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2020 Annual Meeting of Shareholders

Date & Time:
May 5, 2020 @ 10: 00 AM ET

Virtual Meeting

Summary of Proceedings

Presiding: Giovanni Caforio, M.D., Board Chair and Chief Executive Officer

A total of 2,262,466,899 shares of the company’s common stock and $2.00 convertible preferred stock were represented at the meeting in person or by proxy. This attendance constituted approximately 86% of the shares outstanding and entitled to vote at the meeting.

Election of the Board of Directors:
Nominated and elected to serve as directors of the company until the 2021 Annual Meeting were Peter J. Arduini, Robert Bertolini, Michael W. Bonney, Giovanni Caforio, M.D., Matthew W. Emmens, Julia A. Haller, M.D., Dinesh C. Paliwal, Theodore R. Samuels, Vicki L. Sato, Ph.D., Gerald L. Storch, Karen H. Vousden, Ph.D. and Phyllis R. Yale.? Each nominee for Director received a “FOR” vote of at least 81.3% percent of the shares voted.

Management Proposals:
The management proposal on the advisory vote to approve the compensation of our named executive officers was approved by a vote of 1,488,216,779 shares in favor, with 108,570,439 shares against, 7,644,510 shares abstaining and 342,470,123 broker non-votes.

The appointment of Deloitte & Touche LLP as independent registered public accounting firm for the company for the year 2020 was ratified by a vote of 1,884,281,232 shares in favor, with 52,808,475 shares against and 9,812,144 shares abstaining.

Shareholder Proposals:
The shareholder proposal on separate Chair and CEO was not approved based upon a vote of 710,926,387 shares in favor, with 883,136,445 shares against, 10,368,896 shares abstaining and 342,470,123 broker non-votes.

The shareholder proposal on shareholder right to act by written consent was not approved based upon a vote of 693,125,224 shares in favor, with 900,453,724 shares against, 10,852,780 shares abstaining and 342,470,123 broker non-votes.

Materials on this website may contain information about the Company’s future plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual outcomes and results to differ materially from current expectations. No forward-looking statement can be guaranteed. Forward-looking statements contained on this website should be evaluated together with the many uncertainties that affect Bristol Myers Squibb's business, particularly those identified in the cautionary factors discussion in the company’s most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. These documents are available from the Securities and Exchange Commission, the Bristol Myers Squibb website or from Bristol Myers Squibb Investor Relations.

In addition, any information contained on this website was current as of the date presented and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change, whether as a result of new information, future events or otherwise. Consequently, the company will not update the information contained on the website and investors should not rely upon the information as current or accurate after the presentation date. The website may also contain certain non-GAAP financial measures, adjusted to include certain costs, expenses, gains and losses and other specified items. Reconciliations of these non-GAAP financial measures to the most comparable GAAP measures for a particular quarterly period are available on the company’s website at www.43renyou.com.???