0001571049-15-004109.txt : 20150513 0001571049-15-004109.hdr.sgml : 20150513 20150513164745 ACCESSION NUMBER: 0001571049-15-004109 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150511 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150513 DATE AS OF CHANGE: 20150513 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: 15859006 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 t82316_8k.htm FORM 8-K



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
Date of Report (Date of earliest event reported): May 11, 2015
 
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.)
 
 
One Wall Street
 
 
        Burlington, MA        
 
  (Address of principal executive offices)
 
 
01803
 
 
(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 5 – Corporate Governance and Management
 
Item 5.07.      Submission of Matters to a Vote of Security Holders.
 
On May 11, 2015, at the 2015 Annual Meeting of Stockholders of ArQule, Inc. (the “Registrant”) the Registrant’s stockholders voted:
 
1.  To elect Timothy C. Barabe and Paolo Pucci as directors to hold office for a term of three years and until their respective successors are elected and qualified;
   
2.  To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2015;
   
3.
To approve, by non-binding vote, the compensation of our named executive officers.
 
The voting results are set forth in Exhibit 99.1 to this report and incorporated herein by reference.
 
Section 9 – Financial Statements and Exhibits
 
Item 9.01.      Financial Statements and Exhibits.
 
(d)  Exhibits.
 
99.1   Report of Matters Voted Upon by Stockholders
 
2
 

 

 
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
 
President and Chief Operating Officer
 
May 12, 2015
 
3

 

EX-99.1 2 t82316_ex99-1.htm EXHIBIT 99.1


Exhibit 99.1
 
ARQULE, INC.
2015 Annual Meeting
Report of Matters Voted Upon by Stockholders
 
1.           The 2015 Annual Meeting of Stockholders of the Registrant (the “Annual Meeting”) of ArQule, Inc., a Delaware corporation (the “Company”) was held on May 11, 2015 at the Hyatt House Boston/Burlington, 2 Van de Graaff Drive, Burlington, Massachusetts commencing at 2:00 p.m. pursuant to notice properly given.
 
2.           At the close of business on March 27, 2015, the record date for the determination of stockholders entitled to vote at the Annual Meeting, the outstanding voting securities of the Company were 62,819,191 shares of common stock, $0.01 par value.  Each of the outstanding shares was entitled to one vote on the matters before the Annual Meeting.
 
3.           At the Annual Meeting 55,145,919 shares 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 was duly elected as a director of the Registrant:
 
 
Name of Nominee
 
Votes For
 
Withheld Authority
 
 
Timothy C. Barabe
38,910,293
 
896,084
 
 
Paolo Pucci
38,909,070
 
897,307
 
                                                                                                       
Broker Non-votes:  15,339,542 shares
 
5.           The following table sets forth the tally of the votes cast on the proposal to ratify the selection of PricewaterhouseCoopers LLP, an independent registered public accounting firm, to audit our financial statements for the year ending December 31, 2015.
 
Votes For
 
Votes Against
 
Votes Abstaining
55,021,277
 
35,748
 
88,894
 
Broker Non-votes:  0 shares
 
6.           The following table sets forth the tally of the votes cast on the proposal to approve, by non-binding vote, the compensation of our named executive officers.
 
Votes For
 
Votes Against
 
Votes Abstaining
38,606,146
 
344,638
 
855,593
 
Broker Non-votes:  15,339,542 shares