Pizza Hut 2013 Annual Report Download - page 25

YUM! BRANDS, INC.-2014Proxy Statement 3
Proxy Statement
QUESTIONS AND ANSWERS ABOUT THE MEETING AND VOTING
How does the Board of Directors recommend that I vote?
Our Board of Directors recommends that you vote your shares:
• FOR each of the nominees named in this proxy statement
for election to the Board;
•
FOR the ratification of the selection of KPMG LLP as our
independent auditors;
•
FOR the proposal regarding an advisory vote on executive
compensation; and
•
FOR the proposal to re-approve the performance measures
of the YUM! Brands, Inc. Executive Incentive Compensation
Plan for 162(m) purposes.
How do I vote before the Annual Meeting?
There are three ways to vote before the meeting:
• By Internet — If you have Internet access, we encourage
you to vote on www.proxyvote.com by following instructions
on the Notice or proxy card;
•
By telephone — by making a toll-free telephone call
from the U.S. or Canada to 1(800) 690-6903 (if you have
any questions about how to vote over the phone, call
1(888) 298-6986); or
•
By mail — If you received your proxy materials by mail,
you can vote by completing, signing and returning the
enclosed proxy card in the postage-paid envelope provided.
If you are a participant in the Direct Stock Purchase Plan,
the administrator of this program, as the shareholder of
record, may only vote the shares for which it has received
directions to vote from you.
If you are a participant in the YUM! Brands 401(k) Plan
(“401(k) Plan”), the trustee of the 401(k) Plan will only vote the
shares for which it has received directions to vote from you.
Proxies submitted through the Internet or by telephone as
described above must be received by 11:59 p.m., Eastern
Daylight Saving Time, on April 30, 2014. Proxies submitted
by mail must be received prior to the meeting. Directions
submitted by 401(k) Plan participants must be received by
12:00 p.m., Eastern Daylight Saving Time, on April 29, 2014.
Also, if you hold your shares in the name of a bank or
broker, your ability to vote by telephone or the Internet
depends on their voting processes. Please follow the
directions on your notice carefully. A number of brokerage
firms and banks participate in a program provided through
Broadridge Financial Solutions, Inc. (“Broadridge”) that offers
telephone and Internet voting options. If your shares are held
in an account with a brokerage firm or bank participating
in the Broadridge program, you may vote those shares
telephonically by calling the telephone number shown on
the voting instruction form received from your brokerage
firm or bank, or through the Internet at Broadridge’s voting
website (www.proxyvote.com). Votes submitted through the
Internet or by telephone through the Broadridge program
must be received by 11:59 p.m., Eastern Daylight Saving
Time, on April 30, 2014.
Can I vote at the Annual Meeting?
Shares registered directly in your name as the shareholder
of record may be voted in person at the Annual Meeting.
Shares held in street name may be voted in person only if
you obtain a legal proxy from the broker or nominee that
holds your shares giving you the right to vote the shares.
Even if you plan to attend the Annual Meeting, we encourage
you to vote your shares by proxy. You may still vote your
shares in person at the meeting even if you have previously
voted by proxy.
Can I change my mind after I vote?
You may change your vote at any time before the polls close at the Annual Meeting. You may do this by:
• Signing another proxy card with a later date and returning
it to us prior to the Annual Meeting;
•
Voting again by telephone or through the Internet prior to11:59
p.m., Eastern Daylight Saving Time, on April30, 2014;
•
Giving written notice to the Secretary of the Company
prior to the Annual Meeting; or
•Voting again at the Annual Meeting.