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 9, 2014

 

ABBVIE INC.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-35565

 

32-0375147

(State or other Jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification No.)

 


 

1 North Waukegan Road

North Chicago, Illinois 60064-6400

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code:  (847) 932-7900

 

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:

 

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))

 

 

 



 

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 15, 2014, AbbVie Inc. (“AbbVie”) announced that it has named Michael Severino, M.D. its new Executive Vice President, Research & Development and Chief Scientific Officer.  Dr. Severino, 48, joins AbbVie from Amgen Inc., where he served as Senior Vice President, Global Development and Corporate Chief Medical Officer.  In connection with Dr. Severino’s appointment, he will receive compensation and benefits based on market data and programs available to similarly-situated AbbVie employees.

 

A copy of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

 

Item 5.07.  Submission of Matters to a Vote of Security Holders.

 

AbbVie held its Annual Meeting of Stockholders on May 9, 2014.  The following is a summary of the matters voted on at that meeting.

 

(1)                                 The stockholders elected AbbVie’s Class II Directors with terms expiring in 2017, as follows:

 

Name

 

For

 

Withheld

 

Broker Non-Votes

 

Robert J. Alpern

 

1,116,453,438

 

19,270,145

 

223,235,590

 

Edward M. Liddy

 

1,118,006,383

 

17,717,200

 

223,235,590

 

Frederick H. Waddell

 

1,112,540,591

 

23,182,992

 

223,235,590

 

 

(2)                                 The stockholders ratified the appointment of Ernst & Young LLP as AbbVie’s independent registered public accounting firm for 2014, as follows:

 

For

 

Against

 

Abstain

 

 

 

1,321,734,361

 

33,657,911

 

3,566,901

 

 

 

 

(3)                                 The stockholders approved, on an advisory basis, the compensation of AbbVie’s named executive officers listed in the proxy statement for the 2014 annual meeting, as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

1,088,532,785

 

37,269,956

 

9,920,842

 

223,235,590

 

 

Item 9.01.  Financial Statements and Exhibits.

 

Exhibit No.

 

Exhibit

99.1

 

Press Release dated May 15, 2014.

 

2



 

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.

 

 

ABBVIE INC.

 

 

 

 

 

 

Date:  May 15, 2014

By:

/s/ Laura J. Schumacher

 

 

Laura J. Schumacher

 

 

Executive Vice President, Business Development, External Affairs and General Counsel

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Exhibit

99.1

 

Press Release dated May 15, 2014.

 

4


Exhibit 99.1

 

 

PRESS RELEASE

 

AbbVie Announces Michael Severino, M.D. to Lead R&D Organization and Drive Continued Pipeline Advancement

 

New Chief Scientific Officer Brings Wealth of Experience in Biotech and Key Therapeutic Areas

 

NORTH CHICAGO, Ill., May 15, 2014 — AbbVie (NYSE: ABBV) has named Michael Severino, M.D. its new Executive Vice President, Research & Development (R&D) and Chief Scientific Officer.  Dr. Severino’s track record of innovation within the biotech industry aligns with AbbVie’s vision as a new biopharmaceutical leader with a rapidly emerging pipeline.

 

Dr. Severino’s responsibilities include leading the R&D, Medical Affairs and Regulatory Affairs organizations at AbbVie.  Globally, AbbVie has more than 7,000 people in the collective scientific organization dedicated to discovering and developing a steady stream of new medicines for patients.  Severino will bring insights and expertise from his career spanning genomics and development within the biotech industry.

 

At Amgen, Dr. Severino most recently served as Senior Vice President and Chief Medical Officer, leading the clinical development strategy across therapeutic areas including inflammation/immunology, neuroscience, oncology and cardiovascular disease, among others.  In his 10 years with the company, he held numerous roles of increasing responsibility across the R&D organization. Prior to his tenure at Amgen, Dr. Severino held increasing levels of responsibility in biologics and genomics research at Merck.

 

“AbbVie is pleased to welcome Dr. Severino to our new company,” said Richard A. Gonzalez, chairman and chief executive officer, AbbVie. “We are fortunate to have a leader of his caliber to steer our efforts to develop treatments for today’s toughest health challenges.  He will be instrumental in moving our pipeline and strategy forward.”

 

“AbbVie’s reputation as a leader in healthcare is well recognized,” said Michael Severino, M.D.  “I am impressed by the quality of the people, the science and the pipeline and I am honored to be a part of the new company.”

 

AbbVie Inc.

+1 (847) 938-9190

1 North Waukegan Road

abbvie.com

North Chicago, IL 60064

 

 



 

About AbbVie

 

AbbVie is a global, research-based biopharmaceutical company formed in 2013 following separation from Abbott Laboratories. The company’s mission is to use its expertise, dedicated people and unique approach to innovation to develop and market advanced therapies that address some of the world’s most complex and serious diseases. AbbVie employs approximately 25,000 people worldwide and markets medicines in more than 170 countries. For further information on the company and its people, portfolio and commitments, please visit www.abbvie.com. Follow @abbvie on Twitter or view careers on our Facebook or LinkedIn page.

 

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Media:
Jennifer Smoter
(847) 935-8865

Investors:
Larry Peepo
(847) 935-6722