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
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 under §240.14a-12 |
SOLARWINDS, 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)(4) and 0-11. |
| (1) | Title of each class of securities to which 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): |
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| ¨ | 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 May 19, 2011
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| —— Before You Vote —— How to Access the Proxy Materials |
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| Proxy Materials Available to VIEW or RECEIVE:
1. Notice & Proxy Statement 2. Annual Report
How to View Online:
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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:
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| 2) BY TELEPHONE: |
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—— How To Vote —— Please Choose One of the Following Voting Methods |
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| Vote In Person: Many shareholder 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. | ||||||||||
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Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in
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Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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Internal Use Only | |||||||||
(located on the following page) and visit: www.proxyvote.com.0000098484_2 R1.0.0.11699
| Voting items |
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| The Board of Directors recommends you vote FOR the following: |
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1. |
Election of Directors | |||||||||
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Nominees |
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01 |
Mark Bonham | 02 Steven M. Cakebread | 03 Roger J. Sippl | |||||||
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The Board of Directors recommends you vote FOR proposals 2 and 3. |
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2 |
Ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011. |
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3 |
Approve, by non-binding vote, the Company’s overall executive compensation program, as described in the Compensation Discussion and Analysis, the compensation tables and the related narratives and other materials in the Proxy Statement. |
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The Board of Directors recommends you vote 3 YEARS on the following proposal: |
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4 |
To recommend, by non-binding vote, the frequency of executive compensation votes. |
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NOTE: And to transact such other business as may properly come before the meeting or any adjournments or postponements thereof. |
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| Broadridge Internal Use Only xxxxxxxxxx xxxxxxxxxx Cusip Job # Envelope # Sequence # # of # Sequence # |
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| Reserved for Broadridge Internal Control Information | ||||||||||||
| NAME | ||||||||||||
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THE COMPANY NAME INC. - COMMON |
123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS A | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS B | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS C | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS D | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS E | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - CLASS F | 123,456,789,012.12345 | |||||||||||
| THE COMPANY NAME INC. - 401 K | 123,456,789,012.12345 | |||||||||||
| Broadridge Internal Use Only
Job # Envelope # Sequence # # of # Sequence # | ||
| THIS SPACE RESERVED FOR SIGNATURES IF APPLICABLE |
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