AFLAC INC — Remuneration Information 2014

Mar 20, 2014

DEFA14A 1 aflac_defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

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 | [ ] | Soliciting Material Under Rule
14a-12 |
| [ ] | Confidential, For Use of
the Commission Only (as permitted by Rule 14a-6(e)(2)) | | |
| [ ] | Definitive Proxy
Statement | | |
| [X] | Definitive Additional
Materials | | |

| Aflac Incorporated |
| --- |
| (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): — [X] | No fee required. | |
| --- | --- | --- |
| [
] | 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: |
| | 5) | Total fee
paid: |
| [
] | Fee paid previously
with preliminary materials: | |
| [
] | 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.: |
| | 3) | Filing Party: |
| | 4) | Date Filed: |

*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 5, 2014.

AFLAC INCORPORATED AFLAC INCORPORATED WORLDWIDE HEADQUARTERS 1932 WYNNTON ROAD COLUMBUS, GA 31999

| Meeting
Information | |
| --- | --- |
| Meeting
Type: Annual Meeting | |
| For holders as
of: February 26, 2014 | |
| Date: May 5,
2014 Time: 10:00 a.m. | |
| Location: | Columbus
Museum |
| | Patrick Theatre |
| | 1251
Wynnton Road |
| | Columbus, Georgia 31906 |
| Meeting directions may be obtained by calling (800)
227-4756. | |

| You
are receiving this communication because you hold shares in the above
named company. |
| --- |
| 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.

— Before You Vote — How to Access the Proxy Materials

| Proxy Materials Available to
VIEW or RECEIVE: — NOTICE AND PROXY
STATEMENT | ANNUAL REPORT ON FORM
10-K |
| --- | --- |
| How to View
Online: | |
| Have the
information that is printed in the box marked by the arrow è XXXX XXXX XXXX (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 è XXXX XXXX XXXX (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 April 21, 2014 to facilitate
timely delivery. | |

— How To Vote — Please Choose One of the Following Voting Methods

| 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. |
| --- |
| Vote By
Internet: To vote now by Internet, go to www.proxyvote.com . Have
the information that is printed in the box marked by the arrow è XXXX XXXX XXXX (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. |

Voting Items

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” ALL DIRECTOR NOMINEES IN PROPOSAL 1 AND “FOR” PROPOSALS 2 and 3. The following proposals are being submitted to the Shareholders:

1.
Nominees:
1a.	Daniel P.
Amos
1b.	John Shelby Amos
II
1c.	Paul S. Amos
II
1d.	W. Paul
Bowers
1e.	Kriss Cloninger
III
1f.	Elizabeth J.
Hudson
1g.	Douglas W.
Johnson
1h.	Robert B.
Johnson
1i.	Charles B.
Knapp
1j.	Barbara K. Rimer,
DrPH
1k.	Melvin T.
Stith
1l.	David Gary
Thompson
1m.	Takuro
Yoshida

| 2. | to
consider the following non-binding advisory proposal: |
| --- | --- |
| | "Resolved,
that the shareholders approve the compensation of the Company's named
executive officers, pursuant to the compensation disclosure rules of the
Securities and Exchange Commission, including as disclosed in the
Compensation Discussion and Analysis, executive compensation tables and
accompanying narrative discussion in the Proxy Statement" |
| 3. | to
consider and act upon the ratification of the appointment of KPMG LLP as
independent registered public accounting firm of the Company for the year
ending December 31, 2014 |