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 þ 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 |
| þ | Definitive Additional Materials |
| ¨ | Soliciting Material Pursuant to §240.14a-12 |
H&R BLOCK, 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):
| þ | 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: |
*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on September 12, 2013.
| H&R BLOCK, INC. | Notice of Annual Meeting | |||||
| Meeting Type: Annual Meeting | ||||||
| For holders as of: July 12, 2013 | ||||||
| Date: September 12, 2013 Time: 9:00 a.m. Central time | ||||||
| Location: Kansas City Repertory Theatre | ||||||
| H&R Block Center | ||||||
| One H&R Block Way | ||||||
|
|
Kansas City, Missouri 64105
| |||||
|
You are receiving this communication because you hold shares in the company named above. | ||||||
|
|
H&R BLOCK, INC. ONE H&R BLOCK WAY KANSAS CITY, MO 64105 |
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. | ||||||
| — Before You Vote — How to Access the Proxy Materials
| ||||
|
Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT ANNUAL REPORT
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 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
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 August 29, 2013 to facilitate timely delivery.
| ||||
|
— How To Vote — Please Choose One of the Following Voting Methods
| ||||
|
|
Vote In Person: To vote in person, you must attend the annual 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.
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
Vote By Mail or Phone: You can vote by mail or phone by requesting a paper copy of the materials, which will include a proxy card and voting instructions.
| |||
(located on the following page) and visit: www.proxyvote.com.
| Voting Items |
| |||||||||||||
|
The Board of Directors unanimously recommends you vote “FOR” all the director nominees listed below in Proposal 1: |
The Board of Directors unanimously recommends you vote “FOR” the following Proposals 2-5: |
|||||||||||||
|
1. |
Election of Directors. |
|||||||||||||
| Nominees:
1a. Paul J. Brown
1b. William C. Cobb
1c. Marvin R. Ellison
1d. Robert A. Gerard
1e. David Baker Lewis
1f. Victoria J. Reich
1g. Bruce C. Rohde
1h. Tom D. Seip
1i. Christianna Wood
1j. James F. Wright |
2.
|
Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2014. |
||||||||||||
|
3. |
Advisory approval of the Company’s named executive officer compensation. |
|||||||||||||
|
4. |
Approval of an amendment to the Company’s Amended and Restated Articles of Incorporation to provide for exculpation of directors. |
|||||||||||||
|
5. |
Approval of an amendment to the Company’s Amended and Restated Articles of Incorporation to eliminate director term limits. |
|||||||||||||
|
The Board of Directors unanimously recommends you vote “AGAINST” the following Proposal 6: |
||||||||||||||
|
6. |
Shareholder proposal concerning pro-rata vesting of equity awards, if properly presented at the meeting.
|
|||||||||||||
|
||||||||||||||
