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EMCOR Group, Inc. Proxy Solicitation & Information Statement 2013

Apr 29, 2013

30160_rns_2013-04-29_00155cbf-1d20-43ed-9810-366ad139ccb9.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 c72115_defa14a.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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

| Filed
by the Registrant S | | | |
| --- | --- | --- | --- |
| Filed
by a Party other than the Registrant £ | | | |
| Check
the appropriate box: | | | |
| £ | Preliminary
Proxy Statement | £ | Confidential,
for Use of the Commission Only |
| £ | Definitive
Proxy Statement | | (as
permitted by Rule 14a-6(e)(2)) |
| S | Definitive
Additional Materials | | |
| £ | Soliciting
Material Pursuant to § 240.14a-12 | | |

EMCOR GROUP, 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): — S | 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 transactions applies: |
| | (2 | ) | Aggregate
number of securities to which transactions 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 June 13, 2013

EMCOR GROUP, INC. Meeting Information — Meeting Type: Annual Meeting
For holders as of: April 18, 2013
Date: June 13, 2013 Time: 10:00 AM EDT
EMCOR GROUP, INC. 301 MERRITT SEVEN, 6TH FLOOR NORWALK, CT 06851 Location: The Pierre Hotel Park and Lexington Rooms 2 East 61st Street New York, New York
You are receiving this communication because you hold shares in the above named company. 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.

0000170959_1 R1.0.0.51160

How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
1. Annual Report 2. Notice & Proxy Statement
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 May 30, 2013 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. |

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Voting items

The Board of Directors recommends you vote FOR the following:

1.
Nominees
01 Stephen W. Bershad 02 David A. B. Brown 03 Larry J. Bump 04 Albert Fried, Jr. 05 Anthony J. Guzzi
06 Richard F. Hamm, Jr. 07 David H. Laidley 08 Frank T. MacInnis 09 Jerry E. Ryan 10 Michael T. Yonker

The Board of Directors recommends you vote FOR proposals 2, 3 and 4.

2. Approval by non-binding advisory vote of executive compensation.
3. To reapprove the adoption of the Key Executive Incentive Bonus Plan.
4. Ratification of the appointment of Ernst & Young LLP as independent auditors for 2013.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

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