EIDP, Inc.

Proxy Solicitation & Information Statement • Mar 30, 2015

DFAN14A 1 c80844_dfan14a.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Field: Rule-Page

Field: /Rule-Page

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant o
Check the appropriate box:

o	Preliminary Proxy Statement
o	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o	Definitive Proxy Statement
x	Definitive Additional Materials
o	Soliciting Material under §240.14a-12

E. I. du Pont de Nemours and Company

(Name of Registrant as Specified In Its Charter)

Trian Fund Management, L.P.

Trian Fund Management GP, LLC

Trian Partners, L.P.

Trian Partners Strategic Investment Fund, L.P.

Trian Partners Strategic Investment Fund II, L.P.

Trian Partners Master Fund, L.P.

Trian Partners Parallel Fund I, L.P.

Trian Partners Master Fund (ERISA), L.P.

Trian Partners Strategic Investment Fund-A, L.P.

Trian Partners Strategic Investment Fund-D, L.P.

Trian Partners Strategic Investment Fund-N, L.P.

Trian SPV (SUB) VIII, L.P.

Trian Partners Fund (Sub)-G, L.P.

Trian Partners Fund (Sub)-G II, L.P.

Nelson Peltz

Peter W. May

Edward P. Garden

John H. Myers

Arthur B. Winkleblack

Robert J. Zatta

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Field: Page; Sequence: 1

Field: /Page

PAYMENT OF FILING FEE (Check the appropriate box):

x	No fee required
o	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:

o	Fee paid previously with preliminary materials.
o	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:

Field: Page; Sequence: 2

Field: /Page

Trian Fund Management, L.P. (“Trian”) placed the following advertisement in a Wilmington, Delaware newspaper on March 29, 2015 and may from time to time place such advertisement in additional publications:

| DUPONT CAN BE GREAT We have been a DuPont owner for almost 30 years and expect to own the stock for another 30 years. We have also invested with and alongside Trian and have seen them create long-term value for shareholders. As a long-term owner, we appreciate the lasting value Trian fosters through its constructive engagement with leadership teams...We see the performance of the companies they engage on a positive trajectory, from the time Trian initially takes a position to well after they exit. Very simply, Trian is top notch.” ANNE SHEEHAN Director of Corporate Governance, California State Teachers’ Retirement
System, the largest teacher-only pension fund in the world Nelson Peltz has re-organized older businesses allowing them to expand and to thrive...Wherever we see
him, we see businesses that are adding jobs here in the United States...” STUART APPELBAUM President, Retail, Wholesale & Department Store Union (RWDSU) DUPONT CAN BE GREAT VOTE
THE GOLD PROXY CARD For more information, visit DuPontCanBeGreat.com |
| --- |
| © 2015
Trian Fund Management, L.P. All rights reserved. Trian Fund Management, L.P. (“Trian”) and the investment funds that it manages
that hold shares of E.I. du Pont de Nemours and Company (the “Company”), together with other Participants (as defined below),
filed a definitive proxy statement and an accompanying proxy card with the Securities and Exchange Commission (the “SEC”) on March
25, 2015 to be used to solicit proxies in connection with the 2015 Annual Meeting of Stockholders of the Company, including any
adjournments or postponements thereof or any special meeting that may be called in lieu thereof (the “2015 Annual Meeting”). Information
relating to the participants in such proxy solicitation (the “Participants”) has been included in that definitive proxy statement
and in any other amendments to that definitive proxy statement. Stockholders are advised to read the definitive proxy statement
and any other documents related to the solicitation of stockholders of the Company in connection with the 2015 Annual Meeting
because they contain important information, including additional information relating to the Participants. The Participants’ definitive
proxy statement and a form of proxy will be mailed to stockholders of the Company. These materials and other materials filed by
the Participants in connection with the solicitation of proxies will be available at no charge at the SEC’s website at www.sec.gov.
The definitive proxy statement and other relevant documents filed by the Participants with the SEC will also be available, without
charge, by directing a request to Trian’s proxy solicitor, MacKenzie Partners, Inc. 105 Madison Avenue, New York, New York 10016
(call collect: 212-929-5500; call toll free: 800-322-2885) or email: proxy@mackenziepartners.com. |

###

Field: Page; Sequence: 1

Field: /Page