is also an employee of the Company as of their final date of board service shall have had an employment or other service relationship (other than board service) with the Company for at least ten years and be aged 65 or older.

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