Scansource, Inc DEFA14A, filed Dec 13, 2022
Scansource, Inc. (SCSC)
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 ☒ 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 | |
ScanSource, 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):
| ☒ | No fee required. | |||
| ☐ | Fee paid previously with preliminary materials. | |||
| ☐ | Fee computed on table in exhibit required by Item25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. | |||
Important Notice Regarding the Availability of Proxy Materials for
the Shareholder Meeting To Be Held on January 26, 2023
| This communication presents only an overview of the more complete proxy materials that are available to you on the Internet and is not a form for voting. We encourage you to access and review all of the important information contained in the proxy materials before voting. The Notice of Annual Meeting and Proxy Statement and 2022 Annual Report to Shareholders are available at: http://www.viewproxy.com/ScanSource/2023 If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before January 18, 2023 to facilitate timely delivery. Important information regarding the Internet availability of the Company’s proxy materials, instructions for accessing your proxy materials and voting online, and instructions for requesting paper or e-mail copies of your proxy materials are provided on the reverse side of this Notice. |
SHAREHOLDERS ARE CORDIALLY INVITED TO ATTEND THE ANNUAL MEETING AND VOTE IN PERSON.
To the Shareholders of ScanSource:
| Notice is hereby given that the Annual Meeting of Shareholders of ScanSource, Inc. will be held on January 26, 2023 at ScanSource, Inc., 6 Logue Court, Greenville, South Carolina 29615, at 9:00 A.M., Eastern Standard Time, for the following purposes: |
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| 1. | Election of Directors:
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| 1a. Michael L. Baur 1e. Dorothy F. Ramoneda |
1b. Peter C. Browning 1f. Jeffrey R. Rodek |
1c. Frank E. Emory, Jr. 1g. Elizabeth O. Temple |
1d. Charlie A. Mathis 1h. Charles R. Whitchurch |
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2. |
Advisory vote to approve ScanSource’s named executive officer compensation. | |||||||||
| 3. | Advisory vote on the frequency of future advisory votes on the compensation of ScanSource’s named executive officers. | |||||||||
| 4. | Ratification of the appointment of Grant Thornton LLP as ScanSource’s independent auditors for the fiscal year ending June 30, 2023. | |||||||||
| The Board of Directors Recommends a Vote FOR All Nominees in Proposal 1, FOR Proposals 2 and 4, and for ONE YEAR for Proposal 3. |
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The Securities and Exchange Commission rules permit us to make our proxy materials available to our shareholders via the Internet.
Proxy materials for this annual meeting and future meetings may be requested by one of the following methods:
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To view your proxy materials online, go to http://viewproxy.com/ScanSource/2023. Have the 11 digit control number available when you access the website and follow the instructions. | |
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1-877-777-2857 TOLL FREE | |
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requests@viewproxy.com * If requesting proxy materials by e-mail, please send a blank e-mail with the company name and your 11 digit control number (located below) in the subject line. No other requests, instructions or other inquiries should be included with your e-mail requesting proxy materials. |
You must use the 11 digit control number located in the box below.
| CONTROL NO. | ||||
6 Logue Court
Greenville, South Carolina 29615
The following proxy materials are available to you to review at: www.viewproxy.com/ScanSource/2023
| • | 2022 Annual Report |
| • | Notice of Annual Meeting and Proxy Statement |
Instructions on how to obtain directions to the meeting can be found in the Proxy Statement.
ACCESSING YOUR PROXY MATERIALS ONLINE
Have this notice available when you request a paper copy of the proxy materials
or to vote your proxy electronically. You must reference your control number
to vote by Internet or request a hard copy of proxy materials.
You May Vote Your Proxy When You View The Materials On The Internet.
You Will Be Asked To Follow The Prompts To Vote Your Shares.
Your electronic vote authorizes the named proxies to vote your shares in the same manner
as if you marked, signed, dated and returned the proxy card.
Internet and telephone voting is available through 11:59 P.M. Eastern Standard Time on January 25, 2023.
REQUESTING A PAPER COPY OF THE PROXY MATERIALS
By telephone please call 1-877-777-2857 toll free
or
By logging onto www.viewproxy.com/ScanSource/2023
or
By e-mail at: requests@viewproxy.com
Please include the company name and your control number in the subject line.