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 x
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 |
| x | Definitive Additional Materials |
| ¨ | Soliciting Material Pursuant to §240.14a-12 |
Worthington Industries, Inc.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
| x | 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 the transaction applies: |
| (2) | Aggregate number of securities to which the transaction applies: |
| (3) | Per unit price or other underlying value of the 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 the 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 September 24, 2015.
| WORTHINGTON INDUSTRIES, INC.
WORTHINGTON INDUSTRIES, INC. ATTN: SHAREOWNER SERVICES P.O. BOX 218 PORTLAND, OR 97228-2168 |
Meeting Information
Meeting Type: Annual Meeting For holders as of: July 31, 2015 Date: September 24, 2015 Time: 2:00 P.M., EDT
Location: Meeting live via the Internet - please visit www.virtualshareholdermeeting.com/WOR15
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/WOR15 and be sure to have the information that is printed in the box marked by the | |||
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You are receiving this communication because you hold common shares in the company named above.
This is not a ballot. You cannot use this notice to vote these common 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.
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See the reverse side of this notice to obtain proxy materials and voting instructions. | |||
(located on the following page).
| — Before You Vote — How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE: Notice of Annual Meeting of Shareholders Proxy Statement Company’s 2015 Annual Report to Shareholders
How to View Online: Have the information that is printed in the box marked by the arrow
How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these proxy materials, 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 proxy
materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow
Requests, instructions and other inquiries sent to the e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before September 10, 2015 to facilitate timely delivery. | ||
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— How To Vote — Please Choose One of the Following Voting Methods
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Vote By Internet: Before The Meeting: Go to www.proxyvote.com Have the information that is printed in the box marked by the During The Meeting: Go to www.virtualshareholdermeeting.com/WOR15 Have the information that is printed in the box marked by
the
Vote By Mail: You can vote by mail by requesting a paper copy of the proxy materials, which will include a proxy card.
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(located on the following page) and visit: www.proxyvote.com.
(located on the following page) in the subject line.
(located on the following page) available and follow the instructions.
(located on the following page) available and follow the instructions.
| Voting Items | ||||||
| The Board of Directors recommends a vote FOR each of the listed nominees for election as a director and FOR Proposals 2 and 3.
1. To elect three directors, each to serve for a term of three years to expire at the 2018 Annual Meeting of Shareholders:
Nominees:
01) John B. Blystone 02) Mark C. Davis 03) Sidney A. Ribeau |
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| 2. To approve the advisory resolution on executive compensation. | ||||||
| 3. To ratify the selection of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending May 31, 2016. | ||||||
| NOTE: In their discretion, the proxies are authorized to vote on such other business as may properly come before the Annual Meeting. | ||||||
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