Shareholder Vote

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 19, 2020   AMGEN INC. (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   91320-1799 (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   Trading Symbol(s)   Name of each exchange on which registered Common stock, $0.0001 par value   AMGN   The NASDAQ Global Select Market LLC 1.250% Senior Notes Due 2022   AMGN22   New York Stock Exchange 2.000% Senior Notes Due 2026   AMGN26   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. The Company held its Annual Meeting on May 19, 2020. 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 2021 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-Votes Dr. Wanda M. Austin   440,184,254   2,193,897   690,346   76,199,841 Mr. Robert A. Bradway   414,264,841   25,840,398   2,963,258   76,199,841 Dr. Brian J. Druker   439,616,012   2,670,818   781,667   76,199,841 Mr. Robert A. Eckert   408,733,828   33,511,738   822,931   76,199,841 Mr. Greg C. Garland   413,992,007   27,273,127   1,803,363   76,199,841 Mr. Fred Hassan   438,694,137   3,480,885   893,475   76,199,841 Mr. Charles M. Holley, Jr.   432,492,979   9,717,914   857,604   76,199,841 Dr. Tyler Jacks   439,586,602   2,733,719   748,176   76,199,841 Ms. Ellen J. Kullman   435,704,801   6,593,144   770,552   76,199,841 Dr. Ronald D. Sugar   405,474,763   36,661,173   932,561   76,199,841 Dr. R. Sanders Williams   435,010,067   7,215,338   843,092   76,199,841 Item 2 - Advisory Vote to Approve Our Executive Compensation The advisory vote to approve our executive compensation was approved. For:   412,065,871 Against:   29,426,665 Abstain:   1,575,961 Broker Non-Votes:   76,199,841 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, 2020. No Broker Non-Votes resulted from the vote on this proposal. For:   496,707,751 Against:   21,772,978 Abstain:   787,609 Item 4 - Stockholder Proposal The stockholder proposal to require an independent board chair was not approved. For:   154,260,503 Against:   286,991,793 Abstain:   1,816,201 Broker Non-Votes:   76,199,841 No other matters were submitted for stockholder action. SIGNATURE 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.       AMGEN INC.               Date: May 20, 2020       By:   /s/ Jonathan P. Graham       Name:     Jonathan P. Graham       Title:   Executive Vice President, General Counsel and Secretary