Form 8-K for SUNESIS PHARMACEUTICALS INC
10-Jun-2015
Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders.
The 2015 Annual Meeting of Stockholders, or the Annual Meeting, was held on June 8, 2015. Proxies for the Annual Meeting were solicited by the Board of Directors pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition to the Board of Directors' solicitation. There were 70,617,432 shares of common stock entitled to vote at the Annual Meeting. A total of 58,562,147 shares were represented at the Annual Meeting in person or by proxy. The final votes on the proposals presented at the meeting were as follows:
Proposal No. 1
Steve R. Carchedi, Helen S. Kim and Dayton Misfeldt were elected as Class I
directors to hold office until the 2018 Annual Meeting of Stockholders by the
following vote:
Nominee For Withheld Broker Non-Votes
Steve R. Carchedi 39,204,919 107,721 19,249,507
Helen S. Kim 39,188,328 124,312 19,249,507
Dayton Misfeldt 39,087,283 225,357 19,249,507
In addition to the directors elected above, James W. Young, Steve B. Ketchum and Homer L. Pearce will continue to serve as Class II directors until the 2016 Annual Meeting of Stockholders and until their successors are elected and have qualified, or until their earlier death, resignation or removal. Matthew K. Fust, David C. Stump and Daniel N. Swisher, Jr. will continue to serve as Class III directors until the 2017 Annual Meeting of Stockholders and until their successors are elected and have qualified, or until their earlier death, resignation or removal.
Proposal No. 2
The vote, on an advisory basis, of the compensation of our named executive officers as disclosed in the 2015 proxy statement, filed with the Securities and Exchange Commission on April 28, 2015, was approved by the following vote:
For Against Abstain Broker Non-Votes 32,907,344 6,226,298 178,998 19,249,507
Proposal No. 3
The selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2015 was ratified by the following vote:
For Against Abstain 58,348,763 177,401 35,983
