Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
1997 Employee Stock Purchase Plan Amendment
At the Annual Meeting of
Item 5.07 Submission of Matters to a Vote of Security Holders.
The following actions were taken at the Annual Meeting:
1. The following Directors were elected:
Broker Non- For Against Abstain Votes Julian C. Baker 175,402,112 9,951,833 401,399 11,420,146 Jean-Jacques Bienaimé 182,370,393 2,883,370 501,581 11,420,146 Paul J. Clancy 181,708,996 3,540,142 506,206 11,420,146 Wendy L. Dixon 183,253,140 2,096,491 405,713 11,420,146 Jacqualyn A. Fouse 177,261,482 8,037,046 456,816 11,420,146 Paul A. Friedman 144,968,103 40,399,927 387,314 11,420,146 Edmund P. Harrigan 183,660,200 1,647,721 447,423 11,420,146 Katherine A. High 184,335,773 962,274 457,297 11,420,146 Hervé Hoppenot 174,678,396 9,919,074 1,157,874 11,420,146
2. The compensation of the Company's named executive officers was approved, on a
non-binding advisory basis.
For Against Abstain Broker Non-Votes 167,308,259 18,051,368 395,717 11,420,146
3. The amendment to the Company's 1997 Employee Stock Purchase Plan was approved.
For Against Abstain Broker Non-Votes 184,246,118 1,145,876 363,350 11,420,146
4. The appointment of
public accounting firm for the 2020 fiscal year was ratified.
For Against Abstain 190,875,092 5,854,163 446,235
5. The stockholder proposal on whether the chairman of the board should be an
independent director was not approved.
For Against Abstain Broker Non-Votes 62,133,761 122,764,201 857,382 11,420,146
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits 10.1 1997 Employee Stock Purchase Plan ofIncyte Corporation , as amended.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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