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 9, 2014

 

 

ACTAVIS plc

(Exact name of registrant as specified in its charter)

 

 

 

Ireland		000-55075		98-1114402
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1 Grand Canal Square, Docklands

Dublin 2, Ireland

(Address of Principal Executive Offices)

(862) 261-7000

(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:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

On May 9, 2014, Actavis plc (the “Company”) held its 2014 Annual Meeting of Shareholders (the “Annual Meeting”) in Dublin, Ireland. At the Annual Meeting, the Company’s shareholders voted on a total of four proposals, as described below.

 

1.

Election of Directors:

The following directors were elected to the Company’s Board of Directors for a term of one year expiring at the Annual Meeting of Shareholders in 2015, with voting results as follows:

 

		For				Against				Abstain				Broker Non-Votes
Paul M. Bisaro			135,578,198				2,659,631				1,949,429				14,211,411
James H. Bloem			139,429,926				272,284				485,048				14,211,411
Christopher W. Bodine			137,748,748				1,957,818				480,692				14,211,411
Tamar D. Howson			138,303,862				1,404,078				479,318				14,211,411
John A. King			139,450,782				257,498				478,978				14,211,411
Catherine M. Klema			139,190,345				509,866				487,047				14,211,411
Jiri Michal			139,284,385				407,800				495,073				14,211,411
Sigurdur Oli Olafsson			138,623,765				1,080,140				483,353				14,211,411
Patrick J. O’Sullivan			139,525,305				172,774				489,179				14,211,411
Ronald R. Taylor			138,259,853				1,447,636				479,769				14,211,411
Andrew L. Turner			138,357,360				1,351,177				478,721				14,211,411
Fred G. Weiss			137,876,179				1,826,844				484,235				14,211,411

 

2.

Advisory Vote on the Compensation of Our Named Executive Officers:

The Company’s shareholders voted to approve, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers, as such compensation was described in the Compensation Discussion and Analysis, compensation tables and narrative discussion set forth in the Company’s 2014 Proxy Statement, with voting results as follows:

 

For		Against		Abstain		Broker Non-Votes
135,955,245		3,196,450		1,035,563		14,211,411

 

3.

Ratification of the Appointment of PricewaterhouseCoopers LLP:

The Company’s shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014, with voting results as follows:

 

For		Against		Abstain		Broker Non-Votes
151,628,584		2,210,568		559,517		(0)

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4.

Non-Binding Shareholder Proposal Requesting the Company to issue a sustainability report:

The Company’s shareholders rejected a non-binding shareholder proposal that the Company issue a sustainability report, with voting results as follows:

 

For		Against		Abstain		Broker Non-Votes
44,758,756		58,288,386		37,140,116		14,211,411

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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.

Dated: May 12, 2014