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
(Amendment No. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ | Preliminary Proxy Statement | |
☐ | Confidential, for Use of the Commission Only (as permitted byRule 14a-6(e)(2)) | |
☐ | Definitive Proxy Statement | |
☒ | Definitive Additional Materials | |
☐ | Soliciting Material Pursuantto §240.14a-12 | |
GATX CORPORATION
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
☒ | No fee required. | |
☐ | Fee computed on table below per Exchange ActRules 14a-6(i)(4) 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 ActRule 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 ActRule 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:
| |
ADDITIONAL INFORMATION REGARDING THE ANNUAL MEETING OF
SHAREHOLDERS TO BE HELD ON FRIDAY, APRIL 24, 2020
The following Notice of Change of Location relates to the proxy statement (the “Proxy Statement”) of GATX Corporation (the “Company”), dated March 13, 2020, furnished to shareholders of the Company in connection with the solicitation of proxies by the Board of Directors of the Company for use at the Annual Meeting of Shareholders (the “Annual Meeting”) to be held on Friday, April 24, 2020. This supplement is being filed with the Securities and Exchange Commission and is being made available to shareholders on or about April 9, 2020.
The notice should be read in conjunction with the proxy statement.
NOTICE OF CHANGE OF LOCATION
OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 24, 2020
To the Shareholders of GATX Corporation:
Due to the public health impact of the coronavirus(COVID-19) pandemic and to support the health and well-being of its employees, shareholders and community, NOTICE IS HEREBY GIVEN that the location of the Annual Meeting of Shareholders of GATX Corporation, to be held on Friday, April 24, 2020 at 9:00 a.m. Central Time, has been changed from anin-person meeting in Chicago, Illinois to a virtual meeting format only.
HOW TO PARTICIPATE IN THE VIRTUAL ANNUAL MEETING
As described in the proxy materials for the Annual Meeting previously distributed, you are entitled to participate in the Annual Meeting if you were a shareholder as of the close of business on February 28, 2020, the record date.
Shareholders of Record: If you were a shareholder of record as of the record date, you will need to visitwww.meetingcenter.io/275628729 and enter your15-digit Control Number and the password. Your Control Number was provided in the proxy card you received, and the password is GATX2020.
Beneficial Owners: Beneficial owners of shares held in street name will need to register in advance to receive a Control Number and participate in the meeting. To register you must obtain a legal proxy, executed in your favor, from the broker, bank or other nominee that holds your shares and submit proof of your legal proxy reflecting the number of shares of GATX stock you held as of the record date, along with your name and email address to Computershare. Please forward the email from your record holder, or attach an image of your legal proxy to an email, tolegalproxy@computershare.com. Requests for registration must be labeled as “Legal Proxy” and be received no later than 5:00 p.m., Eastern Time, on April 21, 2020. You will receive a confirmation of your registration, with a Control Number, by email from Computershare. At the time of the meeting, go towww.meetingcenter.io/275628729 and enter your Control Number and the meeting password GATX2020.
Attending as a Guest: Those without a Control Number may attend as guests, but they will not have the option to vote their shares or participate during the virtual Annual Meeting.
Whether or not you plan to attend the virtual Annual Meeting, we urge you to vote and submit your proxy in advance of the meeting by one of the methods described in the proxy materials for the Annual Meeting. The proxy card included with the proxy materials previously distributed will not be updated to reflect the change in location and may continue to be used to vote your shares in connection with the Annual Meeting.
By Order of the Board of Directors,
Deborah A. Golden
Executive Vice President, General Counsel and Secretary
April 9, 2020
The Annual Meeting on April 24, 2020 at 9:00 a.m. Central Time is available atwww.meetingcenter.io/275628729.The proxy statement for the Annual Meeting, the Annual Report to Shareholders for the year ended December 31, 2019, and GATX’s Annual Report onForm 10-K for the fiscal year ended December 31, 2019, are available at:www.envisionreports.com/GATX.