UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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 pursuant to §240-14a-12 |
Maxim Integrated Products, 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)(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: |
M17798-P85965
Meeting Information
Meeting Type: Annual
For holders as of: October 15, 2009
Date: December 10, 2009 Time: 10:00 AM Local Time
Location:
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.
MAXIM INTEGRATED PRODUCTS, INC.
*** Exercise Your Right to Vote ***
IMPORTANT NOTICE Regarding the Availability of Proxy Materials
Maxim Event Center
433 N. Mathilda Avenue
Sunnyvale, CA 94086
MAXIM INTEGRATED PRODUCTS, INC.
ATTN: MARK CASPER
120 SAN GABRIEL DRIVE
SUNNYVALE, CA 94086
M17799-P85965
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT FORM 10-K
Before You Vote
How to Access the Proxy Materials
How To Vote
Please Choose One of the Following Voting Methods
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.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the 12 Digit Control Number 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.
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 November 26, 2009 to facilitate timely delivery.
How to View Online:
Have the 12-Digit Control Number available (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 12-Digit Control Number (located on the
following page) in the subject line.
M17800-P85965
Voting Items
Our board of directors recommends that you vote
the shares (1) “FOR” each of the nominees to the
board of directors, (2) “FOR” the ratification of
our independent registered public accounting firm
for the 2010 fiscal year, (3) “FOR” the ratification
and approval of an amendment to our 2008
Employee Stock Purchase Plan to increase the
number of shares available for issuance
thereunder by 2,000,000 shares, (4) “FOR” the
ratification and approval of amendments to our
1996 Equity Plan to (a) increase the number of
shares available for issuance thereunder by
6,000,000 shares and (b) permit us to extend the
term of a stock option beyond 10-years from the
date of grant if issuance of our common stock
upon exercise of such option would be prohibited
by applicable securities laws at the time the
option would otherwise expire, and (5) “FOR” the
approval of the adoption of our Executive Bonus
Plan, which is a bonus plan for our officers
compliant with Section 162(m) of the Internal
Revenue Code.
2. To ratify the appointment of Deloitte & Touche
LLP as Maxim’s independent registered public
accounting firm for the fiscal year ending
June 26, 2010.
3. To ratify and approve amendments to Maxim’s
2008 Employee Stock Purchase Plan to (a)
increase the number of shares available for
issuance thereunder by 2,000,000 shares and
(b) make other administrative changes.
4. To ratify and approve amendments to Maxim’s
1996 Stock Incentive Plan to (a) increase the
number of shares available for issuance
thereunder by 6,000,000 shares and (b) permit
Maxim to extend the term of a stock option
beyond 10-years from the date of grant if
issuance of Maxim common stock upon exercise
of such option would be prohibited by applicable
securities laws at the time the option would
otherwise expire.
5. To approve the adoption of Maxim’s Executive
Bonus Plan, which is a bonus plan for officers of
Maxim compliant with Section 162(m) of the
Internal Revenue Code.
6. To consider such other business as may
properly come before the meeting.
The Board of Directors recommends you vote FOR
the following proposal(s):
01) Tunc Doluca
02) B. Kipling Hagopian
03) James R. Bergman
04) Joseph R. Bronson
05) Robert E. Grady
06) William D. Watkins
07) A. R. Frank Wazzan
1. To elect seven members of the board of
directors to hold office until the next annual
meeting of stockholders or until their respective
successors have been elected and qualified.
The 7 director nominees are: