UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 (Amendment No.     )

 

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Definitive Proxy Statement

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Soliciting Material under §240.14a-12

 

TE CONNECTIVITY LTD.

(Name of Registrant as Specified In Its Charter)

 

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

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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 March 8, 2017. TE CONNECTIVITY LTD. You are receiving this communication because you hold shares in the company named above. TE CONNECTIVITY LTD. RHEINSTRASSE 20 CH-8200 SCHAFFHAUSEN, SWITZERLAND 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. proxy materials and voting instructions. E15105-P84255-P83888 See the reverse side of this notice to obtain Meeting Information Meeting Type:Annual General Meeting For holders as of: Close of business (Eastern Standard Time) on February 16, 2017 Date: March 8, 2017 Time: 2:00 p.m., Central European Time (8:00 a.m., Eastern Standard Time) Location: Park Hyatt Hotel Zürich, Switzerland

 


Before You Vote How to Access the Proxy Materials Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. How To Vote Please Choose One of the Following Voting Methods marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. E15106-P84255-P83888 Vote In Person: The proxy materials described above contain information regarding admittance to the Meeting and for voting in person at the Meeting. At the Meeting, you must 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 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. Proxy Materials AAvvaaiillaabbllee ttooVVIEIEWWoorrRREECCEEIVIVEE: : NOTICE AND PROXY STATEMENTANNUAL REPORT TO SHAREHOLDERS How to View Online: 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 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 February 22, 2017 to facilitate timely delivery.

 


The Board of Directors recommends a vote “FOR” each of the director nominees listed below and “FOR” each agenda item (including each subpart thereof) except for Agenda Item No. 9 for which the Board recommends a vote for "1 year". 6. To release the members of the Board of Directors and executive officers of TE Connectivity for activities during the fiscal year ended September 30, 2016 To elect Deloitte & Touche LLP as TE Connectivity’s independent registered public accounting firm for fiscal year 2017 1. ELECTION OF DIRECTORS 1a. Pierre R. Brondeau 7.1 1b. Terrence R. Curtin 7.2 To elect Deloitte AG, Zürich, Switzerland, as TE Connectivity’s Swiss registered auditor until the next annual general meeting of TE Connectivity To elect PricewaterhouseCoopers AG, Zürich, Switzerland, as TE Connectivity’s special auditor until the next annual general meeting of TE Connectivity An advisory vote to approve named executive officer compensation An advisory vote on the frequency of the advisory vote to approve named executive officer compensation 1c. Carol A. (“John”) Davidson 1d. William A. Jeffrey 7.3 1e. Thomas J. Lynch 8. 9. 1f. Yong Nam 1g. Daniel J. Phelan 10. To approve the TE Connectivity Ltd. 2007 Stock and Incentive Plan (as amended and restated) including the authorization of the issuance of additional shares thereunder A binding vote to approve fiscal year 2018 maximum aggregate compensation amount for executive management A binding vote to approve fiscal year 2018 maximum aggregate compensation amount for the Board of Directors To approve the carryforward of unappropriated accumulated earnings at September 30, 2016 To approve a dividend payment to shareholders equal to $1.60 per issued share to be paid in four equal quarterly installments of $0.40 starting with the third fiscal quarter of 2017 and ending in the second fiscal quarter of 2018 pursuant to the terms of the dividend resolution To approve an authorization relating to TE Connectivity’s share repurchase program To approve a reduction of share capital for shares acquired under TE Connectivity’s share repurchase program and related amendments to the articles of association of TE Connectivity Ltd. To approve any adjournments or postponements of the meeting 1h. Paula A. Sneed 1i. Abhijit Y. Talwalkar 11. 1j. Mark C. Trudeau 12. 1k. John C. Van Scoter 13. 1l. Laura H. Wright 14. 2. To elect Thomas J. Lynch as the Chairman of the Board of Directors 3. To elect the individual members of the Management Development and Compensation Committee 15. 3a. Daniel J. Phelan 16. 3b. Paula A. Sneed 3c. John C. Van Scoter 17. 4. To elect Dr. René Schwarzenbach, of Proxy Voting Services GmbH, or another individual representative of Proxy Voting Services GmbH if Dr. Schwarzenbach is unable to serve at the relevant meeting, as the independent proxy at the 2018 annual meeting of TE Connectivity and any shareholder meeting that may be held prior to that meeting To approve the 2016 Annual Report of TE Connectivity Ltd. (excluding the statutory financial statements for the fiscal year ended September 30, 2016, the consolidated financial statements for the fiscal year ended September 30, 2016 and the Swiss Compensation Report for the fiscal year ended September 30, 2016) To approve the statutory financial statements of TE Connectivity Ltd. for the fiscal year ended September 30, 2016 To approve the consolidated financial statements of TE Connectivity Ltd. for the fiscal year ended September 30, 2016 5.1 5.2 5.3 E15107-P84255-P83888 Voting Items

 


E15108-P84255-P83888