Additional Proxy Soliciting Materials (definitive) (defa14a)
April 28 2017 - 4:53PM
Edgar (US Regulatory)
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:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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Trovagene, 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):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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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):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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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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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS
The Annual Meeting of Stockholders of Trovagene, Inc. will be held on
June 13, 2017, at 9:00 a.m. local time at the Companys offices located at
11055 Flintkote Avenue, San Diego, California 92121
PROXY STATEMENT AND 2016 ANNUAL REPORT ON FORM 10-K
ARE AVAILABLE AT:
http://www.pstvote.com/trovagene2017
Dear
Stockholder:
The Annual Meeting of Stockholders of Trovagene, Inc. has been called to consider and act upon the following matters:
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Election of seven (7) members to our Board of Directors.
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Ratification of the appointment of BDO USA, LLP as Trovagenes independent registered public accounting firm for
the fiscal year ending December 31, 2017.
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Approve an amendment to the Companys 2014 Equity Incentive Plan to increase the number of shares issuable
thereunder to 9,500,000 shares from 7,500,000 shares.
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Our Board of Directors recommends a vote FOR proposals 1-3.
Complete proxy materials, including the proxy card, are available to you on-line at
http://www.pstvote.com/ trovagene2017
or
upon your request by e-mail or first-class mail. We encourage you to access and review all of the important information contained in the proxy materials before voting.
This is not a ballot. You cannot use this notice to vote your shares.
You may vote on-line, by mail or in person. If you wish to
vote on-line, you will need your
Control Number
(which can be found in the bottom right hand corner of this notice) and the web address, all of which will be included with or on the proxy card located on the Internet website
stated above or mailed to you at your request. No other personal information will be required in order to vote in this manner. If you wish to vote by mail, simply print out the proxy card located on the Internet website stated above, mark the proxy
card accordingly, sign and return it to us at the address indicated on the proxy card. If you wish to vote in person at the Annual Meeting of Stockholders, simply check the box on the proxy card that you plan to attend. Your proxy card will not be
used if you vote in person.
Control Number:
Important Notice Regarding the Availability of Proxy Materials
for the Stockholder Meeting To Be Held on June 13, 2017
(1) This communication presents only an overview of the more complete proxy materials
that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.
(2) The Proxy Statement and 2016 Annual Report on Form 10-K are available at
h
tt
p://www.pstvote.com/ trovagene2017
.
(3) If you want to
receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before May 30, 2017 to facilitate timely delivery.
To request a paper copy of these items:
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Call our toll-free number (866) 223-0448; or
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Visit our website at http://www.pstvote.com/trovagene2017; or
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Send us an e-mail at info@philadelphiastocktransfer.com.
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Please clearly identify: (i) the items you are requesting; (ii) Trovagene, Inc.; (iii) your name along with the Control Number located
in the lower right hand corner of this notice and (iv) the name and address to which the materials should be mailed.
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By Order of the Board of Directors
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/s/
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Thomas H. Adams
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Thomas H. Adams
Chairman of the Board of Directors
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Control Number:
*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on <mtgdate>. June 13, 2017
0000336331_1 R1.0.1.15
TROVAGENE, INC
BROKER LOGO
HERE
Return Address Line 1 Return Address Line 2 Return Address Line 3
51 MERCEDES WAY
EDGEWOOD NY 11717
Investor Address Line 1
Investor Address Line 2 1 Investor Address Line 3 Investor Address Line 4 15 12 OF Investor Address Line 5 John Sample 2 1234 ANYWHERE
STREET
ANY CITY, ON A1A 1A1
Meeting Information
Meeting Type: Annual<mtgtype>Meeting
For holders as
of: April<recdate>24, 2017
Date: June 13, 2017 Time: 9:00<mtgtime>AM PDT
Location: 11055 Flintote Ave
San Diego, CA 92121
You are receiving this communication because you hold shares in the above named company.
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.
B A R C O D E
See the reverse side of this notice to
obtain proxy materials and voting instructions.
Broadridge Internal Use Only
Job #
Envelope #
Sequence #
# of # Sequence #
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
1. Annual Report 2. Form
10-K 3.
Notice & Proxy Statement
How to View Online:
Have the information that is printed in the box marked by the
arrow ? (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 (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 30, 2017 to facilitate timely
delivery.
How To Vote
Please Choose One of the Following Voting Methods
Vote In Person: If you choose to vote these shares in person at the meeting, you must request a legal proxy. To do so, please follow the instructions
at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. 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.
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 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 voting instruction form.
Internal Use Only
0000336331_2 R1.0.1.15
Voting items
The Board of Directors recommends that you
vote FOR the
following:
1. Election of Directors
Nominees
01 Thomas H. Adams 02Gary S. Jacob03
Dr. Rodney Markin04 John P. Brancaccio05William Welch
06 Dr. Stanley Tennant 07Dr. Paul Billings
The Board of Directors recommends you vote FOR the following proposal(s):
2 Proposal to ratify the appointment of BDO USA, LLP as the Companys independent registered public accounting
firm for the fiscal year ending December 31, 2017.
3 Proposal to approve an amendment to the Companys 2014 Equity Incentive Plan to increase the number of shares
reserved for issuance thereunder to 9,500,000 from 7,500,000 shares.
NOTE: Such other business as may properly come before the meeting or any adjournment thereof.
B A R C O D E
0000336331_3 R1.0.1.15
Broadridge Internal Use Only xxxxxxxxxx xxxxxxxxxx Cusip Job # Envelope # Sequence # # of # Sequence #
Reserved for Broadridge Internal Control Information
Voting Instructions
THIS SPACE RESERVED FOR LANGUAGE PERTAINING TO BANKS AND BROKERS
AS REQUIRED BY THE NEW YORK STOCK EXCHANGE
THIS SPACE RESERVED FOR SIGNATURES
IF APPLICABLE
Broadridge Internal Use Only
P99999-010
12 Job #
Envelope #
Sequence 15 #
# of # Sequence # OF##
0000336331_4 R1.0.1.15
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