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Section 1: DEFA14A (DEFA14A)

DEFA14A

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 §240.14a-12

STORE Capital Corporation

 

(Name of Registrant as Specified In Its Charter)

      

 

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

Payment of Filing Fee (Check the appropriate box):

  No fee required.
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  (1)  

Title of each class of securities to which transaction applies:

     

  (2)  

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  (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 paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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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 30, 2019

 

 

 
 

STORE CAPITAL CORPORATION

 

 

 

 

STORE CAPITAL CORPORATION

8377 EAST HARTFORD DRIVE, SUITE 100

SCOTTSDALE, AZ 85255

 

 

 

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Meeting Information

 

 

Meeting Type:          Annual Meeting

 

For holders as of:     April 1, 2019

 

Date:  May 30, 2019  Time: 9:00 a.m., Arizona time

 

Location:    Meeting live via the Internet-please visit

                       www.virtualshareholdermeeting.com/STOR2019

 

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/STOR2019 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

 

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, scan the QR Barcode on the reverse side, 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 LOGO (located on the following page) and visit: www.proxyvote.com, or scan the QR Barcode below.
 

 

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*:           [email protected]

 
 

*   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 16, 2019 to facilitate timely delivery.

 

 

 

How To Vote

 

Please Choose One of the Following Voting Methods

        LOGO

 

 

 

LOGO

 

 

 

Vote By Internet:

 

Before The Meeting:

Go to www.proxyvote.com or from a smartphone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

 

During The Meeting:

Go to www.virtualshareholdermeeting.com/STOR2019. 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” each of the nominees listed in Item 1.

  1.       Election of Directors    
    Nominees:    
    01)      Joseph M. Donovan   06)     Einar A. Seadler
    02)      Mary Fedewa   07)     Rajath Shourie
    03)      Morton H. Fleischer   08)     Quentin P. Smith, Jr.
    04)      William F. Hipp   09)     Christopher H. Volk
    05)      Catherine D. Rice    
  The Board of Directors recommends you vote “FOR” Item 2.
  2.       To approve an amendment to the Company’s bylaws to allow stockholders to amend the bylaws by a majority vote of the outstanding shares entitled to be cast on the matter pursuant to a proposal submitted by an eligible stockholder.
  The Board of Directors recommends you vote “FOR” Item 3.
  3.       To approve, on an advisory basis, the compensation of the Company’s named executive officers.
  The Board of Directors recommends you vote “FOR” Item 4.
  4.       To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.
 

NOTE: If any other matters properly come before the meeting or any postponement or adjournment thereof, the persons named as proxies on the proxy card will vote in their discretion.

 

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