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. )
| ☑ | Filed by the Registrant | ☐ | 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 | |
| ☑ | Definitive Additional Materials | |
| ☐ | Soliciting Material Under Rule 14a-12 | |
McDermott International, Inc.
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy
Statement, if Other Than the Registrant)
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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 May 2, 2019.
MCDERMOTT INTERNATIONAL, INC.
757 N. ELDRIDGE PKWY
HOUSTON, TX 77079
| Meeting Information | |
| Meeting Type: Annual Meeting | |
| Date: May 2, 2019 Time: 8:00 a.m., local time | |
| For holders as of: March 11, 2019 | |
|
Location: |
London Hilton on Park Lane 22 Park Lane London W1K IBE United Kingdom |
You are receiving this communication because you hold shares in the company named above.
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. |
How to Access the Proxy Materials
| Proxy Materials Available to VIEW or RECEIVE: | ||
| NOTICE AND PROXY STATEMENT ANNUAL REPORT ON FORM 10-K | ||
| How to View Online: | ||
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Have the information that is printed in the box marked by the arrow ➔ XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. | ||
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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 | |
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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 ➔ XXXX XXXX XXXX XXXX (located on the following page) in the subject line. | ||
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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 April 18, 2019 to facilitate timely delivery. | ||
Please Choose One of the Following Voting Methods
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Vote In Person: Please review the proxy materials for the requirements for admission to the meeting. Please note that you may be asked to present valid photo identification and proof of share ownership when you check in for registration prior to the meeting. 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 to transmit your voting instructions and to request electronic delivery of information up until 11:59 P.M., Eastern Time, on April 30, 2019. Have the information that is printed in the box marked by the arrow ➔ XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. |
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Vote By Mail or Telephone: You can vote by mail or telephone by requesting paper copies of the materials, which will include a proxy card with further instructions. |
| Voting Items | |||||||
| The Board of Directors recommends you vote FOR the following: | |||||||
| 1. | To elect eleven members to our Board of Directors, each for a term extending until our 2020 Annual Meeting of Stockholders. | ||||||
| Nominees: | |||||||
| 01) | Forbes I. J. Alexander | 07) | James H. Miller | ||||
| 02) | Philippe C. Barril | 08) | Gary P. Luquette | ||||
| 03) | John F. Bookout, III | 09) | William H. Schumann, III | ||||
| 04) | David Dickson | 10) | Mary L. Shafer-Malicki | ||||
| 05) | L. Richard Flury | 11) | Marsha C. Williams | ||||
| 06) | W. Craig Kissel | ||||||
| The Board of Directors recommends you vote FOR the following proposals: | |||||||
| 2. | To conduct an advisory vote to approve named executive officer compensation. | ||||||
| 3. | To ratify our Audit Committee's appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2019. | ||||||
| 4. | To approve the 2019 McDermott International, Inc. Long-Term Incentive Plan. | ||||||
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