Chegg 2014 Annual Report Download - page 8

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CHEGG, INC.
3990 Freedom Circle
Santa Clara, CA 95054
PROXY STATEMENT FOR THE 2015 ANNUAL MEETING OF STOCKHOLDERS
April 24, 2015
Information About Solicitation and Voting
The accompanying proxy is solicited on behalf of Chegg, Inc.’s board of directors for use at Chegg’s 2015 Annual
Meeting of Stockholders (the “meeting”) to be held at 3990 Freedom Circle, Santa Clara, California on June 4, 2015, at 9:00
a.m. (Pacific Time), and any adjournment or postponement thereof.
Internet Availability of Proxy Materials
Under rules adopted by the U.S. Securities and Exchange Commission (the “SEC”), we are furnishing proxy materials
to our stockholders primarily via the Internet, instead of mailing printed copies of those materials to each stockholder. On
April 24, 2015, we sent a Notice of Internet Availability of Proxy Materials (“Notice of Internet Availability”) to our
stockholders, which contains instructions on how to access our proxy materials, including our proxy statement and our annual
report. The Notice of Internet Availability also provides instructions on how to vote by telephone or through the Internet and
includes instructions on how to receive a paper copy of the proxy materials by mail.
This process is designed to reduce our environmental impact and lowers the costs of printing and distributing our
proxy materials without impacting our stockholders’ timely access to this important information. However, if you would prefer
to receive printed proxy materials, please follow the instructions included in the Notice of Internet Availability.
General Information About the Meeting
Purpose of the Meeting
At the meeting, stockholders will act upon the proposals described in this proxy statement. In addition, we will
consider any other matters that are properly presented for a vote at the meeting. As of April 24, 2015, we are not aware of any
other matters to be submitted for consideration at the meeting. If any other matters are properly presented for a vote at the
meeting, the persons named in the proxy, who are officers of the company, have the authority in their discretion to vote the
shares represented by the proxy. Following the meeting, management will respond to questions from stockholders.
Record Date
Only holders of record of common stock at the close of business on April 10, 2015, the record date, will be entitled to
vote at the meeting. At the close of business on April 10, 2015, we had 85,912,538 shares of common stock outstanding and
entitled to vote.
Quorum
The holders of a majority of the voting power of the shares of common stock entitled to vote at the meeting as of the
record date must be present at the meeting in order to hold the meeting and conduct business. This presence is called a quorum.
Your shares are counted as present at the meeting if you are present and vote in person at the meeting or if you have properly
submitted a proxy.
Voting Rights
Each holder of shares of common stock is entitled to one vote for each share of common stock held as of the close of
business on April 10, 2015, the record date. You may vote all shares owned by you as April 10, 2015, including (1) shares held
directly in your name as the stockholder of record, and (2) shares held for you as the beneficial owner in street name through a
broker, bank, trustee, or other nominee (collectively referred to in this proxy statement as your “broker”).