Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
January 18 2024 - 4:15PM
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 x
Filed by a Party other than the Registrant
¨
Check the appropriate box:
¨ |
Preliminary Proxy Statement |
|
|
¨ |
Confidential, for Use of the
Commission Only (as permitted by Rule 14a-6(e)(2)) |
|
|
¨ |
Definitive Proxy Statement |
|
|
x |
Definitive Additional Materials |
|
|
¨ |
Soliciting Material Pursuant to §240.14a-12 |
BRIGHTVIEW
HOLDINGS, 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 all boxes that apply):
|
|
x |
No fee required. |
|
|
¨ |
Fee paid previously with preliminary
materials. |
|
|
¨ |
Fee computed on table in exhibit required
by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| Signature of Stockholder Date: Signature of Stockholder 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.
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.
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:
JOHN SMITH
1234 MAIN STREET
APT. 203
NEW YORK, NY 10038
PROXY VOTING INSTRUCTIONS
Please detach along perforated line and mail in the envelope provided IF you are not voting via telephone or the Internet.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ELECTION OF EACH OF THE DIRECTOR NOMINEES SET FORTH BELOW
AND “FOR” PROPOSAL 2, PROPOSAL 3 AND PROPOSAL 4.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x
20830303000000000000 2 030524
COMPANY NUMBER
ACCOUNT NUMBER
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL:
The Notice of Meeting, proxy statement and proxy card
are available at - http://www.astproxyportal.com/ast/22221
ANNUAL MEETING OF STOCKHOLDERS OF
BRIGHTVIEW HOLDINGS, INC.
Tuesday, March 5, 2024 at 11:00 AM Eastern Time
1. Election of Directors:
O James R. Abrahamson
O Dale A. Asplund
O Jane Okun Bomba
O William Cornog
O Frank Lopez
O Paul E. Raether
O Richard W. Roedel
O Mara Swan
FOR ALL NOMINEES
WITHHOLD AUTHORITY
FOR ALL NOMINEES
FOR ALL EXCEPT
(See instructions below)
NOMINEES:
2. To ratify the appointment of Deloitte & Touche LLP as BrightView
Holdings, Inc.’s independent registered public accounting firm for
Fiscal 2024.
3. To approve the amendment to the BrightView Holdings, Inc.
Amended and Restated 2018 Omnibus Incentive Plan.
4. To approve the amendment to the BrightView Holdings, Inc. 2018
Employee Stock Purchase Plan.
NOTE: To transact such other business as may properly come before the meeting or any
adjournments or postponements of the Annual Meeting
FOR AGAINST ABSTAIN
INTERNET - Access “www.voteproxy.com” and follow the on-screen
instructions or scan the QR code with your smartphone. 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 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.
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 online.
GO GREEN - e-Consent makes it easy to go paperless. With
e-Consent, you can quickly access your proxy material, statements
and other eligible documents online, while reducing costs, clutter
and paper waste. Enroll today via www.astfinancial.com to enjoy
online access. |
| 1. Election of Directors:
James R. Abrahamson
Dale A. Asplund
Jane Okun Bomba
William Cornog
Frank Lopez
Paul E. Raether
Richard W. Roedel
Mara Swan
2. To ratify the appointment of Deloitte & Touche LLP as BrightView Holdings, Inc.’s inde-pendent registered public accounting firm for Fiscal 2024.
3. To approve the amendment to the BrightView Holdings, Inc. Amended and Restated
2018 Omnibus Incentive Plan.
4. To approve the amendment to the BrightView Holdings, Inc. 2018 Employee Stock
Purchase Plan.
NOTE: To transact such other business as may properly come before the meeting or any
adjournments or postponements of the Annual Meeting
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ELECTION OF EACH OF
THE DIRECTOR NOMINEES AND “FOR” PROPOSAL 2, PROPOSAL 3 AND PROPOSAL 4.
NOMINEES:
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We
encourage you to access and review all of the important information contained in the proxy materials before voting.
If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a
copy. To facilitate timely delivery please make the request as instructed below before 02/19/24.
You will be able to request a list of stockholders of record during the Annual Meeting.
Please visit http://www.astproxyportal.com/ast/22221, where the following materials are available for view:
• Notice of Annual Meeting of Stockholders
• Proxy Statement
• Form of Electronic Proxy Card
• Annual Report on Form 10-K
TO REQUEST MATERIAL: TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers)
E-MAIL: info@astfinancial.com
WEBSITE: https://us.astfinancial.com/OnlineProxyVoting/ProxyVoting/RequestMaterials
TO VOTE: ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen
instructions or scan the QR code with your smartphone. You may enter your voting instructions at
www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date.
IN PERSON: You may vote your shares in person by attending the Annual Meeting online.
TELEPHONE: To vote by telephone, please visit www.voteproxy.com to view the materials and to obtain
the toll free number to call.
MAIL: You may request a card by following the instructions above.
COMPANY NUMBER
ACCOUNT NUMBER
CONTROL NUMBER
JOHN SMITH
1234 MAIN STREET
APT. 203
NEW YORK, NY 10038
Please note that you cannot use this notice to vote by mail.
Important Notice of Availability of Proxy Materials for the Stockholder Meeting of
BRIGHTVIEW HOLDINGS, INC.
To Be Held On:
Tuesday, March 5, 2024 at 11:00 AM Eastern Time
at https://web.lumiagm.com/298109712, password: brightview2024 |
| Signature of Stockholder Date: Signature of Stockholder 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.
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.
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:
JOHN SMITH
1234 MAIN STREET
APT. 203
NEW YORK, NY 10038
PROXY VOTING INSTRUCTIONS
Please detach along perforated line and mail in the envelope provided IF you are not voting via telephone or the Internet.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ELECTION OF EACH OF THE DIRECTOR NOMINEES SET FORTH BELOW
AND “FOR” PROPOSAL 2, PROPOSAL 3 AND PROPOSAL 4.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x
21030303000000000000 8 030524
COMPANY NUMBER
ACCOUNT NUMBER
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL:
The Notice of Meeting, proxy statement and proxy card
are available at - http://www.astproxyportal.com/ast/22221
ANNUAL MEETING OF STOCKHOLDERS OF
BRIGHTVIEW HOLDINGS, INC.
Tuesday, March 5, 2024 at 11:00 AM Eastern Time
1. Election of Directors:
O James R. Abrahamson
O Dale A. Asplund
O Jane Okun Bomba
O William Cornog
O Frank Lopez
O Paul E. Raether
O Richard W. Roedel
O Mara Swan
O Kurtis Barker
O Joshua Goldman
FOR ALL NOMINEES
WITHHOLD AUTHORITY
FOR ALL NOMINEES
FOR ALL EXCEPT
(See instructions below)
NOMINEES:
2. To ratify the appointment of Deloitte & Touche LLP as BrightView
Holdings, Inc.’s independent registered public accounting firm for
Fiscal 2024.
3. To approve the amendment to the BrightView Holdings, Inc.
Amended and Restated 2018 Omnibus Incentive Plan.
4. To approve the amendment to the BrightView Holdings, Inc. 2018
Employee Stock Purchase Plan.
NOTE: To transact such other business as may properly come before the meeting or any
adjournments or postponements of the Annual Meeting
FOR AGAINST ABSTAIN
INTERNET - Access “www.voteproxy.com” and follow the on-screen
instructions or scan the QR code with your smartphone. 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 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.
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 online.
GO GREEN - e-Consent makes it easy to go paperless. With
e-Consent, you can quickly access your proxy material, statements
and other eligible documents online, while reducing costs, clutter
and paper waste. Enroll today via www.astfinancial.com to enjoy
online access. |
| 1. Election of Directors:
James R. Abrahamson
Dale A. Asplund
Jane Okun Bomba
William Cornog
Frank Lopez
Paul E. Raether
Richard W. Roedel
Mara Swan
Kurtis Barker
Joshua Goldman
2. To ratify the appointment of Deloitte & Touche LLP as BrightView Holdings, Inc.’s inde-pendent registered public accounting firm for Fiscal 2024.
3. To approve the amendment to the BrightView Holdings, Inc. Amended and Restated
2018 Omnibus Incentive Plan.
4. To approve the amendment to the BrightView Holdings, Inc. 2018 Employee Stock
Purchase Plan.
NOTE: To transact such other business as may properly come before the meeting or any
adjournments or postponements of the Annual Meeting
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE ELECTION OF EACH OF
THE DIRECTOR NOMINEES AND “FOR” PROPOSAL 2, PROPOSAL 3 AND PROPOSAL 4.
NOMINEES:
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We
encourage you to access and review all of the important information contained in the proxy materials before voting.
If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a
copy. To facilitate timely delivery please make the request as instructed below before 02/19/24.
You will be able to request a list of stockholders of record during the Annual Meeting.
Please visit http://www.astproxyportal.com/ast/22221, where the following materials are available for view:
• Notice of Annual Meeting of Stockholders
• Proxy Statement
• Form of Electronic Proxy Card
• Annual Report on Form 10-K
TO REQUEST MATERIAL: TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers)
E-MAIL: info@astfinancial.com
WEBSITE: https://us.astfinancial.com/OnlineProxyVoting/ProxyVoting/RequestMaterials
TO VOTE: ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen
instructions or scan the QR code with your smartphone. You may enter your voting instructions at
www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date.
IN PERSON: You may vote your shares in person by attending the Annual Meeting online.
TELEPHONE: To vote by telephone, please visit www.voteproxy.com to view the materials and to obtain
the toll free number to call.
MAIL: You may request a card by following the instructions above.
COMPANY NUMBER
ACCOUNT NUMBER
CONTROL NUMBER
JOHN SMITH
1234 MAIN STREET
APT. 203
NEW YORK, NY 10038
Please note that you cannot use this notice to vote by mail.
Important Notice of Availability of Proxy Materials for the Stockholder Meeting of
BRIGHTVIEW HOLDINGS, INC.
To Be Held On:
Tuesday, March 5, 2024 at 11:00 AM Eastern Time
at https://web.lumiagm.com/298109712, password: brightview2024 |
BrightView (NYSE:BV)
Historical Stock Chart
From Apr 2024 to May 2024
BrightView (NYSE:BV)
Historical Stock Chart
From May 2023 to May 2024