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[ ] | Preliminary Proxy Statement | [ ] | Soliciting Material Under Rule 14a-12 | |
[ ] | Confidential, For Use of
the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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[ ] | Definitive Proxy Statement | |||
[X] | Definitive Additional Materials |
Big Lots, Inc. | ||
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Registrant) |
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| |
BIG LOTS, INC. | |
| |
|
ATTN: GENERAL COUNSEL 300 PHILLIPI ROAD COLUMBUS, OH 43228 |
Meeting
Information | |
Meeting
Type: Annual Meeting | |
For holders as
of: March 31,
2014 | |
Date: May 29,
2014 Time: 9:00 a.m. EDT | |
Location:
|
Big Lots,
Inc. 300 Phillipi Road Columbus, Ohio 43228 |
Directions to the Annual Meeting are available in the Investor Relations section of our website located at: www.biglots.com. |
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. |
See the reverse side of this notice to obtain proxy materials
and voting instructions. |
Proxy Materials Available to VIEW or
RECEIVE:
COMBINED
DOCUMENT(Including the Notice of Annual Meeting of Shareholders, Proxy
Statement, Annual Report on Form 10-K).
How to View Online:
Have the information that is printed in
the box marked by the arrow è XXXX XXXX XXXX (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 è XXXX XXXX XXXX (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 15, 2014 to facilitate timely delivery. |
Vote In Person: Please check the proxy materials for any requirements for Annual Meeting attendance. At the
Annual 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 è XXXX XXXX XXXX (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 | ||||
Notice is hereby given that the 2014
Annual Meeting of Shareholders of Big Lots, Inc. will be held at our
corporate offices located at 300 Phillipi Road, Columbus,
Ohio, on May 29, 2014, beginning at 9:00 a.m. EDT, for the following
purposes: | ||||
1. |
ELECTION OF DIRECTORS. The Board of Directors
recommends a vote FOR the election of the nominees named
below: | |||
|
| |||
01) | Jeffrey P. Berger | 06) | Philip E. Mallott | |
02) |
David J.
Campisi |
07) |
Russell
Solt | |
03) |
James R.
Chambers |
08) |
James R.
Tener | |
04) | Peter J. Hayes | 09) | Dennis B. Tishkoff | |
05) | Brenda J. Lauderback | |||
If any nominee named for election as a director is unable to serve or for good cause will not serve, common shares represented by proxies will be voted for such substitute nominee(s) as recommended by Big Lots' Board of Directors. | ||||
2. |
APPROVAL OF THE AMENDED AND RESTATED BIG LOTS 2012
LONG-TERM INCENTIVE PLAN. The Board of Directors recommends a
vote FOR the approval of the amended and restated Big Lots 2012
Long-Term Incentive Plan. | |||
| ||||
3. |
APPROVAL OF THE AMENDED AND RESTATED BIG LOTS 2006 BONUS
PLAN. The Board of Directors recommends a vote FOR the
approval of the amended and restated Big Lots 2006 Bonus
Plan. | |||
4. | APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. The Board of Directors recommends a vote FOR the approval of the compensation of Big Lots' named executive officers, as disclosed in the Proxy Statement pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and the narrative discussion accompanying the tables. | |||
5. | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2014. The Board of Directors recommends a vote FOR the ratification of the appointment of Deloitte & Touche LLP as Big Lots' independent registered public accounting firm for the 2014 fiscal year. | |||
6. | CONSIDERATION OF A SHAREHOLDER PROPOSAL RELATING TO PROXY ACCESS. The Board of Directors recommends a vote AGAINST the approval of the shareholder proposal relating to proxy access. | |||
If any other matter properly comes before the Annual Meeting, common shares represented by proxies will be voted in accordance with the recommendation of the Board of Directors on such matter. | ||||
Only shareholders of record at the close of business on the record date, March 31, 2014, are entitled to notice of and to vote at the Annual Meeting and any postponement or adjournment thereof. |