LeapFrog 2011 Annual Report Download - page 103

LEAPFROG ENTERPRISES, INC.
6401 Hollis Street, Suite 100
Emeryville, California 94608-1463
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held On Tuesday, June 5, 2012
Dear Stockholder:
You are cordially invited to attend the annual meeting of stockholders of LeapFrog Enterprises, Inc., a
Delaware corporation. The meeting will be held on Tuesday, June 5, 2012 at 9:00 a.m. pacific daylight time at
our headquarters located at 6401 Hollis Street, Suite 100, Emeryville, California.
Proposals to be considered at the annual meeting:
1. Election of our board’s eight nominees for director to serve for the ensuing year and until their
successors are elected.
2. Ratification of the selection by the audit committee of our board of directors of Ernst & Young LLP
as our independent registered public accounting firm for our fiscal year ending December 31, 2012.
3. Approval of an amendment to the LeapFrog Enterprises, Inc. 2011 Equity Incentive Plan.
These items of business are more fully described in the proxy statement accompanying this notice. The
record date for the annual meeting is April 11, 2012. Only stockholders of record at the close of business on
that date may vote at the meeting or any postponement or adjournment thereof.
We are providing our stockholders with access to the proxy materials over the Internet using the
‘‘Notice and Access’’ delivery model established by the Securities and Exchange Commission. This permits us
to conserve natural resources and reduces our printing costs, while giving our stockholders a convenient and
efficient way to access our proxy materials and vote their shares. On or about April 19, 2012, we intend to
mail a Notice of Internet Availability of Proxy Materials to our stockholders, informing them that our notice
of annual meeting and proxy statement, annual report to stockholders and voting instructions are available on
the Internet. As described in more detail in that notice, stockholders may choose to access our materials
through the Internet or may request to receive paper copies of the proxy materials.
By Order of the Board of Directors
Robert L. Lattuga
Vice President and General Counsel
Emeryville, California
April 19, 2012
You are cordially invited to attend the meeting in person. Whether or not you expect to attend
the meeting, please vote on the matters to be considered as promptly as possible in order to
ensure your representation at the meeting. You may vote via the Internet or by requesting a
printed copy of the proxy materials and returning the proxy card that will be mailed to you.
Even if you have voted by proxy, you may still vote in person if you attend the meeting.
Please note, however, that if your shares are held of record by a broker, bank or other nominee
and you wish to vote at the meeting, you must obtain a proxy issued in your name from that
record holder.