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Annual Meeting

2015 Annual Meeting

If you have a proposal or Director nomination that you would like us to include in our Proxy Statement and form of proxy for, or to present at the 2015 Annual Meeting of Stockholders, you must send the proposal to us by no later than December 30, 2014. Stockholders wishing to submit proposals or Director nominations that are not to be included in such Proxy Statement and form of proxy must do so no later than the close of business on February 10, 2015. Stockholders should also review our bylaws, which contain additional requirements with respect to advance notice of stockholder proposals and Director nominations.

2014 Annual Meeting

Isis Pharmaceuticals, Inc. held its Annual Meeting of Stockholders on June 10, 2014.  The stockholders considered seven proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with SEC on April 25, 2014.

Proposal 1:

Election of directors to hold office until the 2017 Annual Meeting:

FOR

WITHHELD

ABSTAIN

BROKER
NON-VOTES

Spencer R. Berthelsen

78,751,555

2,153,826

3,516,027

17,393,063

B. Lynne Parshall

80,051,508

1,029,353

3,340,547

17,393,063

Joseph H. Wender

82,120,552

771,040

1,529,816

17,393,063

The 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 meeting and entitled to vote in the election of Directors.

Proposal 2:

Ratification of the appointment of a director to hold office until the 2015 Annual Meeting:

 

FOR

WITHHELD

ABSTAIN

BROKER
NON-VOTES

Breaux Castleman

82,210,674

2,070,994

139,740

17,393,063

 

The Company’s stockholders ratified Mr. Castleman’s appointment by affirmative votes by a majority of the votes of the shares represented in person or by proxy at the meeting and entitled to vote in the election of a Director.

Proposal 3:

Ratification of the appointment of a director to hold office until the 2016 Annual Meeting:

FOR

WITHHELD

ABSTAIN

BROKER
NON-VOTES

Joseph Loscalzo

83,815,199

464,623

141,586

17,393,063

The Company’s stockholders ratified Dr. Loscalzo’s appointment by affirmative votes by a majority of the votes of the shares represented in person or by proxy at the meeting and entitled to vote in the election of a Director.

Proposal 4:

Amendment to the Isis Pharmaceuticals, Inc. Restated Certificate of Incorporation

FOR 

AGAINST

ABSTAIN

BROKER NON-VOTES

96,941,381

3,611,772

1,261,318

0

The Company’s stockholders approved the foregoing proposal.


Proposal 5:

Approve an amendment to the Isis Pharmaceuticals, Inc. 2002 Non-Employee Directors’ Stock Option Plan

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

80,304,735

3,966,102

150,571

17,393,063

The Company’s stockholders approved the foregoing proposal.

Proposal 6:

Approval, on an advisory basis, of the compensation paid to the Company’s executive officers, including the following resolution:

“RESOLVED, that Isis’ stockholders approve, on an advisory basis, the compensation of the named executive officers, as disclosed in this Proxy Statement for the 2014 Annual Meeting of Stockholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission.”

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

83,325,374

884,405

211,629

17,393,063

The Company’s stockholders approved the foregoing proposal.

Proposal 7:

Ratify the Audit Committee's selection of Ernst & Young LLP as independent auditors for our 2014 fiscal year:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

100,326,491

1,144,920

343,060

0

The Company’s stockholders approved the foregoing proposal.

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