SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO.___)
Filed by the Registrantþ
Filed by a Party other than the Registranto
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| o | Preliminary Proxy Statement | |
| o | Definitive Proxy Statement | |
| o | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| þ | Definitive Additional Materials | |
| o | Soliciting Material Pursuant to §240.14a-12 |
MINDSPEED TECHNOLOGIES, 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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*** Exercise YourRightto Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on April 5, 2011.
Stockholder Meeting to Be Held on April 5, 2011.
MINDSPEED TECHNOLOGIES, INC.
MINDSPEED TECHNOLOGIES, INC.
4000 MACARTHUR BOULEVARD, EAST TOWER
NEWPORT BEACH, CA 92660
Meeting Information
Meeting Type: Annual Meeting
For Holders as of: February 7, 2011
Date:April 5, 2011Time: 2:00 p.m. Pacific Time
Location: Mindspeed Technologies, Inc.
4000 MacArthur Blvd., East Tower
Newport Beach, CA 92660
4000 MacArthur Blvd., East Tower
Newport Beach, CA 92660
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 atwww.proxyvote.comor 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.
—Before You Vote —
How to Access the Proxy Materials
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT 2010 ANNUAL REPORT COMBINATION
How to View Online:
Have the information that is printed in the box marked by the arrowèXXXX XXXX XXXX (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
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 information that is printed in the box marked by the arrowèXXXX XXXX XXXX (located on the following page) in the subject line.
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 March 22, 2011 to facilitate timely delivery.
—How To Vote—
Please Choose One of the Following Voting Methods
Vote in Person:Each stockholder will need to bring a proxy card, voting instruction card or notice of Internet availability of proxy materials and valid picture identification, such as a driver’s license or passport, for admission to the meeting. At the meeting, you will need to request a ballot to vote these shares.
Vote by Internet:To vote now by Internet, go towww.proxyvote.com.Have the information that is printed in the box marked by the arrowèXXXX XXXX XXXX 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.
Voting Items
The Board of Directors recommends that you
vote FOR the following Directors:
vote FOR the following Directors:
| 1. | Election of Directors |
| Nominees: |
| 01) | Michael T. Hayashi | ||
| 02) | Ming Louie | ||
| 03) | Thomas A. Madden |
The Board of Directors recommends that you vote FOR the following proposals:
| 2. | RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | |
| 3. | APPROVAL OF AMENDED AND RESTATED 2003 LONG-TERM INCENTIVES PLAN. | |
| 4. | ADVISORY VOTE ON EXECUTIVE COMPENSATION. |
The Board of Directors recommends that you vote FOR 3 years:
| 5. | ADVISORY VOTE ON THE FREQUENCY OF HOLDING THE ADVISORY VOTE ON EXECUTIVE COMPENSATION. |
NOTE:Such other business as may properly come before the meeting or any adjournment thereof.
