UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the 2022 Annual General Meeting of Shareholders (the “Annual Meeting”) of RVL Pharmaceuticals plc (the “Company”) held on June 16, 2022, the Company’s shareholders voted on the following proposals:
· | Election of the directors of the Company, each to serve a term extending until the conclusion of the Company’s next annual general meeting of shareholders; |
· | Ratification, in a non-binding advisory vote, of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2022, and authorization, in a binding vote, of the Company’s board of directors, acting through the audit committee, to set the independent registered public accounting firm’s remuneration; and |
· | Approval of a waiver of offer obligations under Rule 9 of the Irish Takeover Rules to enable acquisition of shares by the Company’s major shareholders and certain members of its management team. |
The final voting results for the Annual Meeting are as follows:
1. The Company’s shareholders elected Brian Markison, Joaquin Benes, David Burgstahler, Gregory L. Cowan, Michael DeBiasi, Sriram Venkataraman and Juan Vergez as directors, each to serve a term extending until the conclusion of the Company’s next annual general meeting of shareholders or until his successor is duly elected and qualified or until his death, resignation or removal, based on the following votes:
For | Against | Abstain | Broker Non-Votes | |||||||||||||
Brian Markison | 63,222,617 | 320,044 | 321,178 | 8,959,629 | ||||||||||||
Joaquin Benes | 60,694,113 | 2,739,565 | 430,161 | 8,959,629 | ||||||||||||
David Burgstahler | 60,735,617 | 2,699,108 | 429,114 | 8,959,629 | ||||||||||||
Gregory L. Cowan | 62,977,297 | 402,404 | 484,138 | 8,959,629 | ||||||||||||
Michael DeBiasi | 63,058,279 | 374,377 | 431,183 | 8,959,629 | ||||||||||||
Sriram Venkataraman | 63,053,715 | 299,471 | 510,653 | 8,959,629 | ||||||||||||
Juan Vergez | 58,199,214 | 5,357,824 | 306,801 | 8,959,629 |
2. The Company’s shareholders ratified, in a non-binding advisory vote, the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2022, and authorized, in a binding vote, the Company’s board of directors, acting through the audit committee, to set the independent registered public accounting firm’s remuneration, based on the following votes:
For | Against | Abstain | ||
71,892,258 | 813,415 | 117,795 |
3. The independent shareholders approved a waiver of offer obligations under Rule 9 of the Irish Takeover Rules to enable acquisition of shares by the Company’s major shareholders and certain members of its management team, based on the following votes:
For | Against | Abstain | ||
28,894,940 | 1,340,770 | 1,357,185 |
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.
RVL PHARMACEUTICALS PLC | ||
By: | /s/ Brian Markison | |
Brian Markison | ||
Chief Executive Officer |
Date: June 17, 2022