ADT 2013 Annual Report Download - page 14

INFORMATION ABOUT THIS PROXY STATEMENT AND THE ANNUAL MEETING—CONTINUED
However, since you are not the stockholder of record, you may only
vote these shares in person at the Annual Meeting if you follow the
instructions described below under the headings “How do I attend
the Annual Meeting?” and “How do I vote?” If you have received hard
copies of the proxy materials, your broker, bank or other nominee has
enclosed a voting instruction card for you to use in directing your
broker, bank or other nominee as to how to vote your shares, which
may contain instructions for voting by telephone or electronically.
How do I vote?
You can vote in the following ways:
•By Mail: If you are a holder of record and elect to receive a hard
copy of your proxy materials, you can vote by marking, dating and
signing the proxy card and returning it by mail in the enclosed
postage-paid envelope. If you beneficially own your shares and
receive a voting instruction card, you can vote by following the
instructions on your voting instruction card. Please refer to
information from your bank, broker or other nominee on how to
submit voting instructions.
•By Internet or Telephone: You can vote over the Internet at
www.proxyvote.com by following the instructions on the proxy
card, voting instruction card or in the Notice of Internet Availability
of Proxy Materials previously sent to you. You can vote using a
touchtone telephone by calling 1-800-690-6903.
•At the Annual Meeting: If you are planning to attend the Annual
Meeting and wish to vote your shares in person, we will give you a
ballot at the meeting. Stockholders who own their shares in street
name are not able to vote at the Annual Meeting unless they have
a proxy, executed in their favor, from their broker, bank or other
nominee, the holder of record of their shares.
Even if you plan to be present at the Annual Meeting and you are a
holder of record, we encourage you to complete and mail the
enclosed card to vote your shares by proxy or vote by phone or the
Internet. Telephone and Internet voting facilities for stockholders will
be available 24 hours a day and will close at 11:59 p.m. Eastern
Time on March 12, 2014. Mailed proxy cards must be received no
later than March 12, 2014.
How do I vote by proxy given to a Company
officer if I am a holder of record?
If you properly fill in your proxy card appointing an officer of the
Company as your proxy and submit it to us in time to vote, your
proxy, meaning one of the individuals named on your proxy card, will
vote your shares as you have directed. If you sign the proxy card but
do not indicate voting instructions, your proxy will vote your shares as
recommended by the Board of Directors “FOR” each of the agenda
items listed in this Proxy Statement.
If a new agenda item or a new motion or proposal for an existing
agenda item is presented at the Annual Meeting, the Company officer
acting as your proxy will vote in accordance with the recommendation
of our Board of Directors. At the time we began printing this Proxy
Statement, we knew of no matters that needed to be acted on at the
Annual Meeting other than those described in this Proxy Statement.
Whether or not you plan to attend the Annual Meeting, we urge you to
submit your proxy. Returning the proxy card or submitting your vote
electronically will not affect your right to attend the Annual Meeting.
You must return your proxy card by the times and dates specified
therein in order for your vote to be counted.
How do I attend the Annual Meeting?
All stockholders are invited to attend and vote at the Annual Meeting.
For admission to the Annual Meeting, if you are a stockholder of
record, you should bring the admission ticket which is part of the
enclosed proxy card and a form of photo identification to the
Registered Stockholders check-in area, where your ownership will be
verified. Those who beneficially own shares should come to the
Beneficial Owners check-in area. To be admitted, if you are a
beneficial owner, you must bring an account statement or letter from
your bank, broker or nominee showing that you own ADT shares as
of January 15, 2014 along with a form of photo identification.
Registration will begin at 8:00 a.m., and the Annual Meeting will begin
at 8:30 a.m.
What if I return my proxy but do not mark it
to show how I am voting?
Your shares will be voted according to the instructions you have
indicated. If you sign and return your proxy card but do not indicate
instructions for voting, your shares will be voted: “FOR” the election of
all nominees to the Board of Directors named on the proxy card;
“FOR” the ratification of Deloitte & Touche LLP as our Independent
Registered Public Accounting Firm for fiscal year 2014 and “FOR” the
approval, in a non-binding vote, of the compensation of ADT’s named
executive officers. For any other matter which may properly come
before the Annual Meeting, and any adjournment or postponement
thereof, proxies will be voted in accordance with the
recommendations of the Board of Directors.
May I change or revoke my vote after I
submit my vote via telephone or the
Internet, or return my proxy or voting
instruction card?
You may change your vote by:
•Notifying our Corporate Secretary in writing before the Annual
Meeting that you are revoking your proxy or, if you beneficially own
your shares, following the instructions on the voting instruction
card, provided that such notice is received no later than
March 12, 2014;
•Submitting another proxy card (or voting instruction card if you
beneficially own your shares) with a later date that is received not
later than March 12, 2014;
•If you are a holder of record, or a beneficial owner with a proxy
from the holder of record, voting in person at the Annual Meeting;
or
•If you voted by telephone or the Internet, submitting subsequent
voting instructions through the telephone or Internet before the
closing of those voting facilities at 11:59 p.m., Eastern Time on
March 12, 2014.
2The ADT Corporation 2014 Proxy Statement
PROXY STATEMENT