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MIRATI THERAPEUTICS, INC. FILES (8-K) Disclosing Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

May 23, 2014



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

On May 21, 2014, our 2013 Equity Incentive Plan (the "2013 Plan") was amended to increase the aggregate number of shares of common stock authorized for issuance under the 2013 Plan by 900,000 shares.

The foregoing description of the amendment to the 2013 Plan does not purport to be complete and is qualified in its entirety by reference to the 2013 Plan, as amended, attached to this Current Report on Form 8-K as Exhibit 99.1.

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



Our 2014 Annual Meeting of Stockholders was held on May 21, 2014. We had 13,475,527 shares of common stock outstanding and entitled to vote as of March 25, 2014, the record date for the Annual Meeting. At the Annual Meeting, 11,671,489 shares of common stock were present or represented by proxy.

At the Annual Meeting, stockholders:

(1) elected Charles M. Baum, M.D., Ph.D.; Henry J. Fuchs, M.D.; Craig Johnson; Rodney W. Lappe, Ph.D.; and William R. Ringo as directors to hold office until the 2015 Annual Meeting of Stockholders;

(2) ratified the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2014; and

(3) approved an amendment to the 2013 Plan to increase the aggregate number of shares of common stock authorized for issuance under the 2013 Plan by 900,000 shares.

The following sets forth detailed information regarding the final results of the voting for the Annual Meeting:

Proposal 1. Election of Directors

Votes Name For Votes Withheld Broker Non-Votes Charles M. Baum, M.D., Ph.D. 9,668,995 3,138 1,999,356 Henry J. Fuchs, M.D. 8,031,389 1,640,744 1,999,356 Craig Johnson 9,668,995 3,138 1,999,356 Rodney W. Lappe, Ph.D. 9,668,995 3,138 1,999,356 William R. Ringo 9,668,995 3,138 1,999,356



Proposal 2. Ratification of the selection of Independent Registered Public Accounting Firm

Votes For Votes Against Abstentions Broker Non-Votes 11,580,234

1,657 89,598 -



Proposal 3. Approval of Amendment to 2013 Plan

Votes For Votes Against Abstentions Broker Non-Votes 6,677,235 2,456,835 538,063 1,999,356 Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 2013 Equity Incentive Plan, as amended. 2



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Source: Edgar Glimpses


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