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Dayforce, Inc. — Proxy Solicitation & Information Statement 2025
Mar 13, 2025
47575_rns_2025-03-13_c14df351-e912-4250-a9af-1b94b46facaf.pdf
Proxy Solicitation & Information Statement
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dayforce
Dayforce, Inc.
3311 East Old Shakopee Road
Minneapolis, Minnesota 55425
Notice of 2025 Annual Meeting of Stockholders
Dear Stockholder:
You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the "Annual Meeting") of Dayforce, Inc. ("Dayforce").
| Date and Time | Location | Who Can Vote |
|---|---|---|
| Friday, May 2, 2025 | ||
| 10:00 a.m., Eastern Daylight | ||
| Time ("EDT") | Online at | |
| www.virtualshareholdermeeting.com/DAY2025 | Stockholders of record | |
| as of March 6, 2025 | ||
| (the "Record Date") |
Once again, we are holding our Annual Meeting virtually by means of a live webcast in order to make the meeting conveniently accessible to all of our stockholders, who will be able to listen, vote, and submit questions remotely via the Internet. If you plan to attend the virtual Annual Meeting, please note the log-in procedures described under "Admission" in the "Voting and Other General Information" section beginning on page 73 of the Proxy Statement. There are four items of business for the Annual Meeting:
| Items of Business | Page | Board Voting Recommendation |
|---|---|---|
| 1 Election of Directors: Brent Bickett, Ronald Clarke, Deborah Farrington, Thomas Hagerty, Linda Mantia, David Ossip, Ganesh Rao, Andrea Rosen, and Gerald Throop | Page 60 | FOR each of the nominees |
| 2 Advisory Vote to Approve Executive Compensation | Page 61 | FOR |
| 3 Ratification of Appointment of KPMG LLP as Dayforce's Independent Registered Public Accounting Firm for Fiscal Year 2025 | Page 62 | FOR |
| 4 Approval of Dayforce's Amended and Restated Certificate of Incorporation | Page 64 | FOR |
In addition, Dayforce will consider any other business as may properly come before the Annual Meeting or any adjournment, continuation, or postponement thereof.
If you have any questions regarding this information or the proxy materials, please contact Dayforce's Corporate Secretary at [email protected].
By Order of the Board of Directors,
William E. McDonald
Executive Vice President, Chief Legal and Compliance Officer, and Corporate Secretary
Minneapolis, Minnesota
March 13, 2025
This Notice of Annual Meeting and Proxy Statement and Form of Proxy are being distributed and made available on or about March 13, 2025.
Important notice regarding the availability of proxy materials for the 2025 Annual Meeting of Stockholders to be held on May 2, 2025. The Proxy Statement and 2024 Annual Report are available electronically on the "Investor Relations" page of Dayforce's website located at www.dayforce.com and at proxyvote.com.