UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x 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 | |
| x | Definitive Additional Materials | |
| ¨ | Soliciting Material under §240.14a-12 | |
FLEETCOR TECHNOLOGIES, 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):
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| ¨ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11 | |||
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| ¨ | Fee paid previously with preliminary materials. | |||
| ¨ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. | |||
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on June 8, 2016.
| FLEETCOR TECHNOLOGIES, INC. |
Meeting Information
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| Meeting Type: Annual
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| For holders as of: April 14, 2016
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| Date: June 8, 2016 Time: 10:00 a.m.
EDT
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| Location: | FleetCor Technologies, Inc. | |||||||
| 5445 Triangle Parkway | ||||||||
| 4th Floor | ||||||||
| Norcross, GA 30092
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FLEETCOR TECHNOLOGIES, INC. (FLT) ATTN: SEAN BOWEN 5445 TRIANGLE PARKWAY NORCROSS, GA 30092 |
You are receiving this communication because you hold shares in the company named above.
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| This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
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We encourage you to access and review all of the important information contained in the proxy materials before voting.
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See the reverse side of this notice to obtain proxy materials and voting instructions.
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| — Before You Vote — How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE:
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| The Notice of Annual Meeting and Proxy Statement Annual Report on Form 10-K
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| How to View Online: | ||
| Have the information that is printed in the box marked by the arrow
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| How to Request and Receive a PAPER or E-MAIL Copy: | ||
| If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
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| 1) BY INTERNET: www.proxyvote.com | ||
| 2) BY TELEPHONE: 1-800-579-1639 | ||
| 3) BY E-MAIL*: sendmaterial@proxyvote.com
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| * If requesting materials by
e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow
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| Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 25, 2016 to facilitate timely delivery.
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— How To Vote — Please Choose One of the Following Voting Methods
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Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
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| Vote By Internet: To vote now by Internet, go to www.proxyvote.com.
Have the information that is printed in the box marked by the arrow
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| Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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(located on the following page) and visit: www.proxyvote.com.
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Voting Items
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| THE BOARD OF DIRECTORS RECOMMENDS A VOTE | ||||||
| “FOR ALL NOMINEES” IN THE ELECTION OF DIRECTORS, “FOR” | ||||||
| PROPOSAL 2, AND “AGAINST” PROPOSAL 3. | ||||||
| 1. | Elect three Class III Directors nominated by the Board of | |||||
| Directors for a three-year term: | ||||||
| Nominees: | ||||||
| 01) | Ronald F. Clarke | |||||
| 02) | Joseph W. Farrelly | |||||
| 03) | Richard Macchia | |||||
| 2. | Ratify the selection of Ernst & Young LLP as FleetCor’s independent auditor for 2016. | |||||
| 3. | Stockholder proposal regarding proxy access for director nominations by stockholders. | |||||
| 4. | Stockholder proposal regarding board diversity and reporting. | |||||
| 5. | Stockholder proposal regarding majority voting in uncontested director elections. | |||||
| NOTE: This proxy will be voted as directed. If no direction is indicated, this proxy will be voted “FOR ALL NOMINEES” for Director, “FOR” Proposal 2, “AGAINST” Proposal 3, “ABSTAIN” Proposal 4, and “ABSTAIN” Proposal 5. | ||||||
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