EVERSOURCE ENERGY — Regulatory Filings 2014

Mar 21, 2014

DEFA14A 1 northeast_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 | | |

| Northeast Utilities |
| --- |
| (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 MEETING INFORMATION

Vote by Internet Go to www.envisionreports.com/NU Or scan the QR code with your smartphone Follow the steps outlined on the secure website

Northeast Utilities Annual Shareholder Meeting Notice

Important Notice Regarding the Availability of Proxy Materials for the Northeast Utilities Annual Shareholder Meeting to be Held on May 1, 2014

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ 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 proxy statement and annual report to shareholders are available at:

www.envisionreports.com/NU

| ● | 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/NU 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. |
| --- | --- |
| When you go online, you can also help
the environment by consenting to receive electronic delivery of future
materials. | |
| ● | Obtaining a Copy of the Proxy Materials
– If you want to receive a 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 April 24, 2014
to facilitate timely delivery. |

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Northeast Utilities Annual Shareholder Meeting Notice

Northeast Utilities Annual Meeting of Shareholders will be held on May 1, 2014 at The Colonnade Hotel, 120 Huntington Avenue, Boston, MA 02116 at 10:30 a.m. Eastern Time.

Proposals to be voted on at the meeting are listed below along with the Board of Trustees’ recommendations.

The Board of Trustees recommends a vote FOR all nominees and FOR Proposals 2 and 3:

| 1. | To elect 13 nominees
as Trustees, the names of whom are set forth in the Company’s Proxy
Statement, for the ensuing year. |
| --- | --- |
| 2. | To consider and
approve the following advisory (non-binding) proposal: |
| | “RESOLVED, that the
compensation paid to the Company’s Named Executive Officers, as disclosed
pursuant to the compensation disclosure rules of the Securities and
Exchange Commission, including the compensation discussion and analysis,
the compensation tables and any related material disclosed in this proxy
statement, is hereby APPROVED.” |
| 3. | To ratify the
selection of Deloitte & Touche LLP as the independent registered
public accounting firm for 2014. |

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.

●
g	Internet – Go to www.envisionreports.com/NU .
Click Cast Your Vote or Request Materials. Follow the instructions to log
in and order a copy of the current meeting materials and submit your
preference for email or paper delivery of future meeting
materials.
g	Telephone – Call us free of charge at 1-866-641-4276 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.
g	Email – Send email to investorvote@computershare.com with “Proxy
Materials Northeast Utilities” in the subject line. Include in the message
your full name and address, plus the number 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 April
24, 2014.

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