- Revised Proxy Soliciting Materials (definitive) (DEFR14A)
April 15 2011 - 10:41AM
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. 1)
Filed by the Registrant
þ
Filed by a Party other than the Registrant
o
Check the appropriate box:
|
|
|
o
Preliminary
Proxy Statement
|
|
|
o
Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
|
|
|
þ
Definitive
Proxy Statement
|
o
Definitive
Additional Materials
|
o
Soliciting
Material Pursuant to §240.14a-12
|
Arris Group, 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):
|
|
þ
|
No fee required.
|
|
o
|
Fee computed on table below per Exchange Act
Rules 14a-6(i)(4) and 0-11.
|
|
|
(1)
|
Title of each class of securities to which
transaction applies:
|
|
|
(2)
|
Aggregate number of securities to which
transaction applies:
|
|
|
(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):
|
|
|
(4)
|
Proposed maximum aggregate value of transaction:
|
|
|
o
|
Fee paid previously with preliminary materials.
|
|
o
|
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.
|
|
|
(1)
|
Amount Previously Paid:
|
|
|
(2)
|
Form, Schedule or Registration Statement No.:
|
ARRIS GROUP, INC. 3871 Lakefield Drive Suwanee, GA 30024
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Robert Stanzione, Lawrence Margolis,
and David Potts, and each of them, with power to act without the other and with power of substitution as
proxies and attorneys-in-fact and hereby authorizes them to represent and vote, as provided
on the other side, all the shares of Arris Group, Inc. Common Stock which the undersigned is
entitled to vote, and, in their discretion, to vote upon such other business as may properly come
before the Annual Meeting of Stockholders of the company to be held May 25, 2011 or at any
adjournment or postponement thereof, with all powers which the undersigned would possess if present at the Meeting.
(Continued and to be signed on the reverse side.) 14475
|
ANNUAL MEETING OF SHAREHOLDERS OF ARRIS GROUP, INC. May 25, 2011 PROXY VOTING INSTRUCTIONS
INTERNET Access www.voteproxy.com and follow the on-screen instructions. Have your proxy card
available when you access the web page. TELEPHONE Call toll-free 1-800-PROXIES (1-800-776-9437)
in the United States or 1-718-921-8500 from foreign countries from any COMPANY NUMBER touch-tone
telephone and follow the instructions. Have your proxy card available when you call. Vote
online/phone until 11:59 PM EST the day before the meeting. ACCOUNT NUMBER MAIL Sign, date and
mail your proxy card in the envelope provided as soon as possible. IN PERSON You may vote your
shares in person by attending the Annual Meeting. NOTICE OF INTERNET AVAILABILITY OF PROXY
MATERIAL: The Notice of Meeting, proxy statement and proxy card are available at
www.arrisi.com/proxy Please detach along perforated line and mail in the envelope provided IF you
are not voting via telephone or the Internet. -21033304000000001000 2 052511 THE BOARD OF DIRECTORS
RECOMMENDS A VOTE FOR THE ELECTION OF DIRECTORS AND FOR PROPOSALS 2, 3 AND 4, AND 3 years
FOR PROPOSAL 5. PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR
VOTE IN BLUE OR BLACK INK AS SHOWN HERE x FOR AGAINST ABSTAIN 1. Election of Directors: 2. Approval
of the 2011 Stock Incentive Plan. NOMINEES: FOR ALL NOMINEES O Alex B. Best 3. Ratification of
appointment of Ernst & Young LLP as independent O Harry L. Bosco registered public accounting firm
for fiscal year 2011. WITHHOLD AUTHORITY O James A. Chiddix 4. Approval, on an advisory basis, of
the compensation of the named FOR ALL NOMINEES O John Anderson Craig executive officers. O Matthew
B. Kearney FOR ALL EXCEPT O William H. Lambert 3 years 2 years 1 year ABSTAIN (See instructions
below) O John R. Petty 5. Approval, on an advisory basis, of the frequency of a shareholder O
Robert J. Stanzione vote to approve the compensation of the named executive officers. O Debora J.
Wilson O David A. Woodle 6. In their discretion, such other matters as may properly be brought
before the meeting of any adjournment(s) thereof. INSTRUCTIONS: To withhold authority to vote for
any individual nominee(s), mark FOR ALL EXCEPT and fill in the circle next to each nominee you
wish to withhold, as shown here: J MARK X HERE IF YOU PLAN TO ATTEND THE MEETING. To change the
address on your account, please check the box at right and indicate your new address in the address
space above. Please note that changes to the registered name(s) on the account may not be submitted
via this method. Signature of Shareholder Date: Signature of Shareholder Date: Note: Please sign
exactly as your name or names appear on this Proxy. When shares are held jointly, each holder
should sign. When signing as executor, administrator, attorney, trustee or guardian, please give
full title as such. If the signer is a corporation, please sign full corporate name by duly
authorized officer, giving full title as such. If signer is a partnership, please sign in
partnership name by authorized person.
|
ANNUAL MEETING OF SHAREHOLDERS OF ARRIS GROUP, INC. May 25, 2011
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL:
The Notice of Meeting, proxy statement and proxy card are available at www. arrisi.com/proxy
Please sign, date and mailyour proxy card in theenvelope provided as soon
as possible. Please detach along perforated line and mail in the envelope provided.
g 21033304000000001000 2 052511THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF DIRECTORS
AND FOR PROPOSALS 2, 3 AND 4, AND 3 years FOR PROPOSAL 5.PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE
ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x
1. Election of Directors:NOMINEES:c FOR ALL NOMINEES OAlex B. BestOHarry L. BoscocWITHHOLD AUTHORITY FOR
ALL NOMINEESOJames A. ChiddixOJohn Anderson CraigOMatthew B. KearneycFOR ALL EXCEPT (See instructions
below)OWilliam H. LambertOJohn R. PettyORobert J. StanzioneODebora J. WilsonODavid A. Woodle
INSTRUCTIONS:To withhold authority to vote for any individual nominee(s), mark FOR ALL EXCEPT and fill
in the circle next to each nominee you wish to withhold, as shown here: n
To change the address on your account, please check the box at right and indicate your new address in the
address space above. Please note that changes to the registered name(s) on the account may not be submitted
via this method.c FORAGAINSTABSTAIN2. Approval of the 2011 Stock Incentive Plan.c c c3. Ratification of appointment
of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2011.c c c4. Approval, on an
advisory basis, of the compensation of the named executive officers.c c c3 years2 years1 yearABSTAIN5.
Approval, on an advisory basis, of the frequency of a shareholder vote to approve the compensation of
the named executive officers.c c c c6. In their discretion, such other matters as may properly be brought
before the meeting of any adjournment(s) thereof.MARK X HERE IF YOU PLAN TO ATTEND THE MEETING. c
Signature of Shareholder Date: Signature of Shareholder Date:
Note:Please sign exactly as your name or names appear on this Proxy. When shares are held jointly,
each holder should sign. When signing as executor, administrator, attorney, trustee or guardian,
please give full title as such. If the signer is a corporation, please sign full corporate name by
duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership
name by authorized person.g g
|
ARRIS International plc (NASDAQ:ARRS)
Historical Stock Chart
From Jun 2024 to Jul 2024
ARRIS International plc (NASDAQ:ARRS)
Historical Stock Chart
From Jul 2023 to Jul 2024