0001262976-23-000107.txt : 20231206 0001262976-23-000107.hdr.sgml : 20231206 20231206172944 ACCESSION NUMBER: 0001262976-23-000107 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20231206 DATE AS OF CHANGE: 20231206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CIMPRESS plc CENTRAL INDEX KEY: 0001262976 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 980417483 STATE OF INCORPORATION: L2 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39148 FILM NUMBER: 231470580 BUSINESS ADDRESS: STREET 1: FIRST FLOOR BUILDING 3 STREET 2: FINNABAIR BUSINESS AND TECHNOLOGY PARK CITY: DUNDALK, COUNTY LOUTH STATE: L2 ZIP: A91 H9N9 BUSINESS PHONE: 781-652-6300 MAIL ADDRESS: STREET 1: C/O CIMPRESS USA INCORPORATED STREET 2: 275 WYMAN STREET CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: CIMPRESS N.V. DATE OF NAME CHANGE: 20141114 FORMER COMPANY: FORMER CONFORMED NAME: VISTAPRINT N.V. DATE OF NAME CHANGE: 20090828 FORMER COMPANY: FORMER CONFORMED NAME: VISTAPRINT LTD DATE OF NAME CHANGE: 20030908 DEFA14A 1 supplementalproxymaterials.htm DEFA14A Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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EXCHANGE ACT OF 1934
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CIMPRESS PLC
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Cimpress plc intends to use the following information in connection with discussions with shareholders to solicit support for proposals outlined in the definitive proxy statement for Cimpress’ Annual General Meeting of Shareholders on December 14, 2023, which was filed with the Securities and Exchange Commission on October 26, 2023 (the "Proxy Statement"). This information was previously disclosed in a filing with the Securities and Exchange Commission but was not included in the Proxy Statement.

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We are providing additional background information about the executive retention agreements that Cimpress plc entered into with its executive officers on February 20, 2023, which are described in more detail in the Compensation Discussion and Analysis section of the Proxy Statement. These executive retention agreements amended and restated the agreements that three of our executive officers, including Robert Keane, Chief Executive Officer of Cimpress and Chairman, had previously entered into, which previous agreements contained outdated references to compensation programs that have changed or are no longer in place. The amended and restated executive retention agreements reflect Cimpress' current compensation programs and provide flexibility to accommodate future compensation programs, while making no material changes to the economics and benefits of the previous agreements.

Mr. Keane's amended and restated executive retention agreement includes an excise tax gross-up provision that is unchanged from the version in his previous executive retention agreement. No other executive officer has an excise tax gross-up provision in either his amended and restated executive retention agreement or his previous executive retention agreement.