DocumentUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
☑ Filed by the Registrant
☐ 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 |
| ☑ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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PPG INDUSTRIES, INC. |
(Exact name of registrant as specified in its charter) |
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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On March 22, 2021, PPG Industries, Inc. posted the following communication on its corporate intranet website:
Employee shareholders encouraged to vote
Employees who were PPG shareholders on February 19, 2021 should receive a notice (by mail or e-mail) providing detailed voting instructions and the manner for accessing the proxy materials for the 2021 Annual Meeting.
As indicated in the proxy materials, PPG’s Board of Directors recommends that shareholders vote as follows:
•Proposal 1: FOR the election of six directors (Steven A. Davis, Michael W. Lamach, Michael T. Nally, Guillermo Novo, Martin H. Richenhagen, and Catherine R. Smith) to serve in a class whose term expires in 2024;
•Proposal 2: FOR the approval of the compensation of PPG’s named executive officers on an advisory basis;
•Proposal 3: FOR the amendment of PPG’s Articles of Incorporation to provide for the annual election of directors;
•Proposal 4: FOR the amendment of PPG’s Articles of Incorporation and Bylaws to replace the supermajority voting requirements;
•Proposal 5: FOR the ratification of PricewaterhouseCoopers LLP as PPG’s independent registered public accounting firm for 2021; and
•Proposal 6: AGAINST a shareholder proposal to adopt a policy requiring an independent board chairman, if properly presented.
After careful review and taking into consideration shareholder opinion, the Board of Directors has determined that voting for proposals 3 and 4 will enhance our corporate governance practices and enhance the accountability of the Board. Since PPG’s Articles of Incorporation and certain sections of PPG’s Bylaws require the affirmative vote of at least 80 percent of the shares of the company’s outstanding common stock to approve these proposals, your vote is extremely important no matter how many shares you hold.
“Shareholders have a valuable opportunity to vote on these important proposals,” said Dan Fayock, assistant general counsel and secretary. “We encourage all shareholders to read the proxy materials and to exercise their right to vote.”
PPG’s 2021 Annual Meeting will be held on April 15. Please submit your vote as soon as possible.
Due to the ongoing public health impact of the COVID-19 pandemic and in order to help protect the health and well-being of our shareholders and employees, this year’s Annual Meeting will be held in a virtual format through a live webcast at https://www.cesonlineservices.com/ppg21_vm.
For more information about how to register to attend the virtual Annual Meeting, visit the PPG Investor Center at www.investor.ppg.com where you can access PPG’s 2021 proxy statement and 2020 annual report.