Filed: 19 May 21, 4:44pm












Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

May 18, 2021




(Exact name of Registrant as Specified in Its Charter)




Delaware 001-37702 95-3540776

(State or Other Jurisdiction

of Incorporation)

 (Commission File Number) 

(IRS Employer

Identification No.)

One Amgen Center Drive

Thousand Oaks, California

(Address of Principal Executive Offices)  (Zip Code)

(805) 447-1000

(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 Instructions 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





Name of each exchange on which registered

Common stock, $0.0001 par value

 AMGN The NASDAQ Stock Market LLC

1.250% Senior Notes Due 2022

 AMGN22 The NASDAQ Stock Market LLC

2.000% Senior Notes Due 2026

 AMGN26 The NASDAQ Stock Market LLC

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.

The Company held its Annual Meeting on May 18, 2021. The final results of the voting for each matter submitted to a vote of stockholders at the meeting are as follows:

Item 1 - Election of Directors

Each of the following 11 nominees for director were elected to serve a one-year term expiring at the Company’s 2022 annual meeting of stockholders and until his or her successor is elected and qualified, or until his or her earlier retirement, resignation, disqualification, removal or death.


Name  Votes For      Votes Against      Abstain      

Broker Non-


Dr. Wanda M. Austin

  431,922,888   2,288,277   869,196   68,583,345

Mr. Robert A. Bradway

  407,033,609   25,154,822   2,891,930   68,583,345

Dr. Brian J. Druker

  431,811,499   2,408,350   860,512   68,583,345

Mr. Robert A. Eckert

  357,170,046   76,956,150   954,165   68,583,345

Mr. Greg C. Garland

  402,697,562   31,008,919   1,373,880   68,583,345

Mr. Charles M. Holley, Jr.

  420,183,808   13,908,433   988,120   68,583,345

Dr. Tyler Jacks

  431,917,033   2,243,876   919,452   68,583,345

Ms. Ellen J. Kullman

  425,050,990   9,059,349   970,022   68,583,345

Ms. Amy E. Miles

  432,435,335   1,753,283   891,743   68,583,345

Dr. Ronald D. Sugar

  354,582,603   79,471,019   1,026,739   68,583,345

Dr. R. Sanders Williams

  423,603,321   10,596,931   880,109   68,583,345

Item 2 - Advisory Vote to Approve Our Executive Compensation

The advisory vote to approve our executive compensation was approved.


For: 405,071,774
Against: 27,384,220
Abstain: 2,624,367
Broker Non-Votes: 68,583,345

Item 3 - Ratification of Selection of Independent Registered Public Accountants

Ernst & Young LLP was ratified as the Company’s independent registered public accountants for the fiscal year ending December 31, 2021. No Broker Non-Votes resulted from the vote on this proposal.


For: 479,018,285
Against: 23,843,434



No other matters were submitted for stockholder action.


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.


Date: May 19, 2021   

              /s/ Jonathan P. Graham

  Name: Jonathan P. Graham
  Title: Executive Vice President, General Counsel and Secretary