Copart Inc DEF 14A, filed Oct 26, 2023

Copart Inc (CPRT)

DEF 14A 2023-10-26 For: 2023-12-08

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Added on June 12, 2026

About this DEF 14A

Copart Inc filed this DEF 14A on October 26, 2023.

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Time and Date:		8:00 a.m., Central Standard Time Friday, December 8, 2023.

Place:		Copart’s corporate headquarters Copart Tower, 14185 Dallas Parkway, Suite 300, Dallas, Texas 75254.


Proxy Statement Summary	2023 Annual Meeting of Stockholders	1
	Agenda and Voting Recommendations	1
	Fiscal 2023 Performance Summary	2
	Corporate Governance Highlights	3
	Director Nominees	4
	Executive Compensation Highlights	4
	ESG Strategy and Highlights	5
	Questions and Answers and Other Information	6
	Learn More About Our Company	6


Questions and Answers	Questions and Answers About the Proxy Materials and Annual Meeting	7


Corporate Governance and Board of Directors	Board Composition	15
	Board Skills and Diversity Matrices	15
	Industry Background and Expertise	16
	Specialized Expertise	16
	Board Diversity Matrix	17
	Fiscal 2023 Board Meetings	17
	Board Leadership Structure	17
	Director Independence	18
	Oversight of Risk Management	18
	Board Committees	19
	Compensation Committee Interlocks and Insider Participation	20
	Considerations in Identifying and Evaluating Director Nominees	20
	Director Nomination Process	21
	Director Attendance at Annual Meetings	22
	No Hedging Policy	22
	Corporate Governance Principles and Code of Business Conduct	22
	Annual Board Self-Evaluations	22
	External Director Equity Ownership Policy	22
	Stockholder Communications with our Board	22
	Environmental, Social, and Governance	23
	Data Protection and Cybersecurity	23


Compensation of Directors and Chairman of the Board	Compensation of Directors and Chairman of the Board	24
	Outside Director Compensation	24
	Fiscal 2023 Director Compensation	25
	Fiscal 2023 Director Equity Incentive Awards (2022 Annual Meeting)	26


1	Election of Directors
		Nominees	28
		Biographical Information	29
		Family Relationships	33
		Required Vote	33
		Recommendation of our Board	33

2	Advisory Vote on Approval of Executive Compensation	Compensation Program and Philosophy	34
		Required Vote	34
		Recommendation of our Board	34




3	Advisory Vote on Frequency of Stockholder Advisory Vote on Executive Compensation	Required Vote	35
		Recommendation of our Board	35









4	Ratification of Appointment of Independent Registered Public Accounting Firm	Required Vote	36
		Recommendation of our Board	36
		Auditor Fees and Services	36
		Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm	37
		Report of the Audit Committee	37



	Executive Officers and Executive Compensation	Executive Officers	39
		Compensation Discussion and Analysis	40
		Executive Summary	40
		Results of our 2022 Say-On-Pay Proposal and Subsequent Stockholder Engagement	41
		Our Philosophy on Executive Compensation	42
		Role of Our Compensation Committee	46
		Role of the Compensation Consultant	47
		Use of a Peer Group	47
		Fiscal 2023 Executive Compensation Program Components	48
		Compensation Policies	51
		Other Considerations	52


Compensation Committee Report	Compensation Committee Report	53


Executive Compensation Tables	Pay Ratio	54
	Fiscal Year 2023 Summary Compensation Table	55
	Grants of Plan-Based Awards in Fiscal Year 2023	56
	Outstanding Equity Awards at 2023 Fiscal Year End	57
	Option Exercises in Fiscal Year 2023	58
	Pension Benefits and Non-Qualified Deferred Compensation	59
	Potential Post-Employment Payments upon Termination or Change in Control	59
	Equity Compensation Plan Information	60
	Pay Versus Performance	61


Related Party Transactions and Delinquent Section 16(a) Reports	Audit Committee Approval Policy	64
	Related Person Transactions	64
	Delinquent Section 16(a) Reports	64






Security Ownership	Security Ownership	65




Other Matters	Other Matters	67
	Adjournment of the 2023 Annual Meeting	67
	Annual Report on Form 10-K for the Fiscal Year Ended July 31, 2023	67
	Site of the Copart, Inc. 2023 Annual Meeting	68



Vote Your Shares		Attend the Meeting
Your vote is important. We encourage you to vote in advance, even if you plan to attend the 2023 annual meeting.		You are cordially invited to attend the 2023 annual meeting of stockholders of Copart, Inc. to be held on Friday, December 8, 2023, at 8:00 a.m., Central Standard Time, at Copart’s corporate headquarters located at Copart Tower, 14185 Dallas Parkway, Suite 300, Dallas, Texas 75254. Your vote is important. Whether or not you plan to attend the annual meeting, we urge you to vote and submit your proxy in advance of the annual meeting by following one of the methods described in the proxy statement. You may vote your shares via Internet or by telephone, as instructed in the proxy statement, or if you elected to receive printed versions of the materials, by signing, dating and returning the enclosed paper proxy card in the enclosed postage-paid envelope. Your vote by proxy will ensure your representation at the annual meeting of stockholders regardless of whether you attend in person. Details regarding admission to the annual meeting and the business to be conducted are described in the proxy statement.
	Internet www.investorvote.com/CPRT
	Phone 1-800-652-VOTE or the number provided on your voting instructions
	Mail Use the postage-paid envelope provided if you receive printed proxy materials


Agenda Item		Board Vote Recommendation	Page Reference

1.	Election of Directors	FOR	28

2.	Advisory Vote on Approval of Executive Compensation	FOR	34

3.	Advisory Vote on Frequency of Stockholder Advisory Vote on Executive Compensation	ONE YEAR	35

4.	Ratification of Appointment of Ernest & Young LLP	FOR	36



Board Structure and Independence		✓ Retain flexibility to allocate the responsibilities of the positions of the Chairman of our board of directors (the “Board”) and chief executive officer in a way that our Board believes is in our and our stockholder’s best interests ✓ Separation of the offices of chairman and chief executive officer appropriately allows our co-chief executive officers and management of the Company to focus primarily on our business strategy, operations, and corporate vision, while the Chairman provides guidance to the co-chief executive officers, sets the agenda for Board meetings, and presides over meetings of the full Board ✓ Lead independent director serves as the formal liaison between the Board and the co-chief executive officers, reviews and approves the proposed Board agendas, and leads the executive session portion of our regular Board meetings at which only independent directors are present ✓ Board comprised of a majority of “independent directors”



Board Oversight		✓ Board receives regular reports from members of senior management on areas of material risk to us, including operational, financial, legal and regulatory, and strategic and reputational risks ✓ Our Board has the ultimate oversight responsibility for our risk management policies and processes, the committees of our Board also have responsibility for risk oversight with respect to certain matters ✓ Our Audit Committee oversees management of financial risk exposures, including the integrity of our accounting and financial reporting processes and controls, and cybersecurity risks ✓ Our Compensation Committee considers the risks associated with our compensation policies and practices with respect to both executive compensation and employee compensation generally ✓ Our Nominating and Governance Committee oversees risks associated with our overall governance practices and the leadership structure of our Board



Strong Corporate Governance Practices		✓ Our Board is responsible for setting our strategic corporate goals. ✓ Alignment with recognized Environmental, Social, and Governance (“ESG”) standards, with a broad awareness of the social, environmental, and human context in which we operate. Our Nominating and Governance Committee is responsible for overseeing our business activities in this area ✓ In October 2022, we published our inaugural ESG report on our investor relations website that provides detailed disclosures regarding our ESG objectives based on the United Nations Sustainable Development Goals (UN SDGs), the Sustainability Accounting Standards Board (SASB), and the Global Reporting Initiative (GRI) frameworks



Shareholder Rights		✓ Stockholders have the right to elect all members of our Board each year ✓ To be elected as a director in an uncontested election, each nominee must receive a majority of votes cast ✓ Stockholders have the ability to call a special meeting ✓ Stockholders are able to submit proposals and director nominees for consideration in advance of our annual meetings each year


Name and Principal Position	Fiscal Year		Salary ($)		Bonus ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation ($)		All Other Compensation ($)		Total ($)

A. Jayson Adair Co-Chief Executive Officer		2023		1		—		—		—		—		384,575		384,576

Jeffrey Liaw Co-Chief Executive Officer		2023		900,000		—		—		—		1,100,000		9,000		2,009,000

Leah C. Stearns Senior Vice President and Chief Financial Officer		2023		349,039		—		3,942,000		5,110,638		300,000		5,250		9,706,927

John North Former Senior Vice President and Chief Financial Officer		2023		40,623		—		—		—		—		352,750		393,373

Gavin Renfrew Former Interim Principal Financial Officer, current Vice President and Chief Accounting Officer⁽¹⁾		2023		245,980		100,000		125,058		—		—		—		471,038


What We Do		What We Don’t Do

✓ Our Compensation Committee consists entirely of independent directors		× No guaranteed salary increases or bonuses

✓ We hold a “say-on-pay” vote annually		× No excessive benefits and perquisites

✓ We regularly engage with our stockholders		× No special executive retirement plans

✓ A substantial portion of our named executive officers’ compensation is at-risk		× No tax gross-up upon a change of control

✓ We set challenging performance goals and cap the payouts under our executive bonus plan		× No incentives for inappropriate risk-taking

✓ We provide reasonable severance and change in control benefits		× No short sales, hedging or pledging of equity interests, or transactions involving derivatives of our securities

✓ We evaluate our levels of executive compensation against an appropriate peer group		× No discounting, reloading or repricing of stock options

✓ We maintain an equity ownership policy that prohibits our executive officers from selling shares unless they meet the minimum equity ownership requirement

✓ We have adopted an executive officer claw-back policy

✓ We maintain director and executive officer stock ownership guidelines


Proposal	Vote Required	Discretionary Voting Allowed?

Election of directors	Majority of the votes cast	No

Advisory vote to approve executive compensation	Majority of the votes cast	No

Advisory vote on the frequency of a stockholder vote on executive compensation	Plurality of the votes cast	No

Ratification of appointment of Ernst & Young LLP	Majority of the votes cast	Yes


	Female		Male		Non-Binary		Did Not Disclose Gender

Part I: Gender Identity

Directors		2		9		0		0

Part II: Demographic Background

African American or Black		1		0		0		0

Alaskan Native or Native American		0		0		0		0

Asian		0		1		0		0

Hispanic or Latinx		0		0		0		0

Native Hawaiian or Pacific Islander		0		0		0		0

White		1		8		0		0

Two or More Races or Ethnicities		0		0		0		0

LGBTQ+		0		0		0		0

Did Not Disclose Demographic Background		0		0		0		0


Audit Committee

Meetings in 2023: 4 Steven D. Cohan, Chair ∎ Matt Blunt Stephen Fisher Diane M. Morefield ∎ Carl D. Sparks ∎ – Audit Committee Financial Expert All members of our Audit Committee are independent.		• Oversee our accounting and financial reporting processes and audits of our consolidated financial statements; • Assist our Board in overseeing and monitoring: (i) the integrity of our consolidated financial statements; (ii) our internal accounting and financial controls; (iii) our compliance with legal and regulatory requirements; and (iv) our independent auditor’s qualifications, independence, and performance; • Prepare the Audit Committee report that the rules of the SEC require be included in our annual proxy statement; • Provide our Board with the result of its monitoring and any recommendations derived from such monitoring; • Provide our Board with additional information and materials as our Audit Committee may determine to be necessary to make our Board aware of significant financial matters requiring Board attention; • Function as our qualified legal compliance committee for the purposes of reviewing and discussing any reports concerning material violations submitted to it by our attorneys or our outside counsel; and • Oversee our data protection compliance and cybersecurity programs.


Compensation Committee

Meetings in 2023: 7 Daniel J. Englander, Chair Matt Blunt Steven D. Cohan Cherylyn Harley LeBon Thomas N. Tryforos All members of our Compensation Committee are independent.		• Assist our Board in providing oversight of our compensation policies, plans and benefits programs; and • Review and approve, and, where appropriate, make recommendations to our Board regarding all forms of compensation to be provided to all of our employees, directors, and consultants, including equity compensation and loans, and all bonus and equity compensation to all employees.


Nominating and Governance Committee

Meetings in 2023: 3 Diane M. Morefield, Chair Daniel J. Englander Cherylyn Harley LeBon Carl D. Sparks Thomas N. Tryforos All members of our Nominating and Governance Committee are independent.		• Ensure that our Board is properly constituted to meet its fiduciary obligations to stockholders and that we have and follow appropriate governance standards; • Develop and recommend to our Board our Corporate Governance Principles; • Oversee our enterprise policy development and governance framework, and our activities in ESG areas; and • Oversee our annual Board and Board committee evaluations.


Name	Fees Earned or Paid in Cash ($)		Option Awards ($)⁽¹⁾		All Other Compensation ($)			Totals ($)

Willis J. Johnson		50,000		250,000		79,452	⁽²⁾		379,452

Matt Blunt		70,000		250,000		—			320,000

Steven D. Cohan		80,000		250,000		—			330,000

Daniel J. Englander		80,000		250,000		—			330,000

James E. Meeks		50,000		250,000		—			300,000

Thomas N. Tryforos		70,000		250,000		—			320,000

Diane M. Morefield		80,000		250,000		—			330,000

Stephen Fisher		60,000		250,000		—			310,000

Cherylyn Harley LeBon		70,000		250,000		—			320,000

Carl D. Sparks		70,000		250,000		—			320,000


COPART, INC.		1		2023 PROXY STATEMENT


Name	Aggregate Number of Shares Underlying Options

Willis J. Johnson		180,594

Matt Blunt		280,594

Steven D. Cohan		380,594

Daniel J. Englander		1,500,594

James E. Meeks		540,594

Thomas N. Tryforos		1,500,594

Diane M. Morefield		280,594

Stephen Fisher		180,594

Cherylyn Harley LeBon		120,594

Carl D. Sparks		120,594


Name	Age	Position	Director Since

Willis J. Johnson	76	Chairman of the Board	1982

A. Jayson Adair	54	Co-Chief Executive Officer and Director	1992

Matt Blunt	52	Director	2009

Steven D. Cohan	62	Director	2004

Daniel J. Englander	54	Director	2006

James E. Meeks	74	Director	1996

Thomas N. Tryforos	64	Director	2012

Diane M. Morefield	65	Director	2019

Stephen Fisher	59	Director	2019

Cherylyn Harley LeBon	57	Director	2021

Carl D. Sparks	56	Director	2021


Nature of Service	Fiscal Year 2023		Fiscal Year 2022

Audit Fees⁽¹⁾		$2,009,095		$1,938,400

Audit-Related Fees⁽²⁾		$ 141,500		$ 448,600

Tax Fees⁽³⁾		$ 404,462		$ 299,400

All Other Fees⁽⁴⁾		$ 3,475		$ 2,600

Total Fees		$2,558,532		$2,689,000


Pay Element
Base Salaries		No increases in annual base salaries for our named executive officers in fiscal 2023.
Annual Cash Incentives		Financial Component • We achieved $1.5 billion in operating income resulting in a payout of 100% of target.
		Qualitative Component • Mr. Liaw achieved his personal performance goals resulting in a payout of 100% of target. • Ms. Stearns achieved her personal performance goals resulting in a payout of 100% of target.
Long-Term Equity		No new equity award grants, other than a new hire equity award to Ms. Stearns.


	2023 Cash Bonus
Executive Officer	Target		Actual

Jeffrey Liaw	$	1,100,000	$	1,100,000

Leah C. Stearns	$	450,000	$	300,000	*


Name and Principal Position	Fiscal Year		Salary ($)⁽¹⁾		Bonus ($)⁽²⁾		Stock Awards ($)⁽³⁾		Option Awards ($)⁽³⁾		Non-Equity Incentive Plan Compensation ($)		All Other Compensation ($)			Total ($)

A. Jayson Adair Co-Chief Executive Officer		2023		1		—		—		—		—		384,575	⁽⁴⁾		384,576
		2022		1		—		—		—		—		265,133			265,134
		2021		1		—		—		—		—		490,646			490,647

Jeffrey Liaw Co-Chief Executive Officer		2023		900,000		—		—		—		1,100,000		9,000	⁽⁵⁾		2,009,000
		2022		788,459		—		6,284,000		23,078,547		873,600		9,000			30,997,606
		2021		686,527		750,000		—		5,540,832		—		9,000			6,986,359

Leah C. Stearns⁽⁶⁾ Senior Vice President and Chief Financial Officer		2023		349,039		—		3,942,000		5,110,638		300,000		5,250	⁽⁷⁾		9,706,927

John North⁽⁸⁾ Former Senior Vice President and Chief Financial Officer		2023		40,623		—		—		—		—		352,750	⁽⁹⁾		393,373
		2022		350,978		—		—		—		—		9,000			359,978
		2021		278,653		300,000		—		7,947,630		—		6,750			8,533,033

Gavin Renfrew⁽¹⁰⁾ Former Interim Principal Financial Officer, Vice President and Chief Accounting Officer		2023		245,980		100,000		125,058		—		—		—			471,038


	Grant Date			All Other Stock Awards: Number of Shares of Stock or Units (#)		All Other Option Awards: Number of Securities Underlying Options (#)		Exercise or Base Price of Option Awards ($/sh)		Grant Date Fair Value of Stock and Option Awards ($)⁽¹⁾

A. Jayson Adair		—			—		—		—		—

Jeffrey Liaw		—			—		—		—		—

Leah C. Stearns		12/5/2022	⁽²⁾		—		60,000		32.85		736,638

		12/5/2022	⁽³⁾		—		300,000		32.85		4,374,000

		12/5/2022	⁽⁴⁾		120,000		—		—		3,942,000

John North		—			—		—		—		—

Gavin Renfrew		12/22/2022	⁽⁵⁾		4,170		—		—		125,058


	Option Awards
Named Executive Officer	Option Grant Date		Number of Securities Underlying Unexercised Options (#) Exercisable			Number of Securities Underlying Unexercised Options (#) Unexercisable			Option Exercise Price ($)		Option Expiration Date

A. Jayson Adair		6/12/2020		2,466,666			1,533,334	⁽¹⁾		21.26		6/12/2030

Jeffrey Liaw		10/10/2016		26,664	⁽²⁾		—			6.78		10/10/2026

		10/4/2017		400,000	⁽²⁾		—			8.70		10/4/2027

		3/7/2019		520,000			80,000	⁽³⁾		14.57		3/7/2029

		3/9/2021		298,664			341,336	⁽⁴⁾		26.58		3/9/2031

		4/1/2022		500,000			1,500,000	⁽⁵⁾		31.42		4/1/2032

Leah C. Stearns		12/5/2022		—			60,000	⁽⁶⁾		32.85		12/5/2032

		12/5/2022		—			300,000	⁽⁷⁾		32.85		12/5/2032

John North		—		—			—			—		—

Gavin Renfrew		2/22/2021		36,264			103,336	⁽⁸⁾		28.13		2/22/2031


	Stock Awards
Named Executive Officer	Grant Date		Number of Shares or Units of Stock that Have Not Vested			Market Value of Shares or Units of Stock That Have Not Vested ($)⁽¹⁾

A. Jayson Adair		—		—			—

Jeffrey Liaw		01/04/2022		156,144	⁽²⁾		6,900,003

Leah C. Stearns		12/05/2022		120,000	⁽³⁾		5,302,800

John North		—		—			—

Gavin Renfrew		9/10/2021		864	⁽⁴⁾		38,180

		12/22/2022		4,170	⁽⁵⁾		184,272


	Option Awards
Named Executive Officer	Number of Shares Acquired on Exercise (#)		Value Realized on Exercise ($)⁽¹⁾

A. Jayson Adair		—		—

Jeffrey Liaw		—		—

Leah C. Stearns		—		—

John North		—		—

Gavin Renfrew		60,000		498,264


Plan Category	Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights⁽¹⁾			Weighted- Average Exercise Price of Outstanding Options, Warrants and Rights⁽¹⁾			Number of Securities Remaining Available for Future Issuances Under Equity Compensation Plans (Excluding Securities Reflected in the First Column)

Equity compensation plans approved by security holders		23,745,224	⁽²⁾		$15.02	⁽³⁾		24,993,212	⁽⁴⁾

Equity compensation plans not approved by security holders		—			—			—

Total		23,745,224			$15.02			24,993,212


Year	Summary Compensation Table Total for Co-PEO Adair (1)		Summary Compensation Table Total for Co-PEO Liaw (2)		Comp Actually Paid to Co-PEO Adair (3)			Comp Actually Paid to Co-PEO Liaw (3)			Average Summary Compensation Table Total for Non-PEO NEOs (4)		Average Comp Actually Paid to Non-PEO NEOs (3)			Value of Initial Fixed $100 Investment Based On:				Net Income $M		Standalone Copart Operating Income $M 4
Year	Summary Compensation Table Total for Co-PEO Adair (1)		Summary Compensation Table Total for Co-PEO Liaw (2)		Comp Actually Paid to Co-PEO Adair (3)			Comp Actually Paid to Co-PEO Liaw (3)					Average Comp Actually Paid to Non-PEO NEOs (3)			Copart TSR $ (13)		NASDAQ Industrial Index $ (13)		Net Income $M		Standalone Copart Operating Income $M 4

2023	$	384,576	$	2,009,000	$	18,077,203	(5)	$	26,392,599	(8)	$	3,526,831	$	2,073,099	(10)		189.58		106.91	$	1,237,741	$	1,486,569

2022	$	265,134	$	30,997,606	$	(9,502,692	) (6)	$	28,889,641	(9)	$	359,978	$	(2,285,817)	(11)		137.37		102.33	$	1,090,130	$	1,374,997

2021	$	490,647	$	N/A	$	39,256,073	(7)	$	N/A		$	7,759,696	$	18,469,181	(12)		157.64		125.18	$	936,495	$	1,136,426


Name and Address of Beneficial Owner⁽¹⁾	Number of Shares Beneficially Owned		Percent of Total Shares Outstanding⁽²⁾

5% or more beneficial owners, executive officers and directors:

The Vanguard Group⁽³⁾		96,006,848		10.00	%

BlackRock, Inc.⁽⁴⁾		76,744,484		7.99	%

Willis J. Johnson⁽⁵⁾		55,896,035		5.82	%

A. Jayson Adair⁽⁶⁾		35,752,972		3.71	%

Matt Blunt⁽⁷⁾		180,594		*

Steven D. Cohan⁽⁸⁾		380,690		*

Daniel J. Englander⁽⁹⁾		1,872,112		*

Jeffrey Liaw⁽¹⁰⁾		2,017,895		*

James E. Meeks⁽¹¹⁾		540,594		*

John North		—		*

Thomas N. Tryforos⁽¹²⁾		1,941,068		*

Diane M. Morefield⁽¹³⁾		280,594		*

Stephen Fisher⁽¹⁴⁾		20,594		*

Cherylyn Harley LeBon⁽¹⁵⁾		120,594		*

Carl D. Sparks⁽¹⁶⁾		120,594		*

Gavin Renfrew⁽¹⁷⁾		50,920		*

Leah C. Stearns⁽¹⁸⁾		72,000		*

All directors and executive officers as a group (15 persons)⁽¹⁹⁾		99,247,256		10.23	%


Directions to:		Copart Tower
		14185 Dallas Parkway, Suite 300
		Dallas, Texas 75254

From:		Dallas Fort Worth International Airport

		Head towards the north exit Take the ramp onto International Parkway (partial toll road) Continue onto TX-121 N Take the exit onto I-635 E Take exit 22C to merge onto Dallas North Tollway N (partial toll road) Take the exit toward Spring Valley Rd/Quorum Dr/Verde Valley Lane (toll road) Merge onto Dallas Parkway Turn left onto Spring Valley Road Turn left onto Dallas Parkway Destination will be on the right



						Your vote matters – here’s how to vote!
						You may vote online or by phone instead of mailing this card.

								Votes submitted electronically must be received by December 8, 2023 at 1:00 A.M., Central Standard Time.

								Online
								Go to www.investorvote.com/CPRT or scan the QR code – login details are located in the shaded bar below.

								Phone
								Call toll free 1-800-652-VOTE (8683) within the USA, US territories and Canada


			For	Against	Abstain
2.	To approve, on an advisory (non-binding) basis, the compensation of our named executive officers for the fiscal year ended July 31, 2023		☐	☐	☐
		1 Year	2 Years	3 Years	Abstain
3.	To approve, on an advisory (non-binding) basis, the frequency of a stockholder advisory vote on executive compensation.	☐	☐	☐	☐
			For	Against	Abstain
4.	To ratify the appointment by the audit committee of our Board of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year		☐	☐	☐


Date (mm/dd/yyyy) – Please print date below.	Signature 1 – Please keep signature within the box.	Signature 2 – Please keep signature within the box.
/ /


Change of Address – Please print new address below.	Meeting Attendance
	Mark box to the right if you plan to attend the Annual Meeting.	☐