Submission of Matters to a Vote of Security Holders.
On June 10, 2021, Endo International plc (the Company) held its 2021 Annual General Meeting of Shareholders (the Annual Meeting) in Dublin, Ireland. As noted below, shareholders approved all matters voted on at the Annual Meeting.
The matters voted on by shareholders at the Annual Meeting and the results of such voting are set forth below.
1.The proposal to elect, by separate resolutions, the following directors, representing all of the members of the Board of Directors of the Company (the Board), to serve until the next annual general meeting of shareholders or until their death, resignation or removal, if earlier, was approved based upon the following votes:
|
Nominee
|
Votes For Approval
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
Mark G. Barberio
|
155,617,712
|
11,364,783
|
85,535
|
29,184,386
|
Jennifer M. Chao
|
156,445,207
|
10,545,878
|
76,945
|
29,184,386
|
Blaise Coleman
|
158,996,720
|
7,995,794
|
75,516
|
29,184,386
|
Shane M. Cooke
|
148,451,363
|
18,529,933
|
86,734
|
29,184,386
|
Nancy J. Hutson, Ph.D.
|
158,373,068
|
8,621,190
|
73,772
|
29,184,386
|
Michael Hyatt
|
155,573,113
|
11,397,410
|
97,507
|
29,184,386
|
William P. Montague
|
155,323,681
|
11,657,019
|
87,330
|
29,184,386
|
M. Christine Smith, Ph.D.
|
159,062,066
|
7,932,823
|
73,141
|
29,184,386
|
2.The proposal to approve, on an advisory basis, the compensation of the Company's named executive officers was approved based upon the following votes:
|
Votes for approval
|
110,563,339
|
Votes against
|
56,325,389
|
Abstentions
|
179,302
|
Broker non-votes
|
29,184,386
|
3.The proposal to renew the Board's existing authority to issue shares under Irish law was approved based upon the following votes:
|
Votes for approval
|
170,828,803
|
Votes against
|
25,306,096
|
Abstentions
|
117,517
|
4.The proposal to renew the Board's existing authority to opt-out of statutory pre-emption rights under Irish law was approved based upon the following votes:
|
Votes for approval
|
174,417,038
|
Votes against
|
21,612,334
|
Abstentions
|
223,044
|
5.The proposal to approve the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021 and to authorize the Board, acting through the Audit & Finance Committee, to determine the independent registered public accounting firm's remuneration was approved based upon the following votes:
|
Votes for approval
|
182,165,494
|
Votes against
|
14,007,439
|
Abstentions
|
79,483
|
6.Such other matters as may properly come before the Annual Meeting or any adjournment or postponement thereof:
None.
Financial Statements and Exhibits.
(d) Exhibits.
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Number
|
Description
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|