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):  July 26, 2012

 

EXACT SCIENCES CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

000-32179

 

02-0478229

(State or Other Jurisdiction

 

(Commission

 

(I.R.S. Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

441 Charmany Drive

Madison, WI 53719

(Address of Principal Executive Offices)(Zip Code)

 

Registrant’s telephone number, including area code:  (608) 284-5700

 

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 July 26, 2012, Exact Sciences Corporation (the “Company”) held its 2012 Annual Meeting of Stockholders. The certified results of the matters voted upon at the meeting, which are more fully described in the Company’s Proxy Statement for the 2012 Annual Meeting of Stockholders of the Company as filed with the Securities and Exchange Commission on April 30, 2012, are as follows:

 

The Company’s stockholders elected the two nominees to the Company’s Board of Directors to serve for three year terms as Class III directors, with the votes cast as follows:

 

Director Name

 

For

 

Withheld

 

Broker Non-Votes

 

Sally W. Crawford

 

15,731,092

 

12,192,114

 

21,145,230

 

Daniel J. Levangie

 

17,385,344

 

10,537,862

 

21,145,230

 

 

The Company’s stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, with votes cast as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

25,357,650

 

2,517,855

 

47,671

 

21,145,260

 

 

The Company’s stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for 2012, with votes cast as follows:

 

For

 

Against

 

Abstain

 

48,810,741

 

155,033

 

102,632

 

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

EXACT SCIENCES CORPORATION

 

 

Date: July 26, 2012

By:

/s/ Maneesh Arora

 

 

Maneesh Arora

 

 

Chief Operating Officer and Chief

 

 

Financial Officer

 

3