Pier 1 2010 Annual Report Download - page 98

the amendment of the Pier 1 Imports, Inc. Stock Purchase Plan, or the shareholder proposal (if properly presented at
the meeting), absent instructions from you. Without your voting instructions, a broker non-vote will occur on these
proposals.
How are abstentions and “broker non-votes” counted in voting?
Election of Directors:
A “majority of the votes cast” means that the number of votes cast “FOR” a nominee for director exceeds the
number of votes cast “AGAINST” the nominee. Abstentions and broker non-votes are not considered as votes cast.
Other Proposals:
An abstention will have the same effect as a vote “AGAINST” the matter. Broker non-votes will not be
counted as a vote either “FOR” or “AGAINST” Proposal No. 2 (approval of an amendment of the Pier 1 Imports,
Inc. Stock Purchase Plan) or Proposal No. 4 (the shareholder proposal, if the proposal is properly presented at the
meeting).
Could other matters be decided at the annual meeting?
As of the date we began to deliver the Notice, we did not know of any matters to be raised at the annual
meeting other than those referred to in this proxy statement.
If you are a shareholder of record and you voted your shares on the Internet or by telephone, or you have
signed and returned a proxy card, and other matters are properly presented at the annual meeting for consideration,
the proxies appointed by the board of directors (the persons named in your proxy card) will have the discretion to
vote on those matters for you.
If you are a beneficial owner of shares and do not provide your broker, bank or other holder of record with
specific voting instructions, then under the rules of the New York Stock Exchange, they may only vote on matters
for which they have discretionary power to vote. If your broker, bank or other holder of record does not receive
instructions from you on how to vote your shares and they do not have discretion to vote on the matter, then the
broker, bank or other holder of record will inform the inspector of election that it does not have the authority to vote
on the matter with respect to your shares.
Who will pay for the cost of this proxy solicitation?
We have hired Mellon Investor Services LLC to assist us in soliciting proxies. We will pay all costs associated
with the solicitation, including Mellon’s fees, which we expect to be approximately $9,500, plus all mailing and
delivery expenses. In addition to solicitations by mail, our officers and employees may solicit proxies on behalf of
Pier 1 Imports personally and by telephone or other means, for which they will receive no compensation beyond
their normal compensation. We may also make arrangements with brokerage houses and other custodians, nominees
and fiduciaries to forward solicitation material to the beneficial owners of stock held of record by such persons, and
we will reimburse them for their reasonable out-of-pocket and clerical expenses.
Do I need an admission ticket to attend the annual meeting?
You will need an admission ticket or proof of stock ownership to enter the annual meeting. If you are a
shareholder of record, your admission ticket is the Notice mailed (or sent electronically) to you or the admission
ticket attached to your proxy card if you elected to receive a paper copy of the proxy materials. If you plan to attend
the annual meeting, please bring it with you to the annual meeting.
If you are a beneficial owner of shares and you plan to attend the annual meeting, you must present proof of
your ownership of Pier 1 Imports’ common stock, such as a bank or brokerage account statement, to be admitted to
the annual meeting.
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