UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
Check the appropriate box:
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| ☐ | | Preliminary Proxy Statement |
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| ☐ | | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☐ | | Definitive Proxy Statement |
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| ☒ | | Definitive Additional Materials |
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| ☐ | | Soliciting Material under Rule 14a-12 |
SPIRIT REALTY CAPITAL, INC.
(Name of Registrant as Specified in Its Charter)
Payment of Filing Fee (Check the appropriate box):
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| ☒ | | No fee required. |
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| ☐ | | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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| | (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: |
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| ☐ | | Fee paid previously with preliminary materials. |
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| ☐ | | 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. |
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| | (1) | | Amount Previously Paid: |
| | (2) | | Form, Schedule or Registration Statement No.: |
| | (3) | | Filing Party: |
| | (4) | | Date Filed: |
Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be held on June 8, 2020, for Spirit Realty Capital, Inc. This communication 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. To view the proxy statement and annual report, go to www.proxydocs.com/SRC. To submit your proxy while visiting this site, you will need the 12 digit control number in the box below. Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the Internet. We have chosen to use these procedures for our 2020 Annual Meeting and need YOUR participation. If you want to receive a paper or e-mail copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year’s annual meeting, please make this request on or before May 29, 2020. To VOTE Online Prior to the Meeting go to: www.proxypush.com/SRC to cast your vote To REGISTER to Attend the Annual Meeting go to www.proxydocs.com/SRC (must register by June 3, 2020 at 5:00 p.m. eastern time) Proxy Materials Available to View or Receive: 1. Proxy Statement 2. Annual Report Printed materials may be requested by one of the following methods: *E-MAIL INTERNET TELEPHONE paper@investorelections.com www.investorelections.com/SRC (866) 648-8133 * If requesting material by e-mail, please send You must use the 12 digit control number a blank e-mail with the 12 digit control number (located below) in the subject line. No other located in the shaded gray box below. requests, instructions or other inquiries should be included with your e-mail requesting material. ACCOUNT NO. SHARES Company Notice of Annual Meeting Date: Monday, June 8, 2020 Time: 8:30 a.m. (CT) Virtual Meeting: Register by June 3, 2020 at 5:00 p.m. eastern time at www.proxydocs.com/SRC. Once registered you will receive a unique link via email one hour prior to the meeting which will allow you to access the virtual meeting. The purpose of the Annual Meeting is to take action on the following proposals: The Board of Directors recommends that you vote “FOR” each of the nominees listed below. 1. Election of Directors 01 Jackson Hsieh 04 Elizabeth F. Frank 07 Sheli Z. Rosenberg 02 Kevin M. Charlton 05 Richard I. Gilchrist 08 Thomas D. Senkbeil 03 Todd A. Dunn 06 Diana M. Laing 09 Nicholas P. Shepherd The Board of Directors recommends that you vote “FOR” proposals 2, 3 and 1 year on proposal 4. 2. Proposal 2 – The r atification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020. 3. Proposal 3 – A non-binding, advisory resolution to approve the compensation of our named executive officers as described in the Proxy Statement. 4. Proposal 4 – A non-binding, advisory resolution to approve the frequency of the advisory vote on the compensation of our named executive officers.Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be held on June 8, 2020, for Spirit Realty Capital, Inc. This communication 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. To view the proxy statement and annual report, go to www.proxydocs.com/SRC. To submit your proxy while visiting this site, you will need the 12 digit control number in the box below. Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the Internet. We have chosen to use these procedures for our 2020 Annual Meeting and need YOUR participation. If you want to receive a paper or e-mail copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year’s annual meeting, please make this request on or before May 29, 2020. To VOTE Online Prior to the Meeting go to: www.proxypush.com/SRC to cast your vote To REGISTER to Attend the Annual Meeting go to www.proxydocs.com/SRC (must register by June 3, 2020 at 5:00 p.m. eastern time) Proxy Materials Available to View or Receive: 1. Proxy Statement 2. Annual Report Printed materials may be requested by one of the following methods: *E-MAIL INTERNET TELEPHONE paper@investorelections.com www.investorelections.com/SRC (866) 648-8133 * If requesting material by e-mail, please send You must use the 12 digit control number a blank e-mail with the 12 digit control number (located below) in the subject line. No other located in the shaded gray box below. requests, instructions or other inquiries should be included with your e-mail requesting material. ACCOUNT NO. SHARES Company Notice of Annual Meeting Date: Monday, June 8, 2020 Time: 8:30 a.m. (CT) Virtual Meeting: Register by June 3, 2020 at 5:00 p.m. eastern time at www.proxydocs.com/SRC. Once registered you will receive a unique link via email one hour prior to the meeting which will allow you to access the virtual meeting. The purpose of the Annual Meeting is to take action on the following proposals: The Board of Directors recommends that you vote “FOR” each of the nominees listed below. 1. Election of Directors 01 Jackson Hsieh 04 Elizabeth F. Frank 07 Sheli Z. Rosenberg 02 Kevin M. Charlton 05 Richard I. Gilchrist 08 Thomas D. Senkbeil 03 Todd A. Dunn 06 Diana M. Laing 09 Nicholas P. Shepherd The Board of Directors recommends that you vote “FOR” proposals 2, 3 and 1 year on proposal 4. 2. Proposal 2 – The r atification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020. 3. Proposal 3 – A non-binding, advisory resolution to approve the compensation of our named executive officers as described in the Proxy Statement. 4. Proposal 4 – A non-binding, advisory resolution to approve the frequency of the advisory vote on the compensation of our named executive officers.
