Bed, Bath and Beyond 2008 Annual Report Download - page 39

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BED BATH & BEYOND NOTICE OF ANNUAL MEETING
37
TIME 9:00 A.M. on Tuesday, June 30, 2009
PLACE Madison Hotel
One Convent Road
Morristown, New Jersey 07960
ITEMS OF BUSINESS (1) To elect ten directors until the Annual Meeting in 2010
and until their respective successors have been elected
and qualified (Proposal 1).
(2) To ratify the appointment of KPMG LLP as independent
auditors for the 2009 fiscal year (Proposal 2).
(3) To approve an amendment to the Company’s Restated
Certificate of Incorporation adopting majority voting
for the election of directors in non-contested elections
(Proposal 3).
(4) To approve an amendment to the Company’s Restated
Certificate of Incorporation eliminating supermajority
voting provisions (Proposal 4a).
(5) To approve an amendment to the Company’s Restated
Certificate of Incorporation adding a new article
eliminating statutory supermajority voting requirements
(Proposal 4b).
(6) To re-approve the performance goals under the
Bed Bath & Beyond Inc. 2004 Incentive Compensation
Plan (Proposal 5).
(7) To vote on a shareholder proposal (Proposal 6).
(8) To transact such other business as may properly be
brought before the Annual Meeting or any adjourn-
ment or adjournments.
RECORD DATE You can vote if you were a shareholder of record on
May 5, 2009.
PROXY VOTING It is important that your shares be represented and voted at the
Annual Meeting. Whether or not you plan to attend the Annual
Meeting, we urge you to vote online, via telephone or to fill
out the enclosed proxy card and return it to us in the envelope
provided. No postage is required.
Important Notice Regarding the Availability of Proxy Material for the Annual Meeting of Shareholders
to be held on June 30, 2009: this Notice of 2009 Annual Meeting of Shareholders, proxy statement and the Company’s
2008 Annual Report are available at www.bedbathandbeyond.com/annualmeeting2009.asp
June 1, 2009 Warren Eisenberg
Co-Chairman
Leonard Feinstein
Co-Chairman
BED BATH & BEYOND INC.
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
JUNE 30, 2009