Cannae Holdings, Inc. — Proxy Solicitation & Information Statement 2022

Apr 29, 2022

DEFA14A 1 tm223461d2_defa14a.htm DEFA14A

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 under §240.14a-12 |
| Cannae
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 the appropriate box): | |
| 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 14a6(i)(1) and 0-11 |

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Your Vote Counts! CANNAE HOLDINGS, INC. 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV 89134 CANNAE HOLDINGS, INC. 2022 Annual Meeting Vote by June 21, 2022 11:59 PM ET You invested in CANNAE HOLDINGS, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the shareholder meeting to be held on June 22, 2022. Vote Virtually at the Meeting June 22, 2022 10:00 AM PDT Virtually at: www.virtualshareholdermeeting.com/CNNE2022 Please check the meeting materials for any special requirements for meeting attendance. Smartphone users Point your camera here and vote without entering a control number V1.1 For complete information and to vote, visit www.ProxyVote.com Control # D85301-P72477 Get informed before you vote View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to June 8, 2022. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

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THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters. Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”. Voting Items Board Recommends D85302-P72477 01) Erika Meinhardt 02) Barry B. Moullet 03) James B. Stallings, Jr. 04) Frank P. Willey 1. Election of four Class II directors to serve until the 2025 annual meeting of shareholders. Nominees: 2. Approval of a non-binding advisory resolution on the compensation paid to our named executive officers. 3. Ratification of the appointment of Deloitte as our independent registered public accounting firm for the 2022 fiscal year. NOTE: To transact such other business as may properly come before the meeting or any postponement or adjournment thereof. For For For

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