UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q/A-1
(Mark One)
X Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934. For the quarterly period ended June 30, 1997.
Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934. For the transition period from to .
Commission File Number
1-9813
GENENTECH, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-2347624
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
1 DNA Way, South San Francisco, California 94080
(Address of principal executive offices and zip code)
(650) 225-1000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock $0.02 par value 76,621,009
Class Outstanding at June 30, 1997
Special Common Stock $0.02 par value 46,566,033
Class Outstanding at June 30, 1997
GENENTECH, INC.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Company's Annual Meeting of Stockholders, held on April 10, 1997,
three matters were voted upon. A description of each matter and
tabulation of votes follows:
1. Election of two Directors:
Nominee Votes
----------------------- ----------------------------
For Withheld
------------ -----------
Herbert W. Boyer 111,974,566 451,163
Linda Fayne Levinson 111,877,636 548,093
There were no abstentions or broker nonvotes.
2. Approval of an amendment to the Company's 1991 Employee
Stock Plan:
Votes
------------------------------------------------------
For Against Abstain Nonvotes
----------- ----------- ----------- -----------
111,509,324 746,599 169,806 0
3. Ratification of Ernst & Young, LLP as the Company's
Independent Accountants for the year ending
December 31, 1997:
Votes
------------------------------------------------------
For Against Abstain Nonvotes
----------- ----------- ----------- -----------
112,133,260 58,154 234,315 0
GENENTECH, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: November 12, 1997 GENENTECH, INC.
/S/ARTHUR D. LEVINSON /S/LOUIS J. LAVIGNE, JR.
------------------------------------- --------------------------
Arthur D. Levinson, Ph.D. Louis J. Lavigne, Jr.
President and Chief Executive Officer Executive Vice President and
Chief Financial Officer
/S/JOHN M. WHITING
----------------------------
John M. Whiting
Controller and
Chief Accounting Officer
