DEFA14A

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 14A INFORMATION

 

PROXY STATEMENT PURSUANT TO SECTION 14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

Filed by the Registrant  ☒                            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

 

  Definitive Additional Materials

 

  Soliciting Material Pursuant to §240.14a-12

 

BLUCORA, INC.

(Name of Registrant as Specified In Its Charter)

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

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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.

 

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  4   Date Filed:

 

 

 

 

 


  *** Exercise Your Right to Vote ***
 

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on June 01, 2017

 

              
        Meeting Information     
  BLUCORA INC       Meeting Type: Annual Meeting     
        For holders as of: April 06, 2017     
        Date: June 01, 2017             Time: 2:00 PM CDT     
       

Location: 6333 North State Highway 161

                  Room 436

                  Irving, TX 75038

    
              
          
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BLUCORA INC

10900 NE 8th ST.

SUITE 800

BELLEVUE, WA 98004

  

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.

 

        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:

   
    

 

1. Proxy Statement and Annual Report to Stockholders

 

How to View Online:

 

Have the information that is printed in the box marked by the arrow LOGO (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 LOGO (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 18, 2017 to facilitate timely delivery.

 

   
        
        
        
        
        
        
        
        
        
    

 

— How To Vote —

Please Choose One of the Following Voting Methods

 

 
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Vote In Person: Many stockholder 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.

 

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 LOGO 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      
  The Board of Directors recommends you vote FOR the following:      
 

1.

  Election of Directors     The Board of Directors recommends you vote FOR proposals 5a. and 5b.
      Nominees      
 

1A

 

1B

 

1C

 

Elizabeth J. Huebner

 

Mary S. Zappone

 

Georganne C. Proctor

    5a.   Proposal to approve, an amendment to the Blucora, Inc. Restated Certificate of Amendment to declassify the Board of Directors over a three-year period beginning with the Company’s 2018 annual meeting of stockholders and to provide that the number of directors of the company shall be fixed from time to time by the Board.
  The Board of Directors recommends you vote FOR proposals 2. and 3.      
  2.   Proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for 2017.     5b.   Proposal to approve, an amendment to the Blucora, Inc. Restated Certificate of Amendment to provide that the number of directors of the company shall be fixed from time to time by the Board.
  3.   Proposal to approve, on an advisory basis, the compensation of the Company’s Named Executive Officers, as disclosed in the Proxy Statement.     NOTE: Such other business as may properly come before the meeting or any adjournment thereof.
  The Board of Directors recommends you vote 1 YEAR on the following proposal:      
LOGO   4.   Proposal to approve, on an advisory basis, whether a vote on executive compensation should be held every one, two or three years.      


 

 

 

 

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