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 x
Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement |
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ | Definitive Proxy Statement |
| x | Definitive Additional Materials |
| ¨ | Soliciting Material Pursuant to §240.14a-12 |
Vical Incorporated
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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| x | No fee required |
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 24, 2012
|
Meeting Information | ||||
| VICAL INCORPORATED | Meeting Type: | Annual Meeting | ||
| For holders as of: | March 28, 2012 | |||
| Date: May 24, 2012 | Time: 8:00 AM EDT | |||
| Location: | Hilton Times Square | |||
| 234 West 42nd Street | ||||
| New York, New York 10036 | ||||
| For directions: | ||||
| call (212) 840-8222
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| 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 at www.proxyvote.com or 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
| Proxy Materials Available to VIEW or RECEIVE:
1. Annual Report 2. Notice & Proxy Statement
How to View Online: | ||||
|
Have the information that is printed in the box marked by the arrowè |
XXXX 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
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked | ||||
| by the arrow è | XXXX 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 May 10, 2012 to facilitate timely delivery.
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— How To Vote —
Please Choose One of the Following Voting Methods
|
Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.
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| Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked | ||||||
| by the arrow è | XXXX XXXX XXXX | available and follow the instructions. | ||||
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Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.
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| Voting items |
The Board of Directors recommends that you vote FOR the following:
| 1. | Election of Directors |
Nominees
| 01 R. Gordon Douglas |
The Board of Directors recommends you vote FOR the following proposal(s):
| 2 | To amend the Company’s Amended and Restated Stock Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 3,000,000 shares |
| 3 | An advisory approval of the compensation of the Company’s named executive officers as described in the proxy statement |
| 4 | To ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as independent auditors of the Company for its fiscal year ending December 31, 2012 |
| NOTE: | Such other business as may properly come before the meeting or any adjournment thereof. |
| Voting Instructions |