Additional Proxy Soliciting Materials (definitive) (defa14a)
April 07 2017 - 8:32AM
Edgar (US Regulatory)
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the
Registrant ☑ Filed by a Party other than the
Registrant ☐
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 Pursuant to § 240.14a-12
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SYNACOR, INC.
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(Name of Registrant as Specified in its Charter)
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(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)
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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)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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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)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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☐
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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)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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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 18, 2017.
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SYNACOR, INC.
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SYNACOR, INC.
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40 LA RIVIERE DRIVE, SUITE 300
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BUFFALO, NY 14202
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Meeting Information
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Meeting Type:
Annual
Meeting
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For holders as of:
March 20, 2017
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Date:
May 18,
2017
Time:
11:00 AM EDT
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Location:
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Meeting live via the Internet-please visit
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www.virtualshareholdermeeting.com/SYNC2017
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The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit
www.virtualshareholdermeeting.com/SYNC2017 and be sure to have the information that is printed in the box marked by the arrow
(located on the following page).
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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 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.
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Before You Vote
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or
RECEIVE:
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NOTICE AND PROXY STATEMENT ANNUAL
REPORT
How to View Online:
Have the information that is printed in the box marked by the arrow
(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
(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 May 4, 2017 to facilitate timely delivery.
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How To Vote
Please Choose One of the Following Voting Methods
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Vote By Internet:
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Before The Meeting:
Go to
www.proxyvote.com.
Have the information that is printed in the box marked by the arrow
(located on the following page) available and follow the instructions.
During The Meeting:
Go to
www.virtualshareholdermeeting.com/SYNC2017.
Have the information that is printed in the box marked by the arrow
(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.
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The Board of Directors recommends you
vote FOR
the following:
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1.
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Election of Class III Directors
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Nominees:
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01) Gary Ginsberg
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02) Scott Murphy
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The Board of Directors recommends you vote FOR proposals 2 and
3.
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2.
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To ratify the appointment by the Audit Committee of the Board of
Directors of Deloitte & Touche LLP as the independent
registered public accounting firm of the Company for its fiscal year ending December 31,
2017.
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3.
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To approve the amendment and restatement of the Synacor, Inc. 2012
Equity Incentive Plan to, among other things,
allow future performance-based awards to qualify under Internal Revenue Code Section 162(m).
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NOTE:
Such other business as may properly come before the
meeting or any adjournment thereof.
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