Verisk Analytics, Inc. — Proxy Solicitation & Information Statement 2015

Apr 2, 2015

DEFA14A 1 d901369ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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 Pursuant to Section 240.14a-12

Verisk Analytics, 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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x	No fee required.
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¨	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
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***** Exercise Your** Right **to Vote *****

| | Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 20, 2015 — VERISK ANALYTICS INC | Meeting Information Meeting Type: Annual Meeting For holders as of: March 23, 2015 Date: May 20, 2015 Time: 8:00 AM EDT Location: Verisk Analytics Headquarters 545 Washington Blvd Jersey City, NJ 07310 | | --- | --- | --- | | | ● | 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. | | | Return Address Line 1 Return Address Line 2 Return Address Line 3 51 MERCEDES WAY EDGEWOOD NY 11717 | | | ● | Investor Address Line 1 Investor Address Line 2 Investor Address Line 3 Investor Address Line 4 Investor Address Line 5 John Sample 1234 ANYWHERE STREET ANY CITY, ON A1A 1A1 | ● | | | ● | See the reverse side of this notice to obtain proxy materials and voting instructions. |

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— Before You Vote —

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:
1. Notice
& Proxy Statement 2. 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 May 06, 2015 to facilitate timely delivery.

— How To Vote —

Please Choose One of the Following Voting Methods

●
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.	Internal Use Only
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction
form.

| Voting

items
The Board of Directors recommends that you vote FOR the following:
1 . Election of Directors
Nominees
01 J. Hyatt Brown 02 Samuel G.
Liss 03 Therese M.
Vaughan 04 Bruce Hansen
The Board of Directors recommends you vote FOR the following
proposal (s): 2. To amend our Bylaws to implement majority voting for the uncontested election of directors. 3 To amend and restate
our Amended and Restated Certificate of Incorporation and Bylaws to eliminate references to our Class B common stock, rename our Class A common stock, make related conforming changes, and update certain outdated provisions and remove certain
redundant provisions. 4 To approve executive compensation on an advisory, non-binding basis. 5 To ratify the
appointment of Deloitte and Touche LLP as our independent auditor for the 2015 fiscal year.
NOTE: In their discretion, the proxies are authorized to vote upon such other business as may
properly come before the meeting. THE PROXY WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR ITEMS 1, 2, 3, 4 and 5.

Reserved for Broadridge Internal Control Information

Voting Instructions

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THIS SPACE RESERVED FOR SIGNATURES IF APPLICABLE