DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14a-101)

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:

 

  Preliminary Proxy Statement
  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  Definitive Proxy Statement
  Definitive Additional Materials
  Soliciting Material Pursuant to §240.14a-12

THE J. M. SMUCKER COMPANY

(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 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:

 

 

   

 

 


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on August 15, 2018.

 

 

LOGO   

THE J. M. SMUCKER COMPANY

 

 

LOGO

 

 

 

 

Meeting Information

 

Meeting Type:            Annual

For holders as of:       June 18, 2018
Date:    August 15, 2018            Time:    11:00 AM EDT
Location:   The Ritz-Carlton
    1515 West Third Street
   

Cleveland, OH 44113

 

You are receiving this communication because you hold shares in the company named above.
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.

 

 
 

 

THE J. M. SMUCKER COMPANY ATTN: JEANNETTE KNUDSEN ONE STRAWBERRY LANE ORRVILLE, OHIO 44667-0280


—  Before You Vote  —

How to Access the Proxy Materials

 

     

 

Proxy Materials Available to VIEW or RECEIVE:

     
   

 

NOTICE OF 2018 ANNUAL MEETING AND PROXY STATEMENT    2018 ANNUAL REPORT

     
   

 

How to View Online:

     
    Have the information that is printed in the box marked by the arrow LOGO (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 LOGO (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 August 1, 2018 to facilitate timely delivery.

 

     

LOGO

 

   

—  How To Vote  —

Please Choose One of the Following Voting Methods

 

   
     

 

Vote In Person: 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. At the meeting, you will need to request a ballot to vote these shares.

     
   

 

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 LOGO (located on the following page) available and follow the instructions.

     
     

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

     


Voting Items   

 

The Board of Directors recommends you vote “FOR” the following proposals:

 

  1. Election of Directors whose term of office will expire in 2019.

Nominees:

 

  1a. Kathryn W. Dindo

 

  1b. Paul J. Dolan

 

  1c. Jay L. Henderson

 

  1d. Elizabeth Valk Long

 

  1e. Gary A. Oatey

 

  1f. Kirk L. Perry

 

  1g. Sandra Pianalto

 

  1h. Nancy Lopez Russell

 

  1i. Alex Shumate

 

  1j. Mark T. Smucker

 

  1k. Richard K. Smucker

 

  1l. Timothy P. Smucker

 

  1m. Dawn C. Willoughby

 

 

 

 

2. Ratification of appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the 2019 fiscal year.

 

3. Advisory approval of the Company’s executive compensation.

NOTE: Such other business as may properly come before the meeting or any adjournment or postponement thereof.

 

 

 

LOGO


 

 

 

 

 

 

 

LOGO


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on August 15, 2018.

 

 

LOGO   

 

THE J. M. SMUCKER COMPANY

 

 

LOGO

 

 

 

 

 

Meeting Information

 

Meeting Type:            Annual
For holders as of:       June 18, 2018
Date:    August 15, 2018            Time:    11:00 AM EDT
Location:   The Ritz-Carlton
    1515 West Third Street
   

Cleveland, OH 44113

 

You are receiving this communication because you hold shares in the company named above.
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.

 

 
 

 

THE J. M. SMUCKER COMPANY ATTN: JEANNETTE KNUDSEN ONE STRAWBERRY LANE ORRVILLE, OHIO 44667-0280


—  Before You Vote  —

How to Access the Proxy Materials

 

     

 

Proxy Materials Available to VIEW or RECEIVE:

     
   

 

NOTICE OF 2018 ANNUAL MEETING AND PROXY STATEMENT    2018 ANNUAL REPORT    PLAN LETTER

     
   

 

How to View Online:

     
    Have the information that is printed in the box marked by the arrow LOGO (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 LOGO (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 August 1, 2018 to facilitate timely delivery.

 

     

LOGO

 

   

—  How To Vote  —

Please Choose One of the Following Voting Methods

 

   
     

 

Vote In Person: 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. At the meeting, you will need to request a ballot to vote these shares.

     
   

 

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 LOGO (located on the following page) available and follow the instructions.

     
     

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

     


Voting Items   

 

The Board of Directors recommends you vote “FOR” the following proposals:

 

  1. Election of Directors whose term of office will expire in 2019.

Nominees:

 

  1a. Kathryn W. Dindo

 

  1b. Paul J. Dolan

 

  1c. Jay L. Henderson

 

  1d. Elizabeth Valk Long

 

  1e. Gary A. Oatey

 

  1f. Kirk L. Perry

 

  1g. Sandra Pianalto

 

  1h. Nancy Lopez Russell

 

  1i. Alex Shumate

 

  1j. Mark T. Smucker

 

  1k. Richard K. Smucker

 

  1l. Timothy P. Smucker

 

  1m. Dawn C. Willoughby

 

 

 

 

2. Ratification of appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the 2019 fiscal year.

 

3. Advisory approval of the Company’s executive compensation.

NOTE: Such other business as may properly come before the meeting or any adjournment or postponement thereof.

 

 

 

LOGO


 

 

 

 

 

 

 

LOGO