LeapFrog 2015 Annual Report Download - page 113

6401 Hollis Street, Suite 100
Emeryville, California 94608-1463
PROXY STATEMENT
FOR THE 2015 ANNUAL MEETING OF STOCKHOLDERS
GENERAL INFORMATION
VOTING INSTRUCTIONS AND INFORMATION
Who Can Vote
Only stockholders of record of LeapFrog Enterprises, Inc. (which we refer to in this proxy statement as
LeapFrog, the Company, we or us) at the close of business on June 18, 2015, the record date, will be entitled
to vote at the 2015 annual meeting of stockholders of LeapFrog (the ‘‘Annual Meeting’’). On the record date,
there were 66,328,506 shares of Class A common stock and 4,394,354 shares of Class B common stock
outstanding and entitled to vote. Each share of our Class A common stock is entitled to one vote, and each
share of Class B common stock is entitled to ten votes.
Voting Your Proxy
If your shares are held in an account at a brokerage firm, bank, dealer, or other similar organization, then
your shares are held in ‘‘street name’’ and you will receive instructions from such entity that you must follow
in order to have your shares voted. You are also invited to attend the Annual Meeting. However, 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.
If your shares are registered directly with American Stock Transfer and Trust Company, our transfer
agent for our Class A common stock, or you hold Class B common stock, then you are a stockholder of
record and you can instruct the proxies how to vote following the instructions listed on the Notice of Internet
Availability or the proxy card. You can vote your shares via the Internet by following the instructions in the
Notice of Internet Availability. If you vote via the Internet, you do not need to mail a proxy card. You can
also vote your shares by mail by filling out the proxy card and returning it per the instructions on the card.
You can also come to the meeting and vote your shares in person.
Whichever method you select to transmit your instructions, the proxies will vote your shares in
accordance with those instructions. If you sign and return a proxy card without giving specific voting
instructions, your shares will be voted as recommended by the board of directors: for each director nominee,
for ratification of the appointment of our independent registered public accounting firm, for the amendment to
our Amended and Restated Bylaws and for the amendment to the LeapFrog Enterprises, Inc. 2011 Equity and
Incentive Plan (‘‘2011 EIP’’).
Revoking Your Proxy
You can revoke your proxy at any time before the final vote at the meeting. If your shares are held in
street name, you must follow the instructions of your broker, bank or other nominee to revoke your voting
instructions. If you are the record holder of record of your shares, you may revoke your proxy in any one of
four ways:
• You may submit another properly completed proxy card with a later date;
• You may grant a subsequent proxy through our Internet voting site;
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