TEVA PHARMACEUTICAL INDUSTRIES LTD 00-0000000 false 0000818686 0000818686 2024-06-06 2024-06-06

 

 

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) June 6, 2024

 

 

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Exact name of registrants as specified in its charter)

 

 

 

Israel   001-16174   Not Applicable

(State or other jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification Number)

 

124 Dvora Hanevi’a Street

Tel Aviv 6944020, Israel

(Address of Principal Executive Offices, including Zip Code)

 

 

 

+972-3-914-8213
(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

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):

 

☐

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

 

☐

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

 

☐

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

 

☐

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

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

American Depositary Shares, each representing one Ordinary Share   TEVA   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.07

Submission of Matters to a Vote of Security Holders.

Teva Pharmaceutical Industries Limited (“Teva” or the “Company”) held its Annual Meeting on June 6, 2024 (the “Annual Meeting”). The following is a summary of the matters voted on at the meeting.

(1) The shareholders elected to appoint the following person to the Board, to serve until Teva’s 2026 annual meeting of shareholders, as follows:

 

Directors      For      Against      Abstain      Brokers
non-vote

Prof. Varda Shalev

      602,030,429      91,772,897      2,121,621      77,433,361

The shareholders elected to appoint the following persons to the Board, to serve until Teva’s 2027 annual meeting of shareholders, as follows:

 

Directors      For      Against      Abstain      Brokers
non-vote

Rosemary A. Crane

      511,812,296      181,995,022      2,117,693      77,433,361

Gerald M. Lieberman

      560,335,672      133,450,043      2,139,232      77,433,361

Prof. Ronit Satchi-Fainaro

      517,677,574      176,129,338      2,118,035      77,433,361

(2) The shareholders approved, on a non-binding advisory basis, the compensation for Teva’s named executive officers listed in the proxy statement for the Annual Meeting, as follows:

 

For

  

Against

  

Abstain

  

Brokers non-vote

571,822,049   120,609,632   3,493,266   77,433,361

(3) The shareholders recommended, on a non-binding advisory basis, to hold a non-binding advisory vote to approve the compensation for Teva’s named executive officers every one year, as follows:

 

One Year   Two Years   Three Years   Abstain   Brokers non-vote
536,980,720   593,460   104,041,544   54,309,223   77,433,361

(4) The shareholders approved the appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as Teva’s independent registered public accounting firm until Teva’s 2025 annual meeting of shareholders, as follows:

 

For

  

Against

  

Abstain

  

Brokers non-vote

731,150,255   30,335,560   5,096,971   0

Based on the voting results set forth in (3) above, Teva’s Board of Directors has determined that an advisory vote by the shareholders regarding named executive officer compensation as set forth in the proxy statement will be conducted on an annual basis.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Date: June 6, 2024     By:  

/s/ Eli Kalif

    Name:   Eli Kalif
    Title:   Executive Vice President, Chief Financial Officer
v3.24.1.1.u2
Document and Entity Information
Jun. 06, 2024
Cover [Abstract]  
Entity Registrant Name TEVA PHARMACEUTICAL INDUSTRIES LTD
Entity Tax Identification Number 00-0000000
Amendment Flag false
Entity Central Index Key 0000818686
Document Type 8-K
Document Period End Date Jun. 06, 2024
Entity Incorporation State Country Code L3
Entity File Number 001-16174
Entity Address, Address Line One 124 Dvora Hanevi’a Street
Entity Address, City or Town Tel Aviv
Entity Address, Postal Zip Code 6944020
Entity Address, Country IL
City Area Code 972
Local Phone Number 3-914-8213
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title American Depositary Shares, each representing one Ordinary Share
Trading Symbol TEVA
Security Exchange Name NYSE
Entity Emerging Growth Company false
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