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A proxy statement is a statement required of a firm when soliciting shareholder votes. This statement is filed in advance of the annual meeting. The firm needs to file a proxy statement, otherwise known as a Form DEF 14A (Definitive Proxy Statement), with the U.S. Securities and Exchange Commission.
Proxy statements describe matters up for shareholder vote, and include management and executive compensation information if the shareholders are voting for the election of directors.
A proxy statement also details the compensation packages of a company's CEO, its chief financial officer and its three other highest paid executives. The compensation is broken down by salary, bonuses, stock options, pension benefits and more.
"In the annual proxy statement, a company must disclose information concerning the amount and type of compensation paid to its chief executive officer, chief financial officer and the three other most highly compensated executive officers A company also must disclose the criteria used in reaching executive compensation ...
The SEC's new rule requires companies to disclose the relationship between executive compensation and the company's financial performance, including information on the company's total shareholder return and the performance of the company's peers.
Proxy statements are intended for shareholders with voting rights, while annual reports are for anyone following the company. This may be shareholders, including potential investors, regulators, financial institutions and more.
A document sent to shareholders letting them know when and where a shareholders' meeting is taking place and detailing the matters to be voted upon at the meeting. You can attend the meeting and vote in person or cast a proxy vote.