proxy.htm




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
 
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))
 
þ Definitive Proxy Statement
 
¨ Definitive Additional Materials
 
¨ Soliciting Material Pursuant to Section 240.14a-12

 
PLANTRONICS, INC. 

(Name of Registrant as Specified in Its Charter)
 
 
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:
 
 



 
 

 


       
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VOTE BY INTERNET - www.proxyvote.com
 
PLANTRONICS, INC.
345 ENCINAL STREET
SANTA CRUZ, CA 95060
     
Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form.
 
           
       
Electronic Delivery of Future PROXY MATERIALS
 
Investor Address Line 1
Investor Address Line 2
Investor Address Line 3
Investor Address Line 4
Investor Address Line 5
John Sample
1234 ANYWHERE STREET
ANY CITY, ON A1A 1A1
 
1 OF 2
     1
     1
 
If you would like to reduce the costs incurred by our company in mailing proxy materials, you can consent to receiving all future proxy statements, proxy cards and annual reports electronically via e-mail or the Internet. To sign up for electronic delivery, please follow the instructions above to vote using the Internet and, when prompted, indicate that you agree to receive or access proxy materials electronically in future years.
 
           
     
VOTE BY PHONE - 1-800-690-6903
   
image 2
 
 
Use any touch-tone telephone to transmit your voting instructions up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you call and then follow the instructions.
   
           
       
VOTE BY MAIL
   
image 1
     
Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717.
   
             
       
 
CONTROL # image 5
000000000000
   
NAME
     
       
THE COMPANY NAME INC. - COMMON
SHARES
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS A
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS B
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS C
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS D
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS E
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - CLASS F
 
123,456,789,012.12345
 
THE COMPANY NAME INC. - 401 K
 
123,456,789,012.12345
 
       
       
       
 
    PAGE           1  OF      2
 

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:           T
KEEP THIS PORTION FOR YOUR RECORDS
 
DETACH AND RETURN THIS PORTION ONLY
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.
 
 
The Board of Directors recommends that you vote FOR the following:
 
For
All
 
Withhold
All
 
For All
Except
 
To withhold authority to vote for any individual nominee(s), mark “For All Except” and write the number(s) of the nominee(s) on the line below.
 
image 6
                         
 
1.
Election of Directors
 
o
 
o
 
o
       
   
Nominees
                   
                         
 
01
Marv Tseu
02
Ken Kannappan
03
Brian Dexheimer
04
Gregg Hammann
05
John Hart
   
 
06
Marshall Mohr
07
Roger Wery
                   
                             
 
The Board of Directors recommends you vote FOR the following proposal(s):
 
For
 
Against
 
Abstain
                             
 
2
Ratify and approve amendments to the 2003 Stock Plan.
 
o
 
o
 
o
                             
 
3
Ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of Plantronics for fiscal 2011.
 
o
 
o
 
o
                             
 
NOTE: And, in their discretion, upon such other matter or matters which may properly come before the Annual Meeting or any adjournment thereof.
   
   
   
 
For address change/comments, mark here.
         
o
 
Investor Address Line 1
Investor Address Line 2
Investor Address Line 3
Investor Address Line 4
Investor Address Line 5
John Sample
1234 ANYWHERE STREET
ANY CITY, ON A1A 1A1
 
 
 
 
(see reverse for instructions)
 
Yes
 
No
   
               
 
Please indicate if you plan to attend this meeting
 
o
 
o
   
               
 
Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name, by authorized officer.
               
           
SHARES
 
           
CUSIP #
SEQUENCE #
 
 
Signature [PLEASE SIGN WITHIN BOX]
Date
JOB #
Signature (Joint Owners)
Date
   

 
 

 

Important Notice Regarding Internet Availability of Proxy Materials
for the Annual Meeting:
The Notice and Proxy Statement and Annual Report are available at
www.proxyvote.com.


Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting: The Annual Report, Notice & Proxy Statement is/are available at www.proxyvote.com .
 

     
 
This PROXY is solicited on behalf of the Board of Directors of
PLANTRONICS, INC.
2010 ANNUAL MEETING OF STOCKHOLDERS
July 27, 2010
 
     
 
The undersigned stockholder of PLANTRONICS, INC., a Delaware corporation, hereby acknowledges receipt of the Notice of Annual Meeting of Stockholders and Proxy Statement, each dated June 11, 2010, and hereby appoints S. Kenneth Kannappan, Barbara V. Scherer, and Richard R. Pickard, and each of them, proxies and attorneys-in-fact, with full power to each of substitution, on behalf and in the name of the undersigned, to represent the undersigned at the 2010 Annual Meeting of Stockholders of PLANTRONICS, INC. to be held on July 27, 2010 at 10:00 a.m. PDT, at 345 Encinal Street, Santa Cruz, California 95060, and at any adjournment or adjournments thereof, and to vote all shares of Common Stock which the undersigned would be entitled to vote if then and there personally present, on the matters set forth on the reverse side.
 
     
 
THIS PROXY WILL BE VOTED AS DIRECTED OR, IF NO CONTRARY DIRECTION IS INDICATED, WILL BE VOTED FOR EACH OF THE NOMINEES FOR THE BOARD OF DIRECTORS LISTED IN THIS PROXY STATEMENT, FOR THE RATIFICATION AND APPROVAL OF AMENDMENTS TO THE 2003 STOCK PLAN, FOR THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2011, AND AS SAID PROXY HOLDERS DEEM ADVISABLE ON SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING AND ANY ADJOURNMENTS THEREOF.
 
     
     
 
Address change/comments:
 
     
     
     
     
 
(If you noted any Address Changes and/or Comments above, please mark corresponding box on the reverse side.)
 
     
 
Continued and to be signed on reverse side