Additional Proxy Soliciting Materials (definitive) (defa14a)
January 21 2016 - 2:12PM
Edgar (US Regulatory)
*** Exercise
Your Right
to Vote ***
Important Notice Regarding the Availability of Proxy Materials for
the
Shareholder Meeting to Be Held on March 9, 2016.
WHOLE FOODS MARKET, INC.
WHOLE FOODS MARKET, INC.
550
BOWIE STREET
AUSTIN, TX
78703
Meeting
Information |
MeetingType: |
|
Annual Meeting |
For holders as of: |
|
January 11, 2016 |
Date: March 9, 2016 |
|
Time: 8:00 a.m., local time |
Location: The Fairmont San Francisco |
950
Mason Street |
San
Francisco, California 94108 |
|
You are receiving this communication
because you hold shares in the company named above.
This is not a ballot. You cannot use
this notice to vote these shares. This communication presents only an overview
of the more complete proxy materials that are available to you on the Internet.
You may view the proxy materials online at www.proxyvote.com or easily request a
paper copy (see reverse side).
We encourage you to access and review
all of the important information contained in the proxy materials before
voting.
See the reverse side of this notice
to obtain proxy materials and voting instructions. |
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW
or RECEIVE:
NOTICE AND PROXY
STATEMENT ANNUAL
REPORT
How to View
Online:
Have the information that is
printed in the box marked by the arrow ➔ XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER
or E-MAIL Copy:
If you want to receive a
paper or e-mail copy of these documents, you must request one. There is NO
charge for requesting a copy. Please choose one of the following methods to make your
request:
|
1) |
BY
INTERNET: |
|
www.proxyvote.com |
|
2) |
BY
TELEPHONE: |
|
1-800-579-1639 |
|
3) |
BY
E-MAIL*: |
|
sendmaterial@proxyvote.com |
* If requesting materials by e-mail,
please send a blank e-mail with the information that is printed in the box
marked by the arrow ➔ XXXX XXXX XXXX XXXX (located on the following page) in the subject line.
Requests, instructions and other
inquiries sent to this e-mail address will NOT be forwarded to your investment
advisor. Please make the request as instructed above on or before February 24,
2016 to facilitate timely delivery.
How To Vote
Please Choose One of the Following Voting
Methods
Vote In Person: Many shareholder meetings have attendance requirements
including, but not limited to, the possession of an attendance ticket issued by
the entity holding the meeting. Please check the meeting materials for any
special requirements for meeting attendance. At the meeting, you will need to
request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the
information that is printed in the box marked by the arrow ➔ XXXX XXXX XXXX XXXX (located on the following page) available and follow the
instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the
materials, which will include a proxy card.
The Board of Directors
recommends that you vote FOR the following director
nominees: |
|
1. |
|
ELECTION OF DIRECTORS: |
|
|
|
|
|
|
|
01) |
DR. JOHN
ELSTROTT |
|
07) |
|
MORRIS (MO)
SIEGEL |
|
|
02) |
SHAHID (HASS)
HASSAN |
|
08) |
|
JONATHAN
SOKOLOFF |
|
|
03) |
STEPHANIE
KUGELMAN |
|
09) |
|
DR. RALPH
SORENSON |
|
|
04) |
JOHN MACKEY |
|
10) |
|
GABRIELLE
SULZBERGER |
|
|
05) |
WALTER ROBB |
|
11) |
|
WILLIAM (KIP) TINDELL,
III |
|
|
06) |
JONATHAN SEIFFER |
|
|
|
|
The Board of Directors
recommends you vote FOR the following company
proposals: |
|
2. |
ADVISORY VOTE TO APPROVE THE
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. |
|
3. |
RATIFICATION OF THE APPOINTMENT OF
ERNST & YOUNG LLP AS INDEPENDENT AUDITOR FOR THE COMPANY FOR THE
FISCAL YEAR ENDING SEPTEMBER 25, 2016. |
|
4. |
RATIFICATION OF THE AMENDMENT OF OUR
TEAM MEMBER STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES
AUTHORIZED FOR ISSUANCE. |
|
|
The Board of Directors recommends
you vote AGAINST the following shareholder
proposals: |
|
5. |
PROPOSAL ASKING OUR BOARD OF
DIRECTORS TO ADOPT AND PRESENT FOR SHAREHOLDER APPROVAL REVISIONS TO THE
COMPANY'S PROXY ACCESS BYLAW. |
|
6. |
PROPOSAL ASKING OUR BOARD OF
DIRECTORS TO ADOPT A POLICY RELATED TO LIMITING ACCELERATION OF VESTING OF
EQUITY UPON A CHANGE IN CONTROL. |
|
7. |
PROPOSAL ASKING THE COMPANY TO
ISSUE A REPORT REGARDING OUR FOOD WASTE EFFORTS. |
|
|
IF YOU GRANT A PROXY, THE PROXY
HOLDERS WILL ALSO HAVE THE DISCRETION TO VOTE THESE SHARES ON ANY
ADDITIONAL MATTERS PROPERLY PRESENTED FOR A VOTE AT THE MEETING IN
ACCORDANCE WITH TEXAS LAW AND THE COMPANY'S
BYLAWS. |
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