Abercrombie & Fitch 2012 Annual Report Download - page 6

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Table of Contents
2012 PROXY SUMMARY
This summary highlights information contained elsewhere in this Proxy Statement. This summary does not contain all of the information that you
should consider, and you should read the entire Proxy Statement carefully before voting.
Annual Meeting of Stockholders
• Time and Date 10:00 a.m., Eastern Daylight Saving Time, June 14, 2012
• Place
Abercrombie & Fitch Home Office
6301 Fitch Path
New Albany, Ohio 43054
• Record Date April 25, 2012
• Voting
Stockholders as of the record date are entitled to one vote. Each share of Common Stock is entitled to
one vote for each director nominee and one vote for each of the other proposals to be voted on.
Meeting Agenda and Voting Matters
Board Vote Recommendation
Page Reference
(for more detail)
Election of Three Directors FOR EACH DIRECTOR NOMINEE 13
Other Company Proposals:
• Approve Advisory Resolution on Executive Compensation FOR 39
• Ratify PricewaterhouseCoopers LLP as independent registered public accounting firm for Fiscal
2012 FOR 74
• Re-approve Abercrombie & Fitch Co. Incentive Compensation Performance Plan FOR 74
Election of Directors to One-Year Term
First Director Election under Phased Elimination of Classified Structure of the Board: This is the first election of the directors under the phased
elimination of the classified structure of our Board of Directors (the "Board") approved by the stockholders at last year's Annual Meeting of Stockholders.
Each director nominee is to be elected for a one-year term and would be up for re-election in 2013, together with the three continuing directors whose
terms are to expire in 2013.
Majority Voting Standard Applies: Each director nominee must be elected by a majority of the votes cast.
3