CLOROX CO /DE/ — Remuneration Information 2012

Sep 28, 2012

DEFA14A 1 clorox_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 | | |

| The Clorox
Company |
| --- |
| (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: |

●
IMPORTANT ANNUAL SHAREHOLDERS
MEETING INFORMATION
IMPORTANT ANNUAL STOCKHOLDERS MEETING INFORMATION — YOUR VOTE
COUNTS!	●	Vote by
Internet Go to www.envisionreports.com/CLX Or scan the QR code with your smartphone Follow the steps outlined on the secure website

Stockholder Meeting Notice

Important Notice Regarding the Availability of Proxy Materials for The Clorox Company Stockholders Meeting to be Held on November 14, 2012

This notice is to advise you that the proxy materials for the annual stockholders meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

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. The notice of annual meeting, proxy statement and annual report – executive summary are available at:

www.envisionreports.com/CLX

Easy Online Access — A Convenient Way to View Proxy Materials and Vote When you go online to view materials, you can also vote your shares. Step 1: Go to www.envisionreports.com/CLX to view the materials. Step 2: Click on Cast Your Vote or Request Materials. Step 3: Follow the instructions on the screen to log in . Step 4: Make your selection as instructed on each screen to select delivery preferences and vote.

Obtaining a Copy of the Proxy Materials – If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before November 5, 2012 to facilitate timely delivery.

Stockholder Meeting Notice

The Clorox Company’s Annual Meeting of Stockholders will be held on November 14, 2012 at the Company’s Pleasanton Campus, located at 4900 Johnson Drive, Building C, Pleasanton, CA 94588, at 9:00 a.m. Pacific time. Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.

| The Board of Directors
recommends that you vote FOR the election of each of the following
director nominees: — 1. | Election of
Directors: | 01 - Daniel Boggan, Jr., 02 -
Richard H. Carmona, 03 - Tully M. Friedman, |
| --- | --- | --- |
| | | 04 - George J. Harad, 05 -
Donald R. Knauss, 06 - Robert W. Matschullat, |
| | | 07 - Edward A. Mueller, 08 -
Pamela Thomas-Graham, 09 - Carolyn M. Ticknor |
| The Board of Directors
recommends that you
vote FOR the following
proposal: | | |
| 2. | Advisory Vote on Executive
Compensation. | |
| The Board of Directors
recommends that you vote FOR the following proposal: | | |
| 3. | Ratification of Independent
Registered Public Accounting Firm. | |
| The Board of Directors
recommends that you vote FOR the following proposal: | | |
| 4. | To Approve the Amended and
Restated 2005 Stock Incentive Plan. | |

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares, you must vote online or by telephone, by following the instructions at www.envisionreports.com/CLX, or by mail, by requesting a paper copy of the proxy materials, which include a proxy card. If you wish to attend and vote at the meeting, please review the “Attending the Annual Meeting” section in the proxy materials.

●
®	Internet – Go to www.envisionreports.com/CLX . Click Cast Your Vote or
Request Materials. Follow the instructions to log in and order a paper or
email copy of the current meeting materials and submit your preference for
email or paper delivery of future meeting materials.
®	Telephone – Call us free of charge at
1-866-641-4276 using a touch-tone phone and follow the instructions to log
in and order a paper copy of the materials by mail for the current
meeting. You can also submit a preference to receive a paper copy for
future meetings.
®	Email – Send an email to
investorvote@computershare.com with “Proxy Materials: The Clorox Company”
in the subject line. Include in the message your full name and address,
plus the three sets of numbers located in the shaded bar on the reverse,
and state in the email that you want a paper copy of current meeting
materials. You can also state your preference to receive a paper copy for
future meetings.
	To facilitate timely delivery,
all requests for a paper copy of the proxy materials must be received by
November 5, 2012.