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Penumbra Inc Proxy Solicitation & Information Statement 2016

Apr 28, 2016

30612_rns_2016-04-28_b8a0e9dd-b2fd-4fa6-a575-0392eaad86b3.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 d181823ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

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
¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)
¨ Definitive Proxy Statement
x Definitive Additional Materials
¨ Soliciting Material under § 240.14a-12

Penumbra, 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):

x 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 previously paid 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:
Meeting
Information
PENUMBRA, INC. Meeting Type: Annual Meeting
For holders as of: April 15, 2016
Date: June 08,
2016 Time: 11:00 AM PDT
Location: Penumbra, Inc.
1411 Harbor Bay Parkway
Alameda, CA 94502
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.

— Before You Vote —

How to Access the Proxy Materials

1. Notice & Proxy Statement 2. Form 10-K
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 *: [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 (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 25, 2016 to facilitate timely delivery.
— How To
Vote —
Please Choose One of the Following Voting Methods
Vote In Person: Many stockholder 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 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. Internal Use Only
Voting items
The Board of Directors recommends you vote FOR proposals 1, 2 and
  1. | | | 1. To elect the two nominees for Class I director to serve until the 2019 annual meeting of stockholders and until their successors are duly elected and qualified; | | | Nominees | | | 1 Don Kassing | | | 2 Kevin Sullivan | | | 2 To ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm for Penumbra, Inc. for the fiscal year ending December 31, 2016; and | | | 3 To ratify the material terms of Penumbra, Inc.‘s Amended and Restated 2014 Equity Incentive Plan for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended. | | ● | NOTE: Your proxy holder will also vote on any such other business as may properly come before the meeting or any adjournment thereof. |