225 Franklin Street
Boston, Massachusetts 02110
Toll-Free Telephone (800)
345-6611
Notice of Annual Meeting of Stockholders
to be held on April 16, 2019
To the Stockholders:
The 89
th
Annual Meeting of Stockholders (the Meeting) of
Tri-Continental
Corporation, a Maryland corporation (the Corporation), will be held at The Marquette Hotel, 710 S. Marquette Avenue, Minneapolis, Minnesota 55402, on April 16, 2019, at 9:00 a.m.,
local time, for the following purposes:
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(1)
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To elect three Directors, each to hold office until the 2022 Annual Meeting of Stockholders, and all until their successors are elected and
qualify;
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(2)
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To consider a proposal to ratify the selection of PricewaterhouseCoopers LLP as the Corporations independent registered public
accounting firm; and
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(3)
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To transact such other business as may properly come before the Meeting or any adjournment or postponement thereof;
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all as more fully set forth in the Proxy Statement accompanying this Notice. You will need proof of record ownership of the
Corporations stock to enter the Meeting or, if your shares are held in street name, a proxy from the record holder.
The
close of business on February 26, 2019 has been fixed as the record date for the determination of Stockholders entitled to notice of, and to vote at, the Meeting or any adjournment or postponement thereof.
Your vote is very important. Whether or not you plan to attend the Meeting, and regardless of the number of shares you own, we urge you
to vote by promptly signing, dating and returning the enclosed Proxy Card, or by authorizing your proxy by telephone or the Internet as described in the enclosed Proxy Card. In addition, you may be able to authorize your proxy by telephone through
the Corporations proxy solicitor.
If you have any questions or need additional information, please contact Georgeson
LLC, the Corporations proxy solicitor, at 1290 Avenue of the Americas, 9th Floor, New York, NY 10104, or by telephone at
1-888-680-1528.
By order of the Board of Directors,
Ryan C. Larrenaga
Secretary
Dated: Boston, MA, March 1, 2019
YOUR VOTE IS
IMPORTANT
NO MATTER HOW MANY SHARES YOU OWN.
You may authorize your proxy by telephone, the Internet, or by completing, dating and signing the enclosed Proxy Card, and returning it in the envelope provided, which is addressed for your convenience
and needs no postage if mailed in the United States. In order to avoid the additional expense of further solicitation, we ask your cooperation in authorizing your proxy promptly by telephone, the Internet, or by mailing the enclosed Proxy Card.