Bed, Bath and Beyond 2015 Annual Report Download - page 15

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FAQs ABOUT THE 2016 ANNUAL MEETING AND VOTING
These proxy materials are delivered in connection with the solicitation by the Board of Directors of Bed Bath & Beyond Inc., a
New York corporation, of proxies to be voted at our 2016 Annual Meeting of Shareholders and at any adjournment or
adjournments.
This Proxy Statement, the proxy card and our 2015 Annual Report are being mailed starting May 31, 2016. The information
regarding stock ownership and other matters in this Proxy Statement is as of the record date, May 6, 2016, unless otherwise
indicated.
What may I vote on?
You may vote on the following proposals:
• election of ten directors to hold office until the Annual Meeting in 2017 (Proposal 1);
• ratification of the appointment of KPMG LLP as independent auditors for the fiscal year ending February 25, 2017 (“fiscal
2016”) (Proposal 2);
• consider the approval, by non-binding vote, of the 2015 compensation paid to the Company’s Named Executive Officers
(commonly known as a “say-on-pay” proposal) (Proposal 3);
• a shareholder proposal regarding proxy access bylaws (Proposal 4);
• a shareholder proposal regarding an equity retention policy for the Company’s senior executives (Proposal 5);
• a shareholder proposal requiring the Board of Directors to seek shareholder approval of certain future severance
agreements (Proposal 6).
THE BOARD RECOMMENDS A VOTE FOR THE ELECTION OF THE TEN DIRECTORS, FOR THE RATIFICATION OF
THE APPOINTMENT OF AUDITORS, FOR THE SAY-ON-PAY PROPOSAL, AND AGAINST THE THREE SHAREHOLDER
PROPOSALS.
Who may vote?
Shareholders of record of the Company’s common stock at the close of business on May 6, 2016 are entitled to receive this
notice and to vote their shares at the Annual Meeting. As of that date, there were 154,366,662 shares of common stock
outstanding. Each share of common stock is entitled to one vote on each matter properly brought before the Annual Meeting.
How do I vote?
The Company encourages you to use the electronic means available to you to vote your shares. How you vote will depend on
how you hold your shares of Bed Bath & Beyond Inc. common stock.
Shareholder of Record
If your shares are registered directly in your name with Bed Bath & Beyond Inc.’s transfer agent, American Stock Transfer &
Trust Company, you are considered the shareholder of record with respect to those shares, and these proxy materials are
being sent directly to you. If you hold restricted stock under the Company’s 2012 Incentive Compensation Plan, you are also
considered the shareholder of record with respect to those shares. As the shareholder of record, you have the right to vote by
proxy.
Vote by Internet
www.proxyvote.com
Vote by Phone
1-800-690-6903
Vote by Mail
Broadridge, 51 Mercedes Way
Edgewood, NY 11717
Voting by any of these methods will not affect your right to attend the Annual Meeting and vote in person. However, for those
who will not be voting at the Annual Meeting in person, your final voting instructions must be received by no later than 11:59
p.m. Eastern Time on June 30, 2016.
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