$ALXN Form 8-K

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658

Form 8-K for ALEXION PHARMACEUTICALS INC


12-May-2015

Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders.Alexion Pharmaceuticals, Inc. held its Annual Meeting of Shareholders on May 6, 2015 in New Haven, Connecticut. The results of the matters voted on by the shareholders are set forth below.

1. The election of directors:

                      Votes For    Votes Against or Withheld   Abstentions    Broker
                                                                             Non-Votes

Leonard Bell         176,540,206                      99,313     1,215,400   4,946,574
David Brennan        177,382,387                      36,873       435,659   4,946,574
M. Michele Burns     177,135,846                      80,224       638,849   4,946,574
Christopher Coughlin 177,105,536                     299,877       449,506   4,946,574
David Hallal         177,184,493                      37,263       633,163   4,946,574
John T. Mollen       176,933,925                     182,869       738,125   4,946,574
R. Douglas Norby     175,788,089                     732,876     1,333,954   4,946,574
Alvin S. Parven      175,745,811                     768,777     1,340,331   4,946,574
Andreas Rummelt      177,278,442                      43,077       533,400   4,946,574
Ann M. Veneman       176,552,943                     619,009       682,967   4,946,574

2. The non-binding advisory vote to approve the compensation paid to Alexion’s named executive officers as described in Alexion’s 2015 proxy statement:

Votes For Votes Against Abstentions Broker Non-Votes
175,416,687 1,947,905 490,327 4,946,574

3. Ratification of the appointment of PricewaterhouseCoopers LLP as Alexion’s independent registered public accounting firm:

Votes For Votes Against Abstentions
181,493,307 1,079,168 229,018

4. Approval of 2015 Employee Stock Purchase Plan:

Votes For Votes Against Abstentions
177,278,876 342,761 233,282

5. Shareholder proposal requesting the Board of Directors to amend Alexion’s governing documents to allow for proxy access:

Votes For Votes Against Abstentions

87,188,567 89,946,367 719,985

6. Shareholder proposal requesting the Board of Directors to amend Alexion’s governing documents to give shareholders owning ten percent of Alexion stock the power to call a special meeting:

Votes For    Votes Against   Abstentions

79,446,714    98,155,603       252,602





                                   Signature

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.Date: May 12, 2015 ALEXION PHARMACEUTICALS, INC.

By: /s/ Michael V. Greco
Name: Michael V. Greco
Title: Vice President of Law and Corporate Secretary

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