SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant x Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement | |||
| ¨ | Definitive Proxy Statement | |||
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |||
| x | Definitive Additional Materials | |||
| ¨ | Soliciting Material under Rule 14a-12 | |||
PACCAR INC | ||||
| (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): | ||||
| x | No fee required. | |||
| ¨ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) 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 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: | |||
| ||||
| ¨ | Fee paid previously with preliminary materials. | |||
| ¨ | 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. | |||
| (1) | Amount Previously Paid:
| |||
| ||||
| (2) | Form, Schedule or Registration Statement No.:
| |||
| ||||
| (3) | Filing Party:
| |||
| ||||
| (4) | Date Filed:
| |||
| ||||
March 31, 2014
Dear Stockholder:
The Company requests that you vote in accordance with the recommendations of the Board of Directors at PACCAR’s Annual Meeting on April 29, 2014. In particular, the Company asks that you support the election of directors John M. Fluke, Jr. and Mark Schulz who have contributed positively to PACCAR’s excellent stockholder returns.
At PACCAR’s 2013 Annual Meeting, a stockholder proposal to elect all directors annually failed to obtain the affirmative vote of a majority of the shares present and entitled to vote at the meeting. The Company continues to review the proposal to elect all directors annually. To date, a majority of stockholders have not supported that proposal. In addition to failing in 2013, the same proposal failed to pass in 2012, 2009 and three prior times.
Institutional Stockholder Services (“ISS”) has recommended a vote against these two directors solely because the Board did not act on the 2013 stockholder proposal to elect all directors annually, even though the proposal failed.
Your vote is important. We ask that you consider the information included in this letter and our Proxy Statement and support the Board’s recommendation on all items including the election of directors Fluke and Schulz.
Sincerely,
J. M. D’Amato
Secretary
P.O. Box 1518 Bellevue, Washington 98009 Telephone 425-468-7000
PACCAR Building 777-106th Avenue N.E. Bellevue, Washington 98004