FEDEX CORP — Proxy Solicitation & Information Statement 2022

Aug 8, 2022

DEFA14A 1 fdx4050561-defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 (Amendment No. )

☑ Filed by the Registrant ☐ 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
☑	Definitive Additional Materials
☐	Soliciting Material under §240.14a-12

FedEx Corporation

(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 ALL BOXES THAT APPLY):
☑	No fee required
☐	Fee paid previously with preliminary materials
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

FEDEX CORPORATION 942 SOUTH SHADY GROVE ROAD MEMPHIS, TN 38120 ATTN: INVESTOR RELATIONS
D89056-P77294-Z83091

You invested in FEDEX CORPORATION and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on September 19, 2022.

Get informed before you vote View the Notice and Proxy Statement and Annual Report online at www.proxyvote.com OR you can receive a free paper or email copy of the material(s) by requesting via email on or before September 5, 2022. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.proxyvote.com, (2) call 1-800-579-1639, or (3) send an email to sendmaterial@proxyvote.com. If requesting by email, please send a blank email to sendmaterial@proxyvote.com with your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy of the proxy material(s). There is no charge for requesting a copy of the proxy material(s). Requests, instructions, and other inquiries sent to this email address will not be forwarded to your investment advisor.

●
Control #	●

Smartphone users Point your camera here and vote without entering a control number	●
●	● 11:59 p.m. Eastern Time on September 14, 2022 for shares held in any FedEx or subsidiary employee stock purchase plan or benefit plan ● 11:59 p.m. Eastern Time on September 18, 2022 for all other stockholders We encourage you to vote before the meeting. You may also vote virtually
during the meeting at www.virtualshareholdermeeting.com/FDX2022. Have
your 16-digit control number (indicated above) ready.

*Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters.

Voting Items — 1.	Election of Directors	Board Recommends
	Nominees:
1a.	MARVIN R. ELLISON	●	For
1b.	STEPHEN E. GORMAN	●	For
1c.	SUSAN PATRICIA GRIFFITH	●	For
1d.	KIMBERLY A. JABAL	●	For
1e.	AMY B. LANE	●	For
1f.	R. BRAD MARTIN	●	For
1g.	NANCY A. NORTON	●	For
1h.	FREDERICK P. PERPALL	●	For
1i.	JOSHUA COOPER RAMO	●	For
1j.	SUSAN C. SCHWAB	●	For
1k.	FREDERICK W. SMITH	●	For
1l.	DAVID P. STEINER	●	For
1m.	RAJESH SUBRAMANIAM	●	For
1n.	V. JAMES VENA	●	For
1o.	PAUL S. WALSH	●	For
2.	Advisory vote to approve named executive officer compensation.	●	For
3.	Ratify the appointment of Ernst & Young LLP as FedEx’s independent registered public accounting firm for fiscal year

1. | ● | For | | 4. | Approval of amendment to the FedEx Corporation 2019 Omnibus Stock Incentive Plan to increase the number of authorized shares. | ● | For | | 5. | Stockholder proposal regarding independent board chairman. | ● | Against | | 6. | Stockholder proposal regarding report on alignment between company values and electioneering contributions. | ● | Against | | 7. | Stockholder proposal regarding lobbying activity and expenditure report. | ● | Against | | 8. | Stockholder proposal regarding assessing inclusion in the workplace. | ● | Against | | 9. | Stockholder proposal regarding report on climate lobbying. | ● | Against | | NOTE: At their discretion, the proxies are authorized to vote on any other matters that may properly come before the meeting and any adjournments or postponements thereof. | | | |

Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”.

D89057-P77294-Z83091