UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No.         )

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Filed by a Party other than the Registrant  ¨

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¨ Preliminary Proxy Statement

¨Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

¨ Definitive Proxy Statement

þ Definitive Additional Materials

¨ Soliciting Material Pursuant to §240.14a-12

COVANTA HOLDING CORPORATION

(Name of Registrant as Specified In Its Charter)

 (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Important Notice of Availability of Proxy Materials for the Annual Stockholder Meeting of

Covanta Holding Corporation

To Be Held On:

May 4, 2017 at 11:00 a.m.

Covanta Holding Corporation, 445 South Street, Morristown, New Jersey, 07960

COMPANY NUMBER

ACCOUNT NUMBER

CONTROL NUMBER

This is not a ballot. You cannot use this notice to vote your shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.

If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below before 04/21/17.

TO VIEW PROXY MATERIALS ONLINE: Please visit http://www.astproxyportal.com/ast/01602/, where the following materials are available for view:

		• Notice of Annual Meeting of Stockholders and Proxy Statement
		• Annual Report on Form 10-K
TO REQUEST MATERIAL:		TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers)
		E-MAIL: info@amstock.com
		WEBSITE: http://www.amstock.com/proxyservices/requestmaterials.asp
TO VOTE:		ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen instructions or scan the QR code with your smartphone. You may enter your voting instructions at www.voteproxy.com up until 11:59 PM Eastern Time the day before the meeting date.
		IN PERSON: You may vote your shares in person by attending the Annual Meeting.
		TELEPHONE: To vote by telephone, please visit www.voteproxy.com to view the materials and to obtain the toll free number to call.
		MAIL: You may request a card by following the instructions above.

Voting Items

1.  The Board of Directors recommend a vote “FOR” the election        of the listed nominees as Directors for a term of one year. NOMINEES: David M. Barse Ronald J. Broglio Peter C.B. Bynoe Linda J. Fisher Joseph M. Holsten Stephen J. Jones                                   Danielle Pletka                                   Michael W. Ranger Robert S. Silberman Jean Smith Samuel Zell

The Board of Directors recommends you vote “FOR” the following proposals: 2.   To ratify the appointment of Ernst & Young LLP as Covanta Holding       Corporation’s independent registered public accountants for the 2017 fiscal       year. 3. An advisory vote on executive compensation. The Board of Directors recommends you vote “ONE YEAR” on the following      proposal: 4. An advisory vote on the frequency of the advisory vote on executive compensation. NOTE: Consider such other business as may properly come before the Annual Meeting or any adjournment or postponement of the Annual Meeting. YOUR VOTE IS IMPORTANT!