Additional Proxy Soliciting Materials (definitive) (defa14a)
March 24 2017 - 4:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section
14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
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Filed by a Party other
than the Registrant
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CHECK THE APPROPRIATE BOX:
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Preliminary Proxy Statement
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Confidential, For Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Under Rule
14a-12
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McDermott International, Inc.
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy
Statement, if Other Than the Registrant)
PAYMENT OF FILING FEE (CHECK THE APPROPRIATE
BOX):
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No fee
required.
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Fee computed on table below per Exchange Act Rules
14a-6(i)(4) and 0-11.
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1)
Title of each class of securities to which transaction
applies:
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2)
Aggregate number of securities to which transaction applies:
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3)
Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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4)
Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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Fee paid previously with
preliminary materials:
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Check box if any part of the fee is
offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the form or schedule and the
date of its filing.
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1)
Amount previously paid:
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2)
Form, Schedule or Registration Statement No.:
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3)
Filing Party:
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4) Date
Filed:
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*** Exercise Your
Right
to Vote
***
Important Notice Regarding the
Availability of Proxy Materials for the
Stockholder Meeting to Be Held on
May 5,
2017
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MCDERMOTT INTERNATIONAL, INC.
MCDERMOTT INTERNATIONAL, INC.
757 N. ELDRIDGE
PKWY
HOUSTON, TX
77079
Meeting
Information
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Meeting
Type:
Annual
Meeting
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Date:
May 5, 2017
Time:
10:00 a.m., local time
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For holders as of:
March 13, 2017
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Location:
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The
Westin Houston Hotel
945 Gessner
Road
Houston, Texas 77024
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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 an
email or 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.
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Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
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NOTICE AND PROXY
STATEMENT ANNUAL
REPORT
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How
to View Online:
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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.
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How
to Request and Receive a PAPER or E-MAIL Copy:
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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:
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1)
BY INTERNET
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www.proxyvote.com
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2)
BY TELEPHONE
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1-800-579-1639
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3)
BY E-MAIL*
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sendmaterial@proxyvote.com
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* 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.
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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 April 21, 2017
to facilitate timely delivery.
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How To Vote
Please Choose One of the Following Voting Methods
Vote In Person:
Please review the proxy materials for the requirements for admission to the meeting. Please note that you may be asked to present valid photo identification and proof of share ownership when you check in for registration prior to the meeting. At the meeting, you will need to request a ballot to vote these shares.
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Vote By Internet:
To vote now by Internet, go to
www.proxyvote.com
to transmit your
voting instructions and to request electronic delivery of information up until
11:59 P.M., Eastern Time, on May 4, 2017 (May 2, 2017 for participants in
McDermott's Thrift Plan). 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.
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Vote By Mail or Telephone:
You can vote by mail or telephone by
requesting paper copies of the materials, which will include a proxy card
with further instructions.
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Voting
Items
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The Board of Directors recommends
you vote FOR the following:
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1.
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To elect eight members to our Board
of Directors, each for a term of one year.
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Nominees:
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01)
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John F. Bookout,
III
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05)
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Gary P. Luquette
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02)
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David Dickson
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06)
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William H. Schumann, III
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03)
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Stephen G. Hanks
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07)
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Mary L. Shafer-Malicki
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04)
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Erich Kaeser
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08)
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David A. Trice
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The Board of Directors recommends
you vote FOR the following proposal:
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2.
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To conduct an advisory vote to
approve named executive officer compensation.
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The Board of Directors recommends
you vote 1 year on the following proposal:
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3.
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To conduct an advisory vote on the
frequency with which to hold advisory votes on named executive officer
compensation.
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The Board of Directors recommends
you vote FOR the following proposal:
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4.
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To ratify our Audit Committee's
appointment of Deloitte & Touche LLP as our independent registered public
accounting firm for the year ending December 31, 2017.
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