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

 of report (Date of earliest event reported): June 23, 2016

 

NEKTAR THERAPEUTICS

(Exact Name of Registrant as Specified in Charter)

 

Delaware   0-24006   94-3134940

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

455 Mission Bay Boulevard South

San Francisco, California 94158

(Address of Principal Executive Offices and Zip Code)

 

Registrant’s telephone number, including area code: (415) 482-5300

 

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))

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

 At the 2016 Annual Meeting of Stockholders of Nektar Therapeutics, a Delaware corporation (the “Company”), held on June 23, 2016 (the “Annual Meeting”), the following actions were taken. The proposals below are described in detail in the Company’s definitive proxy statement dated May 13, 2016 for the Annual Meeting.

 

Proposal 1

 

Each of the individuals listed below was elected, by a majority of the votes cast at the Annual Meeting and entitled to vote on the election of directors, to serve on the Board of Directors of the Company until the 2019 Annual Meeting of Stockholders.

 

Nominee  For   Against   Abstain   Broker
Non-Votes
 
R. Scott Greer   109,463,072    4,892,954    37,614    13,262,099 
Christopher A. Kuebler   108,592,953    5,763,574    37,113    13,262,099 
Lutz Lingnau   108,717,203    5,638,599    37,838    13,262,099 

 

In addition to the directors elected above, Robert B. Chess, Joseph J. Krivulka, Howard W. Robin, Roy A. Whitfield and Dennis Winger continue to serve as directors after the Annual Meeting.

 

Proposal 2

 

The proposal to ratify the appointment, by the audit committee of the Board of Directors, of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2016, as described in the proxy materials, was approved with approximately 99% of the shares present or represented and voting at the Annual Meeting voting for the proposal and approximately 1% voting against the proposal.

 

For     Against     Abstain  
  126,889,341       733,721       32,677  

 

Proposal 3

 

The proposal to approve the compensation of the Company’s Named Executive Officers, on a non-binding advisory basis, was approved with approximately 97% of the shares present or represented and voting at the Annual Meeting voting for the proposal and approximately 3% voting against the proposal.

 

For     Against     Abstain     Broker Non-Votes  
  110,538,457       3,339,400       515,783       13,262,099  

 

 

 

 

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.

 

  NEKTAR THERAPEUTICS
     
Date: June 27, 2016 By: /s/ Gil M. Labrucherie
    Gil M. Labrucherie
Senior Vice President and Chief Financial Officer