UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934
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 |
MYERS INDUSTRIES, INC.
(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):
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 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) |
Proposed maximum aggregate value of 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:
| |||
|
News Release NYSE: MYE |
Contact(s):
Gregg Branning, Senior Vice President
& Chief Financial Officer (330) 761-6303
Monica Vinay, Vice President, Investor
Relations & Treasurer (330) 761-6212
Leading Independent Proxy Advisory Firms ISS and Glass Lewis Recommend
Shareholders Vote for the Companys Board of Director Nominees
and Only ONE GAMCO Nominee
April 20, 2015, Akron, Ohio Myers Industries, Inc. (NYSE: MYE) announced today that Institutional Shareholder Services Inc. (ISS) and Glass, Lewis & Co., LLC (Glass Lewis), the two leading independent proxy advisory firms, have both recommended that shareholders vote FOR the election of SIX of the Companys Board of Directors nominees and ONLY ONE GAMCO nominee at the 2015 Annual Meeting of Shareholders. Each firm recommended a different GAMCO nominee. These recommendations essentially disenfranchise shareholders because it only allows them to vote for seven of the nine nominees, a result the Company does not support.
GAMCOs press release of last week regarding these voting recommendations was misleading to our shareholders because it did not explain that only one GAMCO nominee was recommended.
As a result, the Company recommends that shareholders vote FOR the election of ALL of the Companys Board of Directors nominees on the WHITE proxy card at the 2015 Annual Meeting of Shareholders. The Company also recommends that shareholders do NOT vote using the blue dissident proxy card.
BOTH ISS and Glass Lewis also recommended that shareholders vote FOR the adoption of the Amended and Restated 2008 Incentive Stock Plan (Proposal 2); FOR the ratification of Ernst & Young LLP as the Companys independent auditors (Proposal 3); FOR approval of the advisory vote on the Companys executive compensation program (Proposal 4); and AGAINST GAMCOs shareholder proposal regarding sale of a business segment and stock buyback (Proposal 5).
The Companys Annual Meeting of Shareholders will be held on April 24, 2015, at 9 a.m. ET, at the Louis S. Myers Training Center in Akron, Ohio.
If shareholders have any questions, or need assistance in voting shares, please contact the Companys proxy solicitor, Innisfree M&A Incorporated, toll free at (888) 750-5834.
About Myers Industries
Myers Industries, Inc. is an international manufacturer of polymer products for industrial, agricultural, automotive, commercial, and consumer markets. The Company is also the largest wholesale distributor of tools, equipment and supplies for the tire, wheel and under vehicle service industry in the U.S. Visit www.myersindustries.com to learn more.