Exhibit 99.2
VOTE BY INTERNET OR TELEPHONE
QUICKêêê EASYêêê IMMEDIATE
24 Hours a Day, 7 Days a Week or BY MAIL
As an Advanced Photonix, Inc. stockholder, you have the option of voting your shares electronically through the internet or by telephone, eliminating the need to return the proxy card. Your electronic vote or vote by telephone authorizes the named proxies to vote your shares in the same manner as if you marked, signed, dated and returned the proxy card. To ensure your shares are voted, votes submitted electronically over the internet or by telephone should be received by 7:00 p.m., Eastern Standard Time, on March 30, 2015.
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| Vote Your Proxy on the Internet: | Vote Your Proxy by Mail: | Vote your Proxy by Telephone: | ||||||||||
Go to www.cstproxyvote.com Have your proxy card available when you access the above website. Follow the prompts to vote your shares.
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Mark, sign, and date your proxy card, then detach it, and return it in the postage paid envelope provided.
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Phone – 1 (866) 894-0537 Use a touch-tone telephone to vote your proxy. Have your proxy card available when you call. Follow the voting instructions to vote your shares.
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PLEASE DO NOT RETURN THE PROXY CARD IF YOU ARE
VOTING ELECTRONICALLY OR BY TELEPHONE.
q FOLD AND DETACH HERE AND READ THE REVERSE SIDEq
| PROXY | THIS PROXY WILL BE VOTED AS DIRECTED, OR, IF NO DIRECTION IS INDICATED, WILL BE VOTED “FOR” EACH PROPOSAL. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS, WHICH RECOMMENDS A VOTE “FOR” PROPOSAL NO. 1 AND “FOR” PROPOSAL NO. 2. | Please mark your votes like this | x |
| 1. | To consider and adopt the Agreement and Plan of Merger and Reorganization, dated January 30, 2015, by and among the Company, Luna Innovations Incorporated, a Delaware corporation (“Luna”), and API Merger Sub, Inc., a wholly owned subsidiary of Luna, as amended from time to time, and approve the transactions contemplated thereby. |
| FOR | AGAINST | ABSTAIN | ||||||
| ¨ | ¨ | ¨ |
| 2. | To consider and approve the adjournment of the Company’s special meeting from time to time, if necessary or appropriate (as determined by the Company), to solicit additional proxies if there are not sufficient votes in favor of the adoption and approval of Proposal No. 1. |
| FOR | AGAINST | ABSTAIN | ||||||
| ¨ | ¨ | ¨ |
Authority is hereby given to each of the proxies named herein (or their substitutes) acting individually to vote in accordance with their best judgment upon such other business as may properly come before the meeting or any postponements or adjournments thereof. | ||
COMPANY ID: PROXYNUMBER: ACCOUNT NUMBER: | ||
| Signature | Signature | Date , | 2015. |
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 of partnership, please sign in full corporate or partnership name, by authorized officer.
Important Notice Regarding the Availability of Proxy Materials for
the Special Meeting of Stockholders to be held on March 31, 2015.
The Joint Proxy Statement with Luna Innovations Incorporated is available at:
http://www.cstproxy.com/advancedphotonix/sm2015
q FOLD AND DETACH HERE AND READ THE REVERSE SIDEq
PROXY
Advanced Photonix, Inc.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned, revoking all prior proxies, appoints Richard D. Kurtz and Jeff Anderson, and each of them, as proxies, each with the power to appoint his substitute, and authorizes each of them to represent and to vote, in the manner provided on this proxy card, all of the shares of common stock ofAdvanced Photonix, Inc.that the undersigned is entitled to vote at the Special Meeting of Stockholders of Advanced Photonix, Inc. to be held at the offices of Advanced Photonix, Inc., 2925 Boardwalk Street, Ann Arbor, MI 48104 at 9:00 a.m., local time, on Tuesday, March 31, 2015, or at any postponement or adjournment thereof.
This proxy, when properly executed, will be voted in the manner directed herein. If no such direction is made, this proxy will be voted in accordance with the Board of Directors’ recommendations.
(Continued, and to be marked, dated and signed, on the other side)