Synergy Pharmaceuticals Inc fka SGYPQ

[Opti Mist]

Last year I vote against every measure on the ballot. The company then reported the results of the ballot with all measures approved 100%. I knew my votes mattered little, but I was surprised they apparently were completely ignored. Horribly run company.


Dear Stockholder:

We are pleased to invite you to attend the annual meeting of stockholders (the “Annual Meeting”) of Synergy Pharmaceuticals Inc. (“Synergy” or the “Company”), which will be held on June __, 2018 at 9:00 a.m. Eastern Daylight Time at the offices of Sheppard Mullin Richter & Hampton LLP, located at 30 Rockefeller Plaza, New York, New York 10112, for the following purposes:

1. To elect eight (8) members to our Board of Directors;

2. To hold an advisory vote on executive compensation;

3. To approve a three-year frequency for holding an advisory vote on executive compensation;

4. To ratify the appointment of BDO USA, LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2018 ;

5. To amend our Second Amended and Restated Certificate of Incorporation, as amended, to increase the number of shares of common stock authorized for issuance from 400,000,000 to 500,000,000;

6. To amend our 2017 Equity Incentive Plan to increase the number of shares approved from 9,000,000 to 19,400,000; and

7. To transact such other matters as may properly come before the Annual Meeting and any adjournment or postponement thereof.

Opti