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TESARO, INC. FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 19, 2014

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

The Annual Meeting of Stockholders of TESARO, Inc. (the "Company") was held on May 16, 2014 (the "Annual Meeting"). As of March 19, 2014, the date of record for determining the stockholders entitled to vote on the proposals presented at the Annual Meeting, there were 35,989,948 shares of Company common stock issued and outstanding and entitled to vote at the Annual Meeting. The holders of 33,168,391 shares of the Company's issued and outstanding common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum. The proposals are described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 3, 2014. The vote results detailed below represent final results as certified by the Inspector of Elections.

Proposal 1 The Company's stockholders elected the following persons, who were listed in the Company's proxy statement for the Annual Meeting, to the Company's Board of Directors to hold office until the next annual meeting of stockholders or until their successors are elected and qualified or until his or her earlier death, resignation or removal: Nominee Votes For Votes Withheld Broker Non-Votes Leon O. Moulder, Jr. 31,519,947 94,493 1,553,951 Mary Lynne Hedley, Ph.D. 31,576,576 37,864 1,553,951 David M. Mott 31,529,406 85,034 1,553,951 Lawrence M. Alleva 31,538,039 76,401 1,553,951 James O. Armitage, M.D. 31,578,420 36,020 1,553,951 Earl M. (Duke) Collier, Jr. 31,607,611 6,829 1,553,951 Arnold L. Oronsky, Ph.D. 31,199,445 414,995 1,553,951 Beth Seidenberg, M.D. 31,538,084 76,356 1,553,951 Proposal 2

The Company's stockholders ratified the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014. The votes regarding this proposal were as follows:

Votes For Votes Against Abstentions Broker Non-Votes 33,012,937 155,354 100 - 2


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Source: Edgar Glimpses