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BRINKER INTERNATIONAL, INC — Proxy Solicitation & Information Statement 2021
Oct 7, 2021
30927_rns_2021-10-07_8a0739ce-c25c-4327-9c4f-cc0e838007fa.zip
Proxy Solicitation & Information Statement
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DEFA14A 1 d227025ddefa14a.htm DEFA14A DEFA14A
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
Filed by the Registrant ☒ 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 |
| ☒ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
Brinker International, 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):
| ☒ | No fee required | |
|---|---|---|
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11 | |
| (1) | Title of each class of securities to which the transaction applies: | |
| (2) | Aggregate number of securities to which the transaction applies: | |
| (3) | Per unit price or other underlying value of the 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 the 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: |
| P.O. BOX 8016, CARY, NC 27512-9903 |
| --- |
| November 18, 2021 |
| For Shareholders as of record on September 20, 2021 |
| This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. This is not a ballot. You cannot use this notice to vote your shares. We encourage you to access and
review all of the important information contained in the proxy materials before voting. |
| To view the 2021 Notice of Annual Meeting and Proxy Materials and 2021 Annual Report (the proxy materials), and to obtain
directions to attend the meeting go to: www.proxydocs.com/EAT To vote your
proxy while visiting this site, you will need the 12 digit control number in the box below. |
| Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the internet. |
| ● |
|---|
| 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. In order to receive a paper package in time for this years meeting, you must make this |
| request on or before November 8, 2021. |
| To order paper materials, use one of the following methods. |
| INTERNET www.investorelections.com/EAT | * E-MAIL [email protected] |
|---|---|
| When requesting via the Internet or telephone you will need the 12 digit control number located in the | |
| shaded box above. | * If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located above) in the subject line. No other requests, |
| instructions OR other inquiries should be included with your e-mail requesting material. |
Brinker International, Inc.
Meeting Type: Annual Meeting of Shareholders
Date: Thursday, November 18, 2021
Time: 09:00 AM, Central Standard Time
Place: A live webcast of the Annual Meeting will be
available online at www.proxydocs.com/EAT
To attend, participate and vote at the meeting visit www.proxydocs.com/EAT
SEE REVERSE FOR FULL AGENDA
Brinker International, Inc.
2021 Annual Meeting of Shareholders
THE BOARD OF DIRECTORS RECOMMENDS A VOTE:
FOR EACH OF THE NOMINEES LISTED IN PROPOSAL 1 AND FOR PROPOSALS 2 AND 3.
PROPOSAL
- Election of Directors
Nominees:
1.01 Joseph M. DePinto
1.02 Frances L. Allen
1.03 Cynthia L. Davis
1.04 Harriet Edelman
1.05 William T. Giles
1.06 James C. Katzman
1.07 Alexandre G. Macedo
1.08 Prashant N. Ranade
1.09 Wyman T. Roberts
-
Ratification of the appointment of KPMG LLP as our Independent Registered Public Accounting Firm for the fiscal year 2022.
-
Advisory Vote to Approve Executive Compensation.
NOTE: Such other business as may properly come before the meeting or any adjournment thereof will be voted on by the proxy holders in their discretion.