{"url_path":"/sec/ions/8-k/2026-06-08/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-08","source_url":"https://www.sec.gov/Archives/edgar/data/874015/0001140361-26-024407-index.html","accession_number":"0001140361-26-024407","cik":"0000874015","ticker":"IONS","issuer_name":"IONIS PHARMACEUTICALS INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/874015/0001140361-26-024407-index.html","primary_entity_key":"0000874015","primary_entity_name":"IONIS PHARMACEUTICALS INC"},"word_count":345,"has_tables":true,"body_markdown":"Item 5.07\n\nSubmission of Matters to a Vote of Security Holders.\n\nThe Company held its virtual Annual Meeting of Stockholders on June 4, 2026.  The stockholders considered five proposals, each of which is described in more detail in\nthe Company’s definitive proxy statement dated April 23, 2026.\n\nProposal 1:   Election of directors to hold office until the\n2029 Annual Meeting:\n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER\n\nNON-VOTES\n\nSpencer R. Berthelsen\n\n119,824,353\n\n20,816,547\n\n98,115\n\n12,305,695\n\n \n\n \n\n \n\n \n\n \n\nJoan E. Herman\n\n135,599,646\n\n5,076,895\n\n62,474\n\n12,305,695\n\nThe Company’s stockholders elected the foregoing candidates by affirmative votes by a majority of the votes of the shares represented in person or by proxy at the\nmeeting and entitled to vote in the election of directors.\n\n \n\nProposal 2:   An advisory vote on the compensation paid to the\nCompany’s executive officers, including the following resolution:\n\n“RESOLVED, that Ionis’ stockholders approve, on an advisory (nonbinding) basis, the compensation of the named executive officers,\nas disclosed in this Proxy Statement for the 2026 Annual Meeting of Stockholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission.”\n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER NON-VOTES\n\n135,537,973\n\n5,088,105\n\n112,937\n\n12,305,695\n\nThe Company’s stockholders approved the foregoing proposal.\n\n \n\nProposal 3:  \nApproval of an amendment of the Amended and Restated Ionis Pharmaceuticals, Inc. 2011 Equity Incentive Plan to increase the aggregate number of shares of common stock authorized for issuance under such plan by 9,500,000 shares to an aggregate of\n52,000,000 shares:\n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER NON-VOTES\n\n108,377,084\n\n32,303,288\n\n58,643\n\n12,305,695\n\nThe Company’s stockholders approved the foregoing proposal.\n\n \n\nProposal 4:   Approve\n\nan amendment of the Amended and Restated 2000 Employee Stock Purchase Plan to increase the number of shares of common stock authorized for issuance under such plan by 750,000 shares and to remove the\ntermination date of the plan:\n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER NON-VOTES\n\n140,348,001\n\n332,204\n\n58,810\n\n12,305,695\n\nThe Company’s stockholders approved the foregoing proposal.\n\nProposal 5:   Ratify\n\nthe Audit Committee’s selection of Ernst & Young LLP as independent auditors for the 2026 fiscal year:\n\n \n\nFOR\n\nAGAINST\n\nABSTAIN\n\nBROKER NON-VOTES\n\n148,893,646\n\n4,000,539\n\n150,525\n\n0\n\nThe Company’s stockholders approved the foregoing proposal."}