-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SHq5DiiUwEBJZTaMlclXAtuwYJlI8l3E8+QJp+yPmTi+Z1362q9mBIgoN9JFkTiw wfXdGPxpAJhFBBa9lVzwmQ== 0001104659-07-043617.txt : 20070529 0001104659-07-043617.hdr.sgml : 20070528 20070529172635 ACCESSION NUMBER: 0001104659-07-043617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070518 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070529 DATE AS OF CHANGE: 20070529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARQULE INC CENTRAL INDEX KEY: 0001019695 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 043221586 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21429 FILM NUMBER: 07884625 BUSINESS ADDRESS: STREET 1: 19 PRESIDENTIAL WAY CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 781-994-0300 MAIL ADDRESS: STREET 1: 19 PRESIDENTIAL WAY CITY: WOBURN STATE: MA ZIP: 01801 8-K 1 a07-15271_18k.htm 8-K

 

 

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

Date of Report (Date of earliest event reported): May 18, 2007

ARQULE, INC.

(Exact Name of Issuer as Specified in Charter)

Delaware

 

000-21429

 

04-3221586

(State or other jurisdiction

 

(Commission File Number)

 

(I.R.S. Employer

of incorporation)

 

 

 

Identification No.)

 

19 Presidential Way

Woburn, MA

(Address of principal executive offices)

01801

(Zip code)

(781) 994-0300

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

Section 8—Other Events

Item 8.01   Other Events.

On May 18, 2007 at the 2007 Annual Meeting of Stockholders of ArQule, Inc. (the “Registrant”) the stockholders voted:

1.             To elect Michael D. Loberg and Nancy A. Simonian as directors to hold office for a term of three years and until their respective successors are elected and qualified;

2.             To approve an amendment to the Registrant’s Amended and Restated 1996 Director Stock Option Plan to increase the number of shares of common stock available for awards under such plan by 250,000 from 500,500 to 750,500 shares of common stock;

3.             To approve an amendment to the Registrant’s Amended and Restated 1996 Employee Stock Purchase Plan to increase the number of shares of common stock available for purchase by participants in such plan by 370,000 from 1,230,000 to 1,600,000 shares of common stock; and

4.             To ratify the appointment of PricewaterhouseCoopers LLP, an independent registered public accounting firm, to audit our financial statements for the fiscal year ending December 31, 2007.

Section 9—Financial Statements and Exhibits

Item 9.01   Financial Statements and Exhibits.

(d)  Exhibits

99.1  Report of Matters Voted Upon by Stockholders

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.

ARQULE, INC.

 

(Registrant)

 

 

 

 

 

/s/ Peter S. Lawrence

 

Peter S. Lawrence

 

Executive Vice President, Chief Business
Officer, General Counsel and Secretary

 

May 29, 2006



 

Exhibit 99.1

ARQULE, INC.
2007 Annual Meeting of Stockholders

Report of Matters Voted Upon by Stockholders

1.             The 2007 Annual Meeting of Stockholders of the Registrant (the “Annual Meeting”) of ArQule, Inc., a Delaware corporation (the “Company”) was held on May 18, 2007 at The Museum of Science, Science Park, Boston, Massachusetts, commencing at 9:00 a.m., pursuant to notice properly given.

2.             At the close of business on March 30, 2007, the record date for the determination of stockholders entitled to vote at the Annual Meeting, the outstanding voting securities of the Registrant consisted of 35,831,456 shares of common stock, $0.01 par value.  Each of the outstanding shares was entitled to one vote on the matters to come before the Annual Meeting.

3.             At the Annual Meeting 27,448,746 shares, or 76.6%, of the Registrant’s issued and outstanding common stock, were represented in person or by proxy, constituting a quorum.

4.             At the Annual Meeting, each of the following nominees for director received the respective number of votes set forth opposite his name, constituting a plurality of the votes cast, and therefore he has been duly elected as a director of the Company.

 

Number of

 

Number of Votes

 

Nominee

 

Votes For

 

Withheld

 

Michael D. Loberg

 

27,250,349

 

198,397

 

Nancy A. Simonian

 

27,264,120

 

184,626

 

 

5.             The following sets forth the tally of the votes cast on the proposal to approve an amendment to our Amended and Restated 1996 Director Stock Option Plan to increase the number of shares of common stock available for awards under such plan by 250,000 from 500,500 to 750,500 shares of common stock.

Number of

 

Number of

 

Number of

 

Percentage

Votes For

 

Votes Against

 

Votes Abstaining

 

For

16,675,299

 

1,288,558

 

55,726

 

92.53

 



 

6.             The following sets forth the tally of the votes cast on the proposal to approve an amendment to our Amended and Restated 1996 Employee Stock Purchase Plan to increase the number of shares of common stock available for purchase by participants in such plan by 370,000 from 1,230,000 to 1,600,000 shares of common stock.

Number of

 

Number of

 

Number of

 

Percentage

Votes For

 

Votes Against

 

Votes Abstaining

 

For

17,416,781

 

552,626

 

50,176

 

96.65%

 

7.             The following sets forth the tally of the votes cast on the proposal to ratify the appointment of PricewaterhouseCoopers LLP, an independent registered public accounting firm, to audit our financial statements for the fiscal year ending December 31, 2007.

Number of

 

Number of

 

Number of

 

Percentage

Votes For

 

Votes Against

 

Votes Abstaining

 

For

26,805,270

 

626,696

 

16,779

 

97.65%

 


 -----END PRIVACY-ENHANCED MESSAGE-----