UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant þ
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
þ Definitive Additional Materials
¨ Soliciting Material Pursuant to § 240.14a‑12
PHILLIPS EDISON & COMPANY, INC.
(Name of Registrant as Specified in its Charter)
Payment of Filing Fee (Check the appropriate box):
þ No fee required.
¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(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):
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(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.
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Phillips Edison & Company, Inc. (the “Company”) is filing materials contained in this Schedule 14A with the U.S. Securities and Exchange Commission (the “SEC”) as definitive additional materials pursuant to Rule 14a-6(b) under the Securities Exchange Act of 1934, as amended, in connection with the solicitation of proxies by the Board of Directors for the Company’s Annual Meeting of Stockholders to be held on June 18, 2021. On April 9, 2021, the Company filed a definitive proxy statement and a definitive form of proxy card with the SEC in connection with its Annual Meeting of Stockholders.
On June 4, 2021, the Company mailed the letter attached hereto as Exhibit 99.1, and incorporated herein by reference, to certain of its existing stockholders.
| Exhibit Number | Description of Exhibit | |||||||
| 99.1 | ||||||||
To speak with a live agent and vote please call: 1-855-835-8312 Please vote promptly. Thank you for voting! We still need your support. Dear Valued Stockholder: I am reaching out in a final attempt to encourage your participation on an important charter proposal. You are one of our largest stockholders who have yet to vote and your opinion matters to us. Your participation is vitally needed as quickly as possible in order to avoid adjournment and additional costs tied with your investment. The Board believes the charter amendment contemplated in Proposal 4 can potentially help PECO successfully execute its plans for a liquidity event. Additional participation is needed and your vote is more important than ever. Please ensure that your shares are represented at this meeting by voting through of the methods listed below. Thank you, Jeffrey S. Edison Stockholder, Chairman and Chief Executive Officer Voting is quick, will only take a few minutes. THREE WAYS TO VOTE VOTE PROCESSING Mark, sign and date your ballot and return it in the postage-paid envelope provided. MAIL WWW.PROXYVOTE.COM/PECO Please have your proxy card in hand when accessing the website. There are easy-to-follow directions to help you complete the electronic voting instruction form. ONLINEPHONE WITHOUT A PROXY CARD Call 1-855-835-8312 Monday to Friday, 9:00 a.m. to 9:00 p.m. ET to speak with a proxy specialist. WITH A PROXY CARD Call 1-800-690-6903 with a touch-tone phone to vote using an automated system. Proxy Questions? Call 1-855-835-8312
We still need your support. Dear Valued Stockholder: On behalf of Phillips Edison & Company, I thank you for taking the time to submit your proxy for our 2021 Annual Meeting of Stockholders. We have not yet received sufficient votes to approve Proposal 4, which seeks approval of the amendment of the Company’s charter and the meeting date is only days away. Your records show that you abstained from voting on Proposal 4. We encourage you to reconsider your abstention and cast a vote FOR this proposal as recommended by our Board of Directors. Our Board believes the charter amendment contemplated in Proposal 4 can potentially help PECO successfully execute its plans for a liquidity event. The Board believes the charter amendment contemplated in Proposal 4 can potentially help PECO successfully execute its plans for a liquidity event. Additional participation is needed and your vote is more important than ever. Please ensure that your shares are represented at this meeting by voting through of the methods listed below. Thank you, Jeffrey S. Edison Stockholder, Chairman and Chief Executive Officer SAMPLE-LTR To speak with a live agent and vote please call: 1-855-835-8312 Please vote promptly. Thank you for voting! Voting is quick, will only take a few minutes. THREE WAYS TO VOTE VOTE PROCESSING Mark, sign and date your ballot and return it in the postage-paid envelope provided. MAIL WWW.PROXYVOTE.COM/PECO Please have your proxy card in hand when accessing the website. There are easy-to-follow directions to help you complete the electronic voting instruction form. ONLINEPHONE WITHOUT A PROXY CARD Call 1-855-835-8312 Monday to Friday, 9:00 a.m. to 9:00 p.m. ET to speak with a proxy specialist. WITH A PROXY CARD Call 1-800-690-6903 with a touch-tone phone to vote using an automated system. Proxy Questions? Call 1-855-835-8312
Our records show that you abstained from voting on one of our proposals. Thank you for submitting your proxy for our 2021 Annual Stockholder Meeting. The meeting is quickly approaching on June 18, 2021 and we still need your support on Proposal 4 as described in the proxy statement. We encourage you to reconsider your abstention and cast a vote FOR Proposal 4 as recommended by our Board of Directors. You may recast your vote using any of the methods described below. WWW.PROXYVOTE.COM/PECO Please have your proxy card in hand when accessing the website. There are easy-to-follow directions to help you complete the electronic voting instruction form. ONLINE VOTE PROCESSING Mark, sign and date your ballot and return it in the postage-paid envelope provided. MAIL FOUR WAYS TO VOTE WITH A SMARTPHONE Vote by scanning the Quick Response Code or “QR Code” on the Proxy Card/VIF enclosed. QR CODEPHONE 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 0000 NOTE: This is not an actual Control Number. Please refer to the voting instruction form for your unique Control Number. NOTE: This is not an actual Control Number. Please refer to the proxy card for your unique Control Number. WITHOUT A PROXY CARD Call 1-855-835-8312 Monday to Friday, 9:00 a.m. to 9:00 p.m. ET to speak with a proxy specialist. WITH A PROXY CARD Call 1-800-690-6903 with a touch-tone phone to vote using an automated system.