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 25, 2010
Ardea Biosciences, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-33734
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94-3200380 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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4939 Directors Place
San Diego, California
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92121 |
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(Zip Code) |
Registrant’s telephone number, including area code: (858) 652-6500
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:
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 5.07. Submission of Matters to a Vote of Security Holders.
On May 25, 2010, Ardea Biosciences, Inc. (the “Company”) held its 2010 Annual Meeting of
Stockholders. Two proposals were voted on at the meeting: (1) the election of each of Felix J.
Baker, Ph.D., Henry J. Fuchs, M.D., Craig A. Johnson, John W. Poyhonen, Barry D. Quart, Pharm.D.,
Jack S. Remington, M.D. and Kevin C. Tang as directors to serve until the 2011 Annual Meeting of
Stockholders; and (2) the ratification of the appointment of Stonefield Josephson, Inc. as the
Company’s independent registered public accounting firm for the year ending December 31, 2010.
Only stockholders of record as of the close of business on April 8, 2010 were entitled to vote
at the 2010 Annual Meeting. As of April 8, 2010, 18,650,287 shares of common stock of the Company
were outstanding and entitled to vote at the 2010 Annual Meeting. At the 2010 Annual Meeting,
17,619,999 shares of common stock of the Company were represented, in person or by proxy,
constituting a quorum for the meeting.
At the 2010 Annual Meeting, both of the proposals were approved by the requisite vote
necessary for approval. The votes with respect to each of the proposals are set forth below.
Election of Seven Directors to Serve until the 2011 Annual Meeting:
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| Name of Director |
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| Nominees |
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For |
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Withheld |
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Broker Non-Votes |
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Felix J. Baker, Ph.D. |
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16,512,435 |
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5,888 |
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1,101,676 |
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Henry J. Fuchs, M.D. |
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15,827,940 |
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690,383 |
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1,101,676 |
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Craig A. Johnson |
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16,483,807 |
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34,516 |
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1,101,676 |
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John W. Poyhonen |
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16,512,655 |
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5,668 |
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1,101,676 |
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Barry D. Quart, Pharm.D. |
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16,510,072 |
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8,251 |
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1,101,676 |
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Jack S. Remington, M.D. |
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16,501,615 |
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16,708 |
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1,101,676 |
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Kevin C. Tang |
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16,476,609 |
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41,714 |
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1,101,676 |
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Ratification of the appointment of Stonefield Josephson, Inc. as the Company’s Independent
Registered Public Accounting Firm for the Year Ended December 31, 2010:
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| For |
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Against |
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Abstain |
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Broker Non-Votes |
17,615,719
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4,279
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1
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0 |