ASGN Inc — Proxy Solicitation & Information Statement 2019

May 24, 2019

DEFA14A 1 supplementproxy2019.htm DEFA14A html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk 1 Copyright 2019 Workiva Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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 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))
o	Definitive Proxy Statement
x	Definitive Additional Materials
o	Soliciting Material under §240.14a-12

ASGN 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.

o
(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:

o Fee paid previously with preliminary materials.

o
(1)	Amount Previously Paid:
(2)	Form, Schedule or Registration Statement No.:
(3)	Filing Party:
(4)	Date Filed:

EXPLANATORY NOTE

This proxy statement supplement (this “Supplement”) supplements the Definitive Proxy Statement (the “Proxy Statement”) filed by ASGN Incorporated, a Delaware corporation (the “Company”), with the Securities and Exchange Commission (the “SEC”) on April 25, 2019 (the “Original Filing”). The Proxy Statement was filed in connection with the Company’s 2019 Annual Meeting of Stockholders to be held on June 13, 2019 at 9:00 am Pacific Daylight Time. This Supplement is being filed with the SEC on May 24, 2019 and should be read together with the Proxy Statement.

Supplemental Disclosure

On April 24, 2019, the Company announced that Peter T. Dameris advised the Company’s Board of Directors that he would step down from his role as Chief Executive Officer of the Company effective April 30, 2019. The Company has been informed that Mr. Dameris' resignation was the subject of negotiations between his counsel and the United States Attorney’s Office in Boston, Massachusetts, which has been investigating Mr. Dameris as a target in connection with the college admissions investigation.