DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

(Rule 14a-101)

Information Required in Proxy Statement

Schedule 14A Information

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

 

 

Filed by the Registrant   ☒                             Filed by a party other than the Registrant   ☐

Check the appropriate box:

 

  Preliminary Proxy Statement

  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

  Definitive Proxy Statement

  Definitive Additional Materials

  Soliciting Material Pursuant to §240.14a-12

Achillion Pharmaceuticals, Inc.

(Name of Registrant as Specified In Its Charter)

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

  No fee required.

  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
  (1)  

Title of each class of securities to which transaction applies:

 

     

  (2)  

Aggregate number of securities to which transaction applies:

 

     

  (3)  

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

     

  (4)  

Proposed maximum aggregate value of transaction:

 

     

  (5)  

Total fee paid:

 

     

  Fee paid previously with preliminary materials.

  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
  (1)  

Amount previously paid:

 

     

  (2)  

Form, Schedule or Registration Statement No.:

 

     

  (3)  

Filing party:

 

     

  (4)  

Date Filed:

 

     

 

 

 


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 30, 2019.

 

 

ACHILLION PHARMACEUTICALS, INC.

 

 

 

LOGO

ACHILLION PHARMACEUTICALS, INC.

1777 SENTRY PARKWAY WEST

BUILDING 14, SUITE 200

BLUE BELL, PA 19422

LOGO  

Meeting Information

 

 Meeting Type:        Annual Meeting
 For holders as of:   April 2, 2019
 Date:   May 30, 2019       Time: 9:00 AM Eastern Time
 Location:  Meeting live via the Internet-please visit

www.virtualshareholdermeeting.com/ACHN2019.

 

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/ACHN2019 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

 

See the reverse side of this notice to obtain proxy materials and voting instructions.

 

 


–— Before You Vote —–

How to Access the Proxy Materials

 

     

 

Proxy Materials Available to VIEW or RECEIVE:

   
    NOTICE AND PROXY STATEMENT        ANNUAL REPORT    
   

How to View Online:

Have the information that is printed in the box marked by the arrow LOGO (located on the following page)
and visit: www.proxyvote.com.

 

How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

   

1) BY INTERNET:        www.proxyvote.com

   
   

2) BY TELEPHONE:    1-800-579-1639

   
     

3) BY E-MAIL*:            sendmaterial@proxyvote.com

   
   

 

*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow  LOGO (located on the following page) in the subject line.

     

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 16, 2019 to facilitate timely delivery.

 

 

 

–— How To Vote —–

Please Choose One of the Following Voting Methods

 

       
LOGO      

Vote By Internet:

Before The Meeting:

Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO  (located on the following page) available and follow the instructions.

During The Meeting:

Go to www.virtualshareholdermeeting.com/ACHN2019. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

     

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

     


     Voting Items        
 

 

The Board of Directors recommends you vote FOR
all the nominees listed in proposal 1:

 

1.     To elect three Class I Directors for terms to expire
at our 2022 annual meeting of stockholders
or until their successors are duly elected and
qualified.

 

Nominees:

 

01)  Kurt Graves

02)  David I. Scheer

03)  Frank Verwiel, M.D.

 

The Board of Directors recommends you vote FOR proposals 2, 3 and 4:

 

2.  To approve, on an advisory basis, our executive compensation.

 

3.     To approve an amendment to our amended and restated certificate of incorporation to increase the number of shares of common stock, par value $0.001 per share, authorized for issuance from 200,000,000 to 300,000,000.

 

4.  To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the current fiscal year.

 

Note: To transact such other business as may properly come before the meeting or any adjournment thereof.

LOGO

 


 

 

 

LOGO