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Section 1: DEFA14A (DEFA14A)

DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934,

as amended

 

 

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 § 240.14a-12

WMIH CORP.

(Name of Registrant as Specified in its Charter)

Not applicable

(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment by filing fee (check the appropriate box):

  No fee required
  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) 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)  

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  (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 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

Stockholder Meeting to Be Held on June 1, 2017.

 

  WMIH CORP.  

 

Meeting Information

   

 

Meeting Type:            Annual Meeting

    For holders as of:       April 7, 2017
    Date:  June 1, 2017        Time:   3:00 PM Eastern Time
    Location:   Offices of Akin Gump Strauss Hauer & Feld LLP
      One Bryant Park
      Bank of America Tower
       

New York, NY 10036

 

 

 

WMIH CORP.

800 FIFTH AVENUE

SUITE 4100

SEATTLE, WA 98104

 

 

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.

 

LOGO     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/10-K

 

 

How to View Online:

 

  Have the information that is printed in the box marked by the arrow LOGO (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 LOGO (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 May 18, 2017 to facilitate timely delivery.

 

 

 

—  How To Vote  —

  Please Choose One of the Following Voting Methods

 

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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 LOGO (located on the following page) 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 you vote FOR the following:

 

1. Election of Directors

Nominees:

 

01)  

William C. Gallagher

     05  

Michael J. Renoff

02)  

Diane B. Glossman

     06  

Steven D. Scheiwe

03)  

Christopher J. Harrington

     07  

Michael L. Willingham

04)  

Tagar C. Olson

    

The Board of Directors recommends you vote FOR proposals 2 and 3.

 

2. To ratify the appointment of BPM LLP, as our independent registered public accounting firm for the fiscal year ending December 31, 2017.

 

3. To approve, on an advisory basis, compensation of the Company’s named executive officers.

NOTE: To transact such other business as may properly come before the meeting or any adjournment or postponement thereof.

 

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