DYAX » Topics » Section 16(a) Beneficial Ownership Reporting Compliance

This excerpt taken from the DYAX DEF 14A filed Apr 15, 2009.

Section 16(a) Beneficial Ownership Reporting Compliance

        Our executive officers and directors and persons who own beneficially more than 10% of our equity securities are required under Section 16(a) of the Securities Exchange Act of 1934 to file reports of ownership and changes in their ownership of our securities with the SEC. They must also furnish copies of these reports to us. Based solely on a review of the copies of reports furnished to us and written representations that no other reports were required, we believe that for 2008 our executive officers, directors and 10% beneficial owners complied with all applicable Section 16(a) filing requirements, except that (i) one report covering the exercise of options to purchase shares of our common stock was filed late on behalf of Thomas Kempner and (ii) reports covering automatic grants to independent directors of options to purchase shares of our common stock were filed late on behalf of each of Constantine Anagnostopoulos, Susan Bayh, James Fordyce, Mary Ann Gray, Thomas Kempner, Henry Lewis and David McLachlan.

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PROPOSAL 1
ELECTION OF DIRECTORS

        Our Board of Directors has fixed the number of directors at nine. Under our charter, our Board is divided into three classes, with each class having as nearly as possible an equal number of directors. The term of one class expires, with their successors being subsequently elected to a three-year term, at each annual meeting of stockholders. At the 2009 Annual Meeting, the three nominees named in this proxy statement as Class III Directors will be elected to hold office for three years until their successors are elected and qualified. Our Board of Directors has nominated Constantine E. Anagnostopoulos, Henry R. Lewis and David J. McLachlan for re-election as Class III Directors at the upcoming annual meeting. Each has consented to serve, if elected. If any nominee is unable to serve, proxies will be voted for any replacement candidate nominated by our Board of Directors.

This excerpt taken from the DYAX DEF 14A filed Apr 14, 2008.

Section 16(a) Beneficial Ownership Reporting Compliance

        Our executive officers and directors and persons who own beneficially more than 10% of our equity securities are required under Section 16(a) of the Securities Exchange Act of 1934 to file reports of ownership and changes in their ownership of our securities with the SEC. They must also furnish copies of these reports to us. Based solely on a review of the copies of reports furnished to us and written representations that no other reports were required, we believe that for 2007 our executive officers, directors and 10% beneficial owners complied with all applicable Section 16(a) filing requirements, except that (i) one report covering the exercise of options to purchase shares of our common stock was filed late on behalf of Henry Blair and (ii) one report covering a purchase of shares of our common stock by Loeb Holding Corporation was filed late on behalf of Thomas Kempner.

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PROPOSAL 1
ELECTION OF DIRECTORS

        Our Board of Directors has fixed the number of directors at eight. Under our charter, our Board is divided into three classes, with each class having as nearly as possible an equal number of directors. The term of one class expires, with their successors being subsequently elected to a three-year term, at each annual meeting of stockholders. At the 2008 Annual Meeting, three Class II Directors will be elected to hold office for three years until their successors are elected and qualified. Our Board of Directors has nominated James W. Fordyce, Mary Ann Gray and Thomas L. Kempner for re-election as Class II Directors at the upcoming annual meeting. Each has consented to serve, if elected. If any nominee is unable to serve, proxies will be voted for any replacement candidate nominated by our Board of Directors.

This excerpt taken from the DYAX DEF 14A filed Apr 17, 2007.

Section 16(a) Beneficial Ownership Reporting Compliance

Our executive officers and directors and persons who own beneficially more than ten percent of our equity securities are required under Section 16(a) of the Securities Exchange Act of 1934 to file reports of ownership and changes in their ownership of our securities with the Securities and Exchange Commission (the “SEC”). They must also furnish copies of these reports to us. Based solely on a review of the copies of reports furnished to us and written representations that no other reports were required, we believe that for 2006 our executive officers, directors and 10% beneficial owners complied with all applicable Section 16(a) filing requirements.


This excerpt taken from the DYAX DEF 14A filed Apr 18, 2006.

Section 16(a) Beneficial Ownership Reporting Compliance

Our executive officers and directors and persons who own beneficially more than ten percent of our equity securities are required under Section 16(a) of the Securities Exchange Act of 1934 to file reports of ownership and changes in their ownership of our securities with the Securities and Exchange Commission. They must also furnish copies of these reports to us. Based solely on a review of the copies of reports furnished to us and written representations that no other reports were required, we believe that for 2005 our executive officers, directors and 10% beneficial owners complied with all applicable Section 16(a) filing requirements.

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This excerpt taken from the DYAX DEF 14A filed Apr 18, 2005.

Section 16(a) Beneficial Ownership Reporting Compliance

        Our executive officers and directors and persons who own beneficially more than ten percent of our equity securities are required under Section 16(a) of the Securities Exchange Act of 1934 to file reports of ownership and changes in their ownership of our securities with the Securities and Exchange Commission. They must also furnish copies of these reports to us. Based solely on a review of the copies of reports furnished to us and written representations that no other reports were required, we believe that for 2004 our executive officers, directors and 10% beneficial owners complied with all applicable Section 16(a) filing requirements, except that a Form 4 that covered a grant of stock options was filed late on behalf of Mr. Fordyce.

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PROPOSAL 1

ELECTION OF DIRECTORS

        Our Board of Directors has fixed the number of directors at eight (8) for the coming year. Under our charter, our Board is divided into three classes, with each class having as nearly equal number of directors as possible. The term of one class expires, with their successors being subsequently elected to a three-year term, at each annual meeting of stockholders. At the 2005 Annual Meeting three Class II Directors will be elected to hold office for three years until their successors are elected and qualified. Our Board of Directors has nominated James W. Fordyce, Thomas L. Kempner and Mary Ann Gray for re-election as Class II Directors at the upcoming annual meeting. Each has consented to serve, if elected. If any nominee is unable to serve, proxies will be voted for any replacement candidate nominated by our Board of Directors.

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