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IRWD > SEC Filings for IRWD > Form 8-K on 9-Jun-2014All Recent SEC Filings

Show all filings for IRONWOOD PHARMACEUTICALS INC

Form 8-K for IRONWOOD PHARMACEUTICALS INC


9-Jun-2014

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders

On June 3, 2014, at the 2014 Annual Meeting of Stockholders (the "Annual Meeting") of Ironwood Pharmaceuticals, Inc. (the "Company"), the stockholders of the Company voted on the following proposals:

Re-election of three Class I directors of the Company, each to serve a three-year term;

Approval, by non-binding advisory vote, of the compensation of the Company's named executive officers, as disclosed in the Company's proxy statement for the Annual Meeting; and

Ratification of the audit committee's selection of Ernst & Young LLP as the Company's independent registered public accounting firm for 2014.

The final voting results for the Annual Meeting are as follows:

1. The stockholders re-elected Bryan E. Roberts, Julie H. McHugh and Peter M. Hecht as Class I directors, each to serve on the board of directors of the Company for a three-year term until the annual meeting of stockholders to be held in 2017 or until his or her successor is duly elected and qualified or until his or her death, resignation or removal, based on the following votes:

Director Nominee       For       Withheld    Broker Non-Votes

Bryan E. Roberts   101,825,383   2,844,836         11,328,081

Julie H. McHugh    104,284,319     385,900         11,328,081

Peter M. Hecht     103,084,141   1,586,078         11,328,081

2. The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers, as disclosed in the Company's proxy statement for the Annual Meeting, based on the following votes:

For Against Abstain Broker Non-Votes

104,150,086 307,407 212,726 11,328,081

3. The stockholders ratified the audit committee's selection of Ernst & Young LLP as the Company's independent registered public accounting firm for 2014, based on the following votes:

For Against Abstain Broker Non-Votes

114,702,135 1,270,925 25,240 0


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