DEFA14A 1 compscience_defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS compscience_defa14a.htm
SCHEDULE 14A
 
(Rule 14a-101)
 
INFORMATION REQUIRED IN PROXY STATEMENT
 
SCHEDULE 14A INFORMATION
 
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                  [_] Soliciting Material Under Rule
[_]  Confidential, For Use of the                        14a-12
       Commission Only (as permitted
       by Rule 14a-6(e)(2))
[_]  Definitive Proxy Statement
[x]  Definitive Additional Materials
 
Computer Sciences Corporation
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(Name of Registrant as Specified In Its Charter)
 
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
[x]  No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
 
1)  Title of each class of securities to which transaction applies:
____________________________________________________________________________________
2)  Aggregate number of securities to which transaction applies:
3)  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the
     amount on which the filing fee is
calculated and state how it was determined):
4)  Proposed maximum aggregate value of transaction:
____________________________________________________________________________________
5)  Total fee paid:
[_] 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.

____________________________________________________________________________________
      1) Amount previously paid:
____________________________________________________________________________________
      2) Form, Schedule or Registration Statement No.:
____________________________________________________________________________________
      3) Filing Party:
____________________________________________________________________________________
      4) Date Filed:
 


*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on August 9, 2010.
 
 
Meeting Information
COMPUTER SCIENCES CORPORATION  Meeting Type:  Annual Meeting 
 For holders as of:  June 14, 2010 
 Date:  August 9, 2010 Time: 10:00 a.m., EDT
 Location:   Computer Sciences Corporation
3170 Fairview Park Drive
Falls Church, Virginia 22042
  Directions are available at http://www.csc.com/investor_relations
 

CSC INVESTOR RELATIONS
3170 FAIRVIEW PARK DRIVE
FALLS CHURCH, VIRGINIA 22042
You are receiving this communication because you hold shares in the above named company.
 
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).
 
We encourage you to access and review all of the important information contained in the proxy materials before voting.
 
See the reverse side of this notice to obtain proxy materials and voting instructions.
 
 
 
 

 
 



— Before You Vote —
How to Access the Proxy Materials
 
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT           ANNUAL REPORT
How to View Online:
Have the information that is printed in the box marked by the arrow (located on the following page) and visit:
www.proxyvote.com.
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:
  1) BY INTERNET:  www.proxyvote.com
  2) BY TELEPHONE:  1-800-579-1639
  3) BY E-MAIL*:  sendmaterial@proxyvote.com
*  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 (located on the following page) in the subject line.
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 July 26, 2010 to facilitate timely delivery.
 
— How To Vote —
Please Choose One of the Following Voting Methods
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.
 
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 available and follow the instructions.
 
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
 




Voting Items    
The Board of Directors recommends a vote "FOR" Proposals 1, 2, 3, 4 and 5.
 
     
1. To elect nine nominees to the CSC Board of Directors
        Nominees:
         01) Irving W. Bailey, II 06)   Michael W. Laphen
02) David J. Barram 07)   F. Warren McFarlan
03) Stephen L. Baum 08)   Chong Sup Park
04)    Rodney F. Chase 09)    Thomas H. Patrick
05)     Judith R. Haberkorn   

2.       Approval of amendments to Restated Articles of Incorporation to eliminate cumulative voting
 
3.       Approval of amendments to Restated Articles of Incorporation to implement majority voting for uncontested elections of directors
   
Each of Proposals 2 and 3 is mutually conditioned upon approval of both proposals as set forth in the related proxy statement.
 
4.       Approval of the 2010 Non-Employee Director Incentive Plan
 
5.       To ratify the appointment of independent auditors
 
 

 
 
   
 
COMPUTER SCIENCES CORPORATION
Notice of 2010 Annual Meeting of Stockholders
 
The 2010 Annual Meeting of Stockholders will be held on Monday, August 9, 2010, at 10:00 a.m., at Computer Sciences Corporation, 3170 Fairview Park Drive, Falls Church, Virginia 22042. The purpose of the meeting is to vote on:
  • the election as directors of the nine nominees named in CSC's Proxy Statement;
  • Approval of amendments to Restated Articles of Incorporation to eliminate cumulative voting
  • Approval of amendments to Restated Articles of Incorporation to implement majority voting for uncontested elections of directors
  • Approval of the 2010 Non-Employee Director Incentive Plan
  • the ratification of the appointment of independent auditors; and
  • such other business as may properly come before the meeting
Only stockholders of record at the close of business on June 14, 2010, will be entitled to vote at the meeting and any postponements or adjournments thereof.
 
By Order of the Board of Directors,
 
William L. Deckelman, Jr.
Vice President, General Counsel and Secretary
Falls Church, Virginia
June 25, 2010