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): June 20, 2018
Blueprint Medicines Corporation
(Exact name of registrant as specified in its charter)
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Delaware |
001-37359 |
26-3632015 |
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(State or other jurisdiction |
(Commission File Number) |
(I.R.S. Employer |
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45 Sidney Street |
02139 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (617) 374-7580
(Former name or former address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
Blueprint Medicines Corporation (the “Company”) held its annual meeting of stockholders on June 20, 2018. The following is a summary of the matters voted on at the meeting.
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1. |
The Company’s stockholders elected Daniel S. Lynch, George D. Demetri, M.D. and Lynn Seely, M.D. as Class III directors, each to serve until the 2021 annual meeting of stockholders and until his or her successor has been duly elected and qualified. The results of the stockholders’ vote with respect to the election of such Class III directors were as follows: |
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Votes For |
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Votes Withheld |
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Broker Non-Votes |
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Daniel S. Lynch |
32,852,065 |
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6,048,688 |
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2,467,641 |
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George D. Demetri, M.D. |
32,196,702 |
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6,704,051 |
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2,467,641 |
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Lynn Seely, M.D. |
33,062,895 |
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5,837,858 |
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2,467,641 |
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2. |
The Company’s stockholders approved the non-binding, advisory vote on the compensation paid to its named executive officers. The results of the stockholders’ non-binding, advisory vote with respect to compensation paid to the Company’s named executive officers were as follows: |
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Votes For |
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Votes Against |
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Votes Abstaining |
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Broker Non-Votes |
| 38,403,708 |
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492,764 |
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4,281 |
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2,467,641 |
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3. |
The Company’s stockholders determined that future advisory votes on the compensation paid to its named executive officers would be held every year. The results of the stockholders’ non-binding, advisory vote with respect to the frequency of future advisory votes on the compensation paid to the Company’s named executive officers were as follows: |
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1 Year |
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2 Years |
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3 Years |
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Votes Abstaining |
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Broker Non-Votes |
| 38,805,413 |
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2,111 |
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91,145 |
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2,084 |
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2,467,641 |
After taking into consideration the foregoing voting results and the prior recommendation of the Company’s Board of Directors (the “Board”) in favor of an annual stockholder advisory vote on the compensation of the Company’s named executive officers, the Board intends to hold future advisory votes on the compensation of the Company’s named executive officers every year.
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4. |
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting for the fiscal year ending December 31, 2018. The results of the stockholders’ vote with respect to such ratification were as follows: |
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Votes For |
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Votes Against |
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Votes Abstaining |
| 41,340,067 |
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7,941 |
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20,386 |
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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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BLUEPRINT MEDICINES CORPORATION |
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Date: June 22, 2018 |
By: |
/s/ Tracey L. McCain |
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Tracey L. McCain |
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Chief Legal Officer |
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