Additional Proxy Soliciting Materials (definitive) (defa14a)
April 27 2017 - 4:56PM
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. )
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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☐
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Preliminary
Proxy Statement
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☐
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Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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☐
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Definitive
Proxy Statement
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☒
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Definitive
Additional Materials
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Soliciting
Material under §240.14a-12
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NABORS
INDUSTRIES LTD.
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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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☒
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No
fee required.
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☐
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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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☐
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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
Shareholder Meeting to Be Held on June 6, 2017.
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Meeting
Information
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NABORS INDUSTRIES LTD.
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Meeting
Type:
For
holders as of:
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Annual
Meeting
April
7, 2017
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Date:
June 6, 2017
Time:
10:00 AM CDT
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Location:
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Nabors
Corporate Services, Inc.
515 W. Greens Rd.
Houston, TX 77067
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NABORS INDUSTRIES LTD.
C/O PROXY SERVICES
P.O. BOX 9142
FARMINGDALE, NY 11735
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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
, scan the QR Barcode on the reverse side, 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.
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See the reverse side of this notice to obtain proxy materials and
voting instructions.
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E28977-P87059
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
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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,
or scan the QR Barcode below.
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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:
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1)
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BY INTERNET
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www.proxyvote.com
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2)
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BY
TELEPHONE
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1-800-579-1639
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3)
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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
(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 May 23, 2017 to facilitate timely delivery.
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How
To Vote
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Please
Choose One of the Following Voting Methods
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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.
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V
ote
By Internet:
Go to
www.proxyvote.com
or from a smart phone, scan the QR
Barcode above. Have the information that is printed in the box marked by the arrow
(located on the following page) available and follow the
instructions.
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Vot
e
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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E28978-P87059
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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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ELECTION
OF DIRECTORS
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Nominees:
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01)
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Tanya
S. Beder
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05)
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Anthony
G. Petrello
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02)
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James
R. Crane
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06)
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Dag Skattum
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03)
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John
P. Kotts
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07)
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John
Yearwood
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04)
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Michael
C. Linn
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The
Board of Directors recommends you vote FOR proposals 2 and 3 and ONE YEAR for proposal 4:
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2.
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Proposal
to appoint PricewaterhouseCoopers LLP as independent auditor and to authorize the Audit
Committee of the Board of Directors to set the independent auditor's remuneration.
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3.
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Nonbinding
advisory Say-on-Pay vote regarding the compensation paid by the Company to its named
executive officers as disclosed in the Proxy Statement.
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4.
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Nonbinding advisory vote to recommend the frequency
of shareholder advisory votes on the compensation paid to the Company's named executive officers.
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The
Board of Directors recommends you vote AGAINST the following proposal:
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5.
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Nonbinding
shareholder proposal regarding adopting a proxy access bylaw, if properly presented by
the shareholder proponents.
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NOTE:
The proxies are authorized to vote, in their discretion, upon such other matters that may properly come before the meeting
or any adjournment or adjournments thereof. The shares represented by this proxy when properly executed will be voted in the manner
directed herein by the undersigned shareholder(s).
If no direction is made, this proxy will be voted FOR the election of the
nominees for the Board of Directors listed under proposal 1, FOR proposals 2 and 3, ONE YEAR for proposal 4 and AGAINST proposal
5.
If any other matters properly come before the meeting the person named in this proxy will vote in their discretion.
E28979-P87059
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