Theravance Biopharma, Inc. Announces 2024 Annual General Meeting Details

TL;DR

<b>Theravance Biopharma, Inc. will hold its 2024 Annual General Meeting on May 8, 2024, in Dublin, Ireland, to elect directors and ratify auditor appointments.</b>

AI Summary

Theravance Biopharma, Inc. (TBPH) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. The 2024 Annual General Meeting of Theravance Biopharma, Inc. will be held on May 8, 2024, at 5:00 pm Irish Time. The meeting will take place at The Merrion Hotel, Upper Merrion St., Dublin 2, Ireland. Shareholders will vote on the election of three Class I directors: Eran Broshy, James Kelly, and Laurie Smaldone Alsup. The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024, will be ratified. Shareholders are encouraged to vote by proxy via telephone or internet, or by returning a signed proxy card.

Why It Matters

For investors and stakeholders tracking Theravance Biopharma, Inc., this filing contains several important signals. This filing is a proxy statement (DEF 14A) detailing the agenda and procedures for the upcoming annual shareholder meeting. The meeting is a crucial event for shareholders to exercise their voting rights on corporate governance matters, including director elections and auditor ratification.

Risk Assessment

Risk Level: low — Theravance Biopharma, Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual general meeting and does not contain significant new financial or operational information that would alter the company's risk profile.

Analyst Insight

Shareholders should review the proxy materials and vote on the proposed items, particularly the election of directors and auditor ratification, to ensure their voice is heard.

Key Numbers

• May 8, 2024 — Annual Meeting Date (2024 Annual General Meeting date)
• 5:00 pm Irish Time — Annual Meeting Time (2024 Annual General Meeting time)
• 3 — Directors to be Elected (Number of Class I directors to be elected)
• 2026 — Director Term End (Term for elected directors until the annual general meeting in 2026)

Key Players & Entities

• Theravance Biopharma, Inc. (company) — Registrant and filer of the proxy statement
• May 8, 2024 (date) — Date of the 2024 Annual General Meeting
• Eran Broshy (person) — Nominee for Class I director
• James Kelly (person) — Nominee for Class I director
• Laurie Smaldone Alsup (person) — Nominee for Class I director
• Ernst & Young LLP (company) — Proposed independent registered public accounting firm
• Rick E Winningham (person) — Chief Executive Officer and Chairman
• 2023 Annual Report on Form 10-K (document) — Included with proxy materials

FAQ

Risk Factors

• No specific risk factors detailed in this excerpt. [low — regulatory]: This excerpt is a proxy statement and does not contain the detailed risk factors typically found in an annual report (10-K) or other periodic filings.

Key Dates

• 2024-05-08: 2024 Annual General Meeting — Shareholders will vote on director elections and auditor ratification.
• 2024-04-05: Filing Date — Date the DEF 14A proxy statement was filed with the SEC.

Filing Documents

• tm242674-1_def14a.htm (DEF 14A) — 1029KB
• lg_theravanbiopharma-4c.jpg (GRAPHIC) — 48KB
• sg_rickewinningham-bw.jpg (GRAPHIC) — 5KB
• bc_theravance-4c.jpg (GRAPHIC) — 66KB
• bc_netincome-4c.jpg (GRAPHIC) — 73KB
• px_24theravproxy1pg1-4c.jpg (GRAPHIC) — 380KB
• px_24theravproxy1pg2-4c.jpg (GRAPHIC) — 268KB
• 0001104659-24-044282.txt (&nbsp;) — 2139KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 32 2023 S ummary C ompensation T able 32 N arrative D isclosure to S ummary C ompensation T able 32 O utstanding E quity A wards at F iscal 2023 Y ear -E nd 37 E mployment A rrangements W ith N amed E xecutive O fficers 40 S everance A rrangements with N amed E xecutive O fficers 40 C orporate G overnance P olicies 43 i TABLE OF CONTENTS A dvisory V ote on E xecutive C ompensation 44 P ay -V ersus -P erformance 44

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 48 EQUITY COMPENSATION PLAN INFORMATION 51 RELATED PARTY TRANSACTIONS 52 I ndemnification A greements 52 W inningham R estricted S hare P urchase A greement 52 GSK R epurchase 52 R eview , A pproval or R atification of T ransactions with R elated P ersons 53 AUDIT COMMITTEE REPORT 54 R ole of the A udit C ommittee 54 R eview of A udited F inancial S tatements for the Y ear E nded D ecember 31, 2023 54 OTHER MATTERS 56 ii TABLE OF CONTENTS THERAVANCE BIOPHARMA, INC. c/o Theravance Biopharma US, Inc. 901 Gateway Boulevard South San Francisco, CA 94080 PROXY STATEMENT FOR 2024 ANNUAL GENERAL MEETING This proxy statement is furnished in connection with a solicitation of proxies by our board of directors for use at the 2024 Annual General Meeting (the "Annual Meeting") to be held at 5:00 pm Irish Time ("IT") on May 8, 2024, and any adjournments thereof. The Annual Meeting will be held at The Merrion Hotel, Upper Merrion St., Dublin 2, Ireland. We urge you to vote your shares by completing, dating, signing and returning the enclosed proxy card, or following the instructions on the enclosed proxy card to submit your proxy via telephone or on the Internet. We intend to commence mailing this proxy statement and accompanying proxy card on or about April 5, 2024 to all shareholders of record entitled to vote at the Annual Meeting. As used in this proxy statement, the terms "Theravance Biopharma," the "Company," "we," "us," and "our" mean Theravance Biopharma, Inc. and its subsidiaries unless the context indicates otherwise. All references to "elect", "elected" or "election" with respect to directors shall be construed as "appoint", "appointed" or "appointment" under Cayman Islands law. Special Note Regarding Forward-Looking Statements This proxy statement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1

View Full Filing

View this DEF 14A filing on SEC EDGAR