Ingram Micro 2002 Annual Report Download - page 6

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®
1600 East Saint Andrew Place
Santa Ana, California 92705
____________________
PROXY STATEMENT
____________________
This proxy statement contains information related to the annual meeting of our shareowners to be held on Thursday, May 30, 2002,
beginning at 10:00 a.m., local time, at our Santa Ana campus, 1600 E. Saint Andrew Place, Santa Ana, California 92705 and at any
postponements or adjournments thereof. The date of this proxy statement is April 22, 2002. It is first being mailed to our shareowners on
April 22, 2002.
ABOUT THE MEETING
What is the purpose of the annual meeting?
At our annual meeting, shareowners will act on the matters described in the notice of meeting on the cover page of this proxy
statement:
(1) The election of two Class I directors for a three year term;
(2) The approval of the Ingram Micro Inc. Executive Incentive Plan; and
(3) Any other business that properly comes before the meeting.
In addition, our management intends to report on our performance during fiscal year 2001 and respond to questions from shareowners.
What are the Board’s recommendations?
Unless you give other instructions on your proxy card, the persons named as proxy holders on the proxy card will vote in accordance
with the recommendations of the Board of Directors. The Board’s recommendations are set forth together with the descriptions of the
proposals in this proxy statement. In summary, the Board recommends a vote:
• for election of the nominated slate of directors (see pages 5 to 10); and
• for approval of the Ingram Micro Inc. Executive Incentive Plan (see pages 27 to 29).
With respect to any other matter that properly comes before the meeting, the proxy holders will vote as recommended by the Board of
Directors or, if no recommendation is given, in their own discretion.
What shares can I vote?
You may vote all shares of Class A common stock owned by you as of the close of business on April 3, 2002, the record date. These
shares include: (1) shares held directly in your name as shareowner of record, including shares purchased through one of our employee
stock purchase plans, and (2) shares held in “street name” for you as
1