Amgen 2012 Annual Report Download - page 87

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80
PART III
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE OF THE REGISTRANT
Information about our Directors is incorporated by reference from the section entitled ITEM 1 — ELECTION OF
DIRECTORS in our Proxy Statement for the 2013 Annual Meeting of Stockholders to be filed with the SEC within 120 days of
December 31, 2012 (the Proxy Statement). Information about compliance with Section 16(a) of the Securities Exchange Act of
1934 is incorporated by reference from the section entitled OTHER MATTERS — Section 16(a) Beneficial Ownership Reporting
Compliance in our Proxy Statement. Information about the procedures by which stockholders may recommend nominees for the
Board of Directors is incorporated by reference from Appendix A — AMGEN INC. BOARD OF DIRECTORS GUIDELINES
FOR DIRECTOR QUALIFICATIONS AND EVALUATIONS in our Proxy Statement. Information about our Audit Committee,
members of the committee and our Audit Committee financial experts is incorporated by reference from the section entitled
CORPORATE GOVERNANCE — Board Committees and Charters — Audit Committee in our Proxy Statement. Information
about our executive officers is contained in the discussion entitled Item 1. Business — Executive Officers of the Registrant.
Code of Ethics
We maintain a code of ethics applicable to our principal executive officer, principal financial officer, principal accounting
officer or controller, and other persons performing similar functions. To view this code of ethics free of charge, please visit our
website at www.amgen.com (This website address is not intended to function as a hyperlink, and the information contained in our
website is not intended to be a part of this filing). We intend to satisfy the disclosure requirements under Item 5.05 of Form 8-K
regarding an amendment to, or waiver from, a provision of this code of ethics, if any, by posting such information on our website
as set forth above.
Item 11. EXECUTIVE COMPENSATION
Information about director and executive compensation is incorporated by reference from the section entitled EXECUTIVE
COMPENSATION in our Proxy Statement. Information about compensation committee matters is incorporated by reference from
the sections entitled CORPORATE GOVERNANCE — Board Committees and Charters — Compensation and Management
Development Committee and CORPORATE GOVERNANCE — Compensation Committee Report in our Proxy Statement.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
Securities Authorized for Issuance Under Existing Equity Compensation Plans
Information about securities authorized for issuance under existing equity compensation plans is incorporated by reference
from the section entitled SECURITIES AUTHORIZED FOR ISSUANCE UNDER EXISTING EQUITY COMPENSATION
PLANS in our Proxy Statement.
Security Ownership of Directors and Executive Officers and Certain Beneficial Owners
Information about security ownership of certain beneficial owners and management is incorporated by reference from the
sections entitled SECURITY OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS and SECURITY OWNERSHIP
OF CERTAIN BENEFICIAL OWNERS in our Proxy Statement.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
Information about certain relationships and related transactions and directors independence is incorporated by reference
from the sections entitled CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS and CORPORATE GOVERNANCE
— Board Independence in our Proxy Statement.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information about the fees for professional services rendered by our independent registered public accountants is incorporated
by reference from the section entitled AUDIT MATTERS — Independent Registered Public Accountants in our Proxy Statement.