UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

SCHEDULE 14A

 

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

 

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CAS MEDICAL SYSTEMS, 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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1. Election of seven directors. NOMINEES: Lawrence S. Burstein Evan Jones Thomas M. Patton Gregory P. Rainey James E. Thomas Kathleen A. Tune Kenneth R. Weisshaar 2. Approval of the 2011 Equity Incentive Plan, as amended. 3. Advisory approval of the compensation of our named executive officers. 4. Advisory approval on the frequency of holding future advisory votes on the compensation of our named executive officers. 5. Ratification of appointment of independent accountants for 2013. To transact such other matters as may properly come before the meeting caused by any adjournment or any postponement of the meeting. Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting of CAS MEDICAL SYSTEMS, INC. To Be Held at 11:00 a.m. ET On: June 20, 2013 Grand Hyatt New York, 109 East 42nd Street, New York, New York 10017 COMPANY NUMBER ACCOUNT NUMBER CONTROL NUMBER This communication is not a form for voting and 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 these or future proxy materials, you must make a request. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below before 05/29/13. Please visit www.casmed.com, where the following materials are available for view: o Notice of Annual Meeting of Stockholders and Proxy Statement o Form of Electronic Proxy Card o Annual Report on Form 10-K TO REQUEST MATERIAL: TELEPHONE: 888-Proxy-NA (888-776-9962) 718-921-8562 (for international callers) E-MAIL: info@amstock.com WEBSITE: http://www.amstock.com/proxyservices/requestmaterials.asp TO VOTE: ONLINE: To access your online proxy card, please visit www.voteproxy.com and follow the on-screen instructions. 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. For directions to the meeting location call the Secretary of CAS Medical Systems, Inc. at 203-488-6056 TELEPHONE: To vote by telephone, please visit https://secure.amstock.com/voteproxy/login2.asp to view the materials and to obtain the toll free number to call. MAIL: You may request a card by following the instructions above. The Board of Directors recommends a vote IN FAVOR of all nominees, IN FAVOR of Proposal No. 2, Proposal No. 3 Proposal No. 5 and FOR "1Year"on Proposal No. 4. Please note that you cannot use this notice to vote by mail.