PAYCHEX INC — Proxy Solicitation & Information Statement 2020

Sep 4, 2020

DEFA14A 1 d941007ddefa14a.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 ☐

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☐	Preliminary Proxy Statement
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☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material Pursuant to §240.14a-12
Paychex, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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* Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on October 15, 2020.

PAYCHEX, INC. 911 PANORAMA TRAIL SOUTH ROCHESTER, NY 14625 -2396
●

| Meeting Information |
| --- |
| Meeting
Type: Annual Meeting |
| For holders as of: August 17, 2020 |
| Date: October 15, 2020 Time: 10:00 a.m. Eastern Time |
| Location: Meeting live via the Internet-please visit |
| www.virtualshareholdermeeting.com/PAYX2020. The company will be hosting the meeting live via the Internet this year. To attend the
meeting via the Internet please visit www.virtualshareholdermeeting.com/PAYX2020 and be sure to have the information that is printed in the box marked by the arrow (located on the following page). |
| You are receiving this communication because you hold
shares in the company named above. |
| 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.

	— Before You Vote — How to Access the Proxy Materials
	Proxy Materials Available to VIEW or RECEIVE:
	NOTICE AND PROXY
STATEMENT ANNUAL REPORT
	How to View Online:
	Have the information that is printed in
the box marked by the arrow (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* : sendmaterial@proxyvote.com
	* 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 (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 October 1, 2020 to facilitate timely delivery.
●	— How To Vote — Please Choose One of the Following Voting Methods
	Vote By Internet: Before The Meeting: Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions. During The Meeting: Go to www.virtualshareholdermeeting.com/PAYX2020. Have the information that is printed in the box marked by the arrow (located on the following page) 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.

	Voting Items
●	The Board of Directors recommends you vote FOR the
following: 1.  Election of
Directors Nominees: 1a. B. Thomas
Golisano 1b. Thomas F. Bonadio 1c. Joseph G.
Doody 1d. David
J.S. Flaschen 1e. Pamela A. Joseph 1f. Martin Mucci 1g. Joseph M.
Tucci 1h. Joseph M. Velli 1i. Kara
Wilson

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

1. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

2. TO APPROVE AND AMEND THE PAYCHEX, INC. 2002 STOCK INCENTIVE PLAN.

3. RATIFICATION OF SELECTION OF PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.