DEFA14A

 

 

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:

 

  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 Rule 14a-11(c) or Rule 14a-12

TTM TECHNOLOGIES, INC.

(Name of Registrant as Specified in its Charter)

 

(Name of Person(s) Filing Proxy Statement, of Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

  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:

 

   

 

 

 

 


Important Notice of Availability of Proxy Materials for the Stockholder Meeting of

TTM TECHNOLOGIES, INC.

To Be Held On:

May 8, 2019 at 8:30 a.m. local time

at 1665 Scenic Avenue, Suite 250, Costa Mesa, California 92626

 

   

 

COMPANY NUMBER  

 

                               
   

 

ACCOUNT NUMBER

 

   
   

 

CONTROL NUMBER

 

   

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.

If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below before April 24, 2019.

Please visit http://www.ttm.com/stockholdersmeeting, where the following materials are available for view:

 

     • Notice of Annual Meeting of Stockholders
    

• Proxy Statement

     • Annual Report
TO REQUEST MATERIAL:         

TELEPHONE: 888-Proxy-NA (888-776-9962) or 718-921-8562 (for international callers)

 

E-MAIL: info@astfinancial.com

 

WEBSITE: https://us.astfinancial.com/OnlineProxyVoting/ProxyVoting/RequestMaterials

 

TO VOTE:   LOGO   

ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen instructions or scan the QR code with your smartphone. You may enter your voting instructions at www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date.

 

IN PERSON: You may vote your shares in person by attending the Annual Meeting.

 

MAIL: You may request a proxy card by following the instructions above.

 

        1.  

To elect Thomas T. Edman, Chantel E. Lenard,

Tang Chung Yen (Tom Tang) and Dov S. Zakheim as class I directors.

  2.   Advisory vote on the compensation of our named executive officers.
 

 

NOMINEES:

      3.   The ratification of the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 30, 2019.
        Thomas T. Edman    
        Chantel E. Lenard    
        Tang Chung Yen (Tom Tang)    
        Dov S. Zakheim    
        THIS PROXY WILL BE VOTED AS DIRECTED OR, IF NO DIRECTION IS INDICATED, WILL BE VOTED “FOR” THE ELECTION OF THE DIRECTOR NOMINEES AND “FOR” PROPOSALS 2 AND 3.

 

    Please note that you cannot use this notice to vote by mail.

   
         
         
         


ANNUAL MEETING OF STOCKHOLDERS OF

TTM TECHNOLOGIES, INC.

May 8, 2019

GO GREEN

e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access.

NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS:

The Notice of Meeting, Proxy Statement, and Annual Report

are available at http://www.ttm.com/stockholdersmeeting

Please sign, date and mail

your proxy card in the

envelope provided as soon

as possible.

¯ Please detach along perforated line and mail in the envelope provided. ¯

 

           LOGO     20433000000000000000    5    050819            

 

 

THE BOARD OF DIRECTORS RECOMMENDS YOU VOTE “FOR” THE ELECTION OF THE DIRECTOR NOMINEES AND “FOR” PROPOSALS 2 AND 3.

PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE

 

 

1. To elect Thomas T. Edman, Chantel E. Lenard, Tang Chung Yen (Tom Tang) and Dov S. Zakheim as class I directors.

      FOR   AGAINST   ABSTAIN
  2.   Advisory vote on the compensation of our named executive officers.      
       NOMINEES:             
 

 

 

FOR ALL NOMINEES

  

LOGO Thomas T. Edman

LOGO Chantel E. Lenard

LOGO Tang Chung Yen (Tom Tang)

LOGO Dov S. Zakheim

          3.   The ratification of the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 30, 2019.      
    WITHHOLD AUTHORITY FOR ALL NOMINEES             
 
            

FOR ALL EXCEPT

(See instructions below)

       

 

THIS PROXY WILL BE VOTED AS DIRECTED OR, IF NO DIRECTION IS INDICATED, WILL BE VOTED “FOR” THE ELECTION OF THE DIRECTOR NOMINEES AND “FOR” PROPOSALS 2 AND 3.

                   
           
 

INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here:    LOGO

         
 

 

         
 
                   
 

 

         
  To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.               
 

 

         

 

 

Signature of Stockholder  

     

 

Date:  

     

 

Signature of Stockholder  

     

 

Date:  

   
LOGO   Note:   Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.    LOGO