DEFA14A

 

 

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

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

 

 

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RAYONIER ADVANCED MATERIALS INC.

Incorporated in the State of Delaware

I.R.S. Employer Identification No. 46-4559529

1301 RIVERPLACE BOULEVARD, SUITE 2300

JACKSONVILLE, FL 32207

(Principal Executive Office)

Telephone Number: (904) 357-4600

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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

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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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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 20, 2019

 

       
         

 

Meeting Information

  RAYONIER ADVANCED MATERIALS INC        

 

  Meeting Type: Annual Meeting

            For holders as of: March 22, 2019
            Date:  May 20, 2019             Time: 4:00 PM EDT
            Location:   The DoubleTree Hotel
 

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RAYONIER ADVANCED MATERIALS INC

1301 RIVERPLACE BLVD

Suite 2300

JACKSONVILLE, FL 32207

       

                 1201 Riverplace Boulevard

                 Jacksonville, FL 32207

 

                  
                     
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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 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 May 06, 2019 to facilitate timely delivery.

 

     
            

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— How To Vote

Please Choose One of the Following Voting Methods

 

   
            
    

Vote In Person: Many stockholder 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 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.

 

     
            


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Voting items

         
 

 

The Board of Directors recommends you vote FOR the following:

 

1.  Election of Directors

 

Nominees

 

1A  C. David Brown, II

 

1B   Thomas I. Morgan

 

1C   Lisa M. Palumbo

 

The Board of Directors recommends you vote FOR proposals 2, 3, 4 and 5.

 

2   Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to declassify the Board of Directors

 

3   Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate the supermajority voting provisions

 

4   Advisory approval of the compensation of our named executive officers as disclosed in our Proxy Statement

 

5   Ratification of the appointment of Grant Thornton LLP as the independent registered public accounting firm for the Company

 

NOTE: Properly executed proxies will be voted in the manner instructed herein, or if no instruction is provided, then the proxy will be voted “For” all nominees and “For” Proposals 2, 3, 4 and 5. The named proxies are also authorized, in their discretion, to consider and act upon such other business as may properly come before the meeting or any adjournment thereof.