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Fortive Corp Proxy Solicitation & Information Statement 2021

Apr 26, 2021

30364_rns_2021-04-26_198afb9f-5d6b-41b4-a272-9d5f14e0a8a9.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 d324626ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14a-101)

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 Pursuant to § 240.14a-12

FORTIVE 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 the appropriate box):

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:

| Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on June 8, 2021 |
| --- |
| Your Vote Counts! |
| FORTIVE
CORPORATION 2021 Annual
Meeting June 8, 2021 3:00 PM ET Vote by June 7, 2021 11:59 PM ET. For shares held in a
Plan, vote by June 2, 2021 11:59 PM ET. Virtual Only Meeting: www.virtualshareholdermeeting.com/FTV2021 |
| ● |
| FORTIVE
CORPORATION 6920 SEAWAY BLVD EVERETT, WA 98203 |

You invested in FORTIVE 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 material for the shareholder meeting to be held on June 8, 2021.

Get informed before you vote

View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 25, 2021. If you would like to request a copy of the material(s) (including a proxy card) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

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

V1

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is 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.

Voting Items Board Recommends
1. To elect the following nominees to serve as Directors, each for a one-year term expiring at the 2022 annual meeting and until their successors are elected and qualified.
Nominees:
1a. Daniel L. Comas For
1b. Feroz Dewan For
1c. Sharmistha Dubey For
1d. Rejji P. Hayes For
1e. James A. Lico For
1f. Kate D. Mitchell For
1g. Jeannine Sargent For
1h. Alan G. Spoon For
2. To ratify the selection of Ernst & Young LLP as Fortive’s independent registered public accounting firm for the year ending December 31,
2021. For
3. To approve on an advisory basis Fortive’s named executive officer compensation. For
4. To approve Fortive’s Amendment to Amended and Restated Certificate of Incorporation to allow holders of at least 25% of Fortive’s
outstanding shares of common stock to call a special meeting of the shareholders. For
5. To consider and act upon a shareholder proposal regarding shareholders’ ability to act by written consent. Against
NOTE: To consider and act
upon such other business as may properly come before the meeting or any adjournment thereof.

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