BMY DEF 14A DEF-14A Report May 5, 2015 | Alphaminr
BRISTOL MYERS SQUIBB CO

BMY DEF 14A Report ended May 5, 2015

BRISTOL MYERS SQUIBB CO
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TABLE OF CONTENTS
GENERAL INFORMATION ABOUT THE ANNUAL MEETING AND VOTINGCORPORATE GOVERNANCE AND BOARD MATTERSBoard's Role in Strategic Planning and Risk OversightDirector IndependenceBoard Leadership StructureMeetings of our BoardAnnual Meeting of StockholdersCommittees of our BoardCompensation Committee Interlocks and Insider ParticipationRisk Assessment of Compensation Policies and PracticesCriteria for Board MembershipIdentification and Selection of Nominees for our BoardStockholder Nominations for DirectorInformation on Nominees for DirectorsCommunications with our Board of DirectorsCodes of ConductRelated Party TransactionsAvailability of Corporate Governance DocumentsCompensation of DirectorsVOTING SECURITIES AND PRINCIPAL HOLDERSCommon Stock Ownership by Directors and Executive OfficersPrincipal Holders of Voting SecuritiesSection 16(a) Beneficial Ownership Reporting CompliancePolicy on Hedging and PledgingEXECUTIVE COMPENSATIONCompensation Discussion and AnalysisCompensation and Management Development Committee ReportSummary Compensation TableGrants of Plan-Based AwardsOutstanding Equity Awards at Fiscal Year-EndOption Exercises and Stock VestingPresent Value of Accumulated Pension BenefitsNon-Qualified Deferred CompensationPost-Termination BenefitsTermination of Employment Obligations (Excluding Vested Benefits)Item 1Election of DirectorsItem 2Advisory Vote to Approve the Compensation of our Named Executive OfficersEquity Compensation Plan InformationItem 3Ratification of the Appointment of Independent Registered Public Accounting FirmAudit and Non-Audit FeesPre-Approval Policy for Services Provided by our Independent Registered Public Accounting FirmAudit Committee ReportItem 4Approval of Amendment to our Amended and Restated Certificate of Incorporation to Designate Delaware Chancery Court as the Exclusive Forum for Certain Legal ActionsItem 5Approval of Amendment to our Amended and Restated Certificate of Incorporation to Remove the Supermajority Provisions Applicable to Preferred StockholdersItem 6Stockholder Proposal on Shareholder Action by Written ConsentOTHER MATTERSExhibit ACategorical Standards of Independence A-1Exhibit BCertificate of Amendment to Amended and Restated Certificate of Incorporationexclusive forum provision B-1Exhibit CCertificate of Amendment to Amended and Restated Certificate of Incorporationsupermajority voting applicable to preferred stockholders C-1DIRECTIONS TO OUR PLAINSBORO OFFICE Inside Back Cover