Additional Proxy Soliciting Materials (definitive) (defa14a)
15 Juli 2022 - 10:29PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No._____)
Filed by the
Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ |
Preliminary Proxy Statement |
☐ |
Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2)) |
☐ |
Definitive Proxy Statement |
☒ |
Definitive Additional Materials |
☐ |
Soliciting Material under Sec. 240.14a-12 |
Cavco Industries, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
☐ |
Fee paid previously with preliminary materials |
☐ |
Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules
14a-6(i)(1) and 0-11 |
Proxy Statement Supplement
This Proxy Statement Supplement (Supplement) provides supplemental and clarifying information with respect to the Cavco Industries, Inc.
(Cavco or the Company) 2022 Annual Meeting of Shareholders, to be held on August 2, 2022 at 9:00 AM (local time), at the Companys corporate offices located at 3636 North Central Avenue, Phoenix, Arizona 85012.
On or about June 22, 2022, the Company filed with the SEC and mailed to its Shareholders of record as of June 3, 2022 a revised proxy statement (the
Proxy Statement) describing the matters to be voted on at the Annual Meeting. All capitalized terms used in this Supplement and not otherwise defined herein have the meaning ascribed to them in the Proxy Statement. This Supplement
should be read in conjunction with the Proxy Statement.
Proxy advisory firm Institutional Shareholder Services (ISS) has recommended a vote
against the Advisory Vote on the Compensation of the Companys Named Executive Officers (Proposal 2) (Say on Pay) as set forth in its 2022 Proxy Analysis & Benchmark Policy Voting Recommendations
Report. ISS high level of concern and reasoning for a no vote relates to a former named executive officer receiving severance upon termination of employment that, in ISS opinion, was not adequately disclosed to be an involuntary
employment separation. It is ISS position that severance is not considered appropriate for voluntary employment terminations as severance is designed to protect against involuntary job loss.
In response to ISS concern, this Supplement is being provided by the Company to clarify the severance compensation to Simone L. Reynolds, a former
executive officer of the Company, was paid: (i) pursuant to the terms and conditions of a Severance Agreement that was entered into at the time of Ms. Reynolds initial employment with the Company; and (ii) in consultation with
the Companys Board of Directors. The separation of Ms. Reynolds employment with the Company was a qualifying involuntary termination without cause.
In addition, the Company further supplements the Proxy Statement to disclose that the Company has retained Georgeson LLC (Georgeson) to assist the
Company in the distribution and solicitation of proxies. The Company estimates that it will pay Georgeson approximately $10,000, plus out of pocket expenses, for its services.
Cavco Industries (NASDAQ:CVCO)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
Cavco Industries (NASDAQ:CVCO)
Historical Stock Chart
Von Jul 2023 bis Jul 2024