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DONALDSON Co INC Proxy Solicitation & Information Statement 2012

Sep 28, 2012

30639_rns_2012-09-28_1b9b3ea3-eabb-454e-bfe7-6981375dc9a2.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 donaldson124013s2_defa14a.htm DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Pursuant to § 240.14a-12 |

Donaldson Company 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 computed
on table below per Exchange Act Rules 14a-6(i)(1) 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: |

*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on November 16, 2012
Meeting
Information
Meeting Type: Annual Meeting
DONALDSON COMPANY, INC. For holders as
of: September 19, 2012
Date: November 16, 2012 Time: 1:00 PM CST
Location: Donaldson Company, Inc. Campus West 2001 West 94th Street Minneapolis, Minnesota
DONALDSON COMPANY, INC. You are receiving this communication because you hold shares in the above named company.
ATTN: NORMAN LINNELL
P.O. BOX 1299
MINNEAPOLIS, MN 55440-1299 This is not a ballot. You cannot use this notice to vote these
shares. This communication presents only an overview of the more
complete proxy materials that are available to you on the Internet.
You may view the proxy materials online at www.proxyvote.com or
easily request a paper copy (see reverse side).
We encourage you to access
and review all of the important information contained in the proxy materials before voting.
See the reverse side of this
notice to obtain proxy materials and voting instructions.

0000149339_1 R1.0.0.11699

How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
1. Notice & Proxy Statement 2. Shareholder Letter 3. Form 10-K
How to View Online:
Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com .
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy.
Please choose one of the following methods to make your request:
1) BY INTERNET : www.proxyvote.com
2) BY TELEPHONE : 1-800-579-1639
3) BY E-MAIL* : [email protected]
* If requesting materials by e-mail,
please send a blank e-mail with the information
that is printed in the box
marked by the arrow XXXX XXXX XXXX (located
on the following page) in the subject line.
Requests,
instructions and other inquiries sent to this e-mail address will NOT be
forwarded to your investment advisor. Please make the request as instructed
above on or before November 04, 2012 to facilitate timely delivery.
Please Choose One of the Following Voting Methods

| Vote
In Person: Many shareholder meetings have attendance requirements including,
but not limited to, the possession of an attendance ticket issued by the entity
holding the meeting. Please check the meeting materials for any special
requirements for meeting attendance. At the meeting, you will need to request a
ballot to vote these shares. | |
| --- | --- |
| Vote By Internet: To vote
now by Internet, go to www.proxyvote.com. Have the information that is printed
in the box marked by the arrow | XXXX XXXX XXXX |
| available and follow the instructions. | |
| Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will
include a proxy card. | |

0000114901_2 R1.0.0.11699

Voting items
The Board of
Directors recommends you vote FOR the following:

| 1. | Election of
Directors | | |
| --- | --- | --- | --- |
| | Nominees | | |
| 01 | William M. Cook | 02 | Paul David Miller |

The Board of Directors recommends you vote FOR the following proposal:

  1. Ratification of the appointment of PricewaterhouseCoopers LLP as Donaldson Company, Inc.’s independent registered public accounting firm for the fiscal year ending July 31, 2013.

NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting or any adjournment thereof.

0000149339_3 R1.0.0.11699

Field: Rule-Page

Field: /Rule-Page

0000149339_4 R1.0.0.11699