LeapFrog 2008 Annual Report Download - page 106

Beneficial Owner: Shares Registered in the Name of a Broker or Bank
If, on April 6, 2009, your shares were held in an account at a brokerage firm, bank, dealer, or other similar
organization, then you are the beneficial owner of shares held in “street name” and the Notice is being forwarded
to you by that organization. The organization holding your account is considered the stockholder of record for
purposes of voting at the annual meeting. As a beneficial owner, you have the right to direct your broker or other
agent on how to vote the shares in your account. You are also invited to attend the annual meeting. However,
since you are not the stockholder of record, you may not vote your shares in person at the meeting unless you
request and obtain a valid proxy from your broker or other agent.
What am I voting on?
There are two matters scheduled for a vote and for which we are soliciting your proxy:
1. The election of our eight nominees for director.
2. Ratification of Ernst & Young LLP as our independent registered public accounting firm for our fiscal
year ending December 31, 2009.
In addition, Mollusk Holdings, LLC, or Mollusk Holdings, an entity controlled by Lawrence J. Ellison that
holds a majority of our voting power, has notified us, as required under our bylaws, that it intends to propose, at
the annual meeting, stockholder resolutions to amend our bylaws. We are not soliciting proxies to vote in favor
or against any of the matters that may be proposed by Mollusk. If these matters are proposed at the annual
meeting, the proxy holders will not cast votes, either in favor of or in opposition to, these proposals. See “Other
Matters” below.
How do I vote?
You may either vote “For” all the nominees to the board of directors or you may “Withhold” your vote for
any nominee(s) you specify. For proposal to ratify the selection of Ernst & Young LLP as our independent
registered public accounting firm, you may vote “For” or “Against” the proposal or abstain from voting. The
procedures for voting are as follows:
Voting via the Internet
• You can vote your shares via the Internet by following the instructions in the Notice. The Internet
voting procedures are designed to authenticate your identity and to allow you to vote your shares and
confirm your voting instructions have been properly recorded. If you vote via the Internet, you do not
need to mail a proxy card.
Voting by Mail
• You can vote your shares by mail by requesting that a printed copy of the proxy materials be sent to
your address. When you receive the proxy materials, you may fill out the proxy card enclosed therein
and return it per the instructions on the card.
What if I return a proxy card or otherwise complete a ballot or give voting instructions but do not make
specific choices?
If you return a signed and dated proxy card or otherwise complete a ballot or voting instructions without
marking your selections, your shares will be voted, as applicable, “For” the election of all eight nominees for
director and “For” the ratification of Ernst & Young LLP as our independent registered public accounting firm
for our fiscal year ending December 31, 2009. If, as indicated in its notice, Mollusk Holdings proposes
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