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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   ☐

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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-2

CARETRUST REIT, INC.

(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

Stockholder Meeting to Be Held on May 30, 2018.

 

     

 

Meeting Information            

 

   CARETRUST REIT, INC.   

Meeting Type:           Annual Meeting

 

      For holders as of:      April 2, 2018
     

 

Date:      May 30, 2018

 

 

 

  Time:     9:00 a.m., PDT

 

      Location:   The Offices of CareTrust REIT, Inc.
     

   905 Calle Amanecer

     

   Suite 300

   San Clemente, California 92673

 

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

BROADRIDGE

P.O. BOX 1342

BRENTWOOD, NY 11717

    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.

E36130-P02103


— Before You Vote —

How to Access the Proxy Materials

 

 

  Proxy Materials Available to VIEW or RECEIVE:

   

 

  NOTICE AND PROXY STATEMENT            2017 ANNUAL REPORT ON FORM 10-K

 

  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 16, 2018 to facilitate timely delivery.

 

   

— 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 (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.

 

        

E36131-P02103


Voting Items      

The Board of Directors recommends you vote FOR Proposal 1, FOR the nominee in Proposal 2, and FOR Proposals 3 and 4.

 

1. Approval of an amendment to the Company’s Articles of Amendment and Restatement to declassify the Company’s Board of Directors.

 

2. Election as a director of one nominee to serve until the 2019 annual meeting of stockholders (if Proposal 1 is approved) or until the 2021 annual meeting of stockholders (if Proposal 1 is not approved), and until his successor is duly elected and qualified.

Nominee:

 

  2a. Allen C. Barbieri

 

3. Approval, on an advisory basis, of the compensation of the Company’s named executive officers.

 

4. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting or any adjournment or postponement thereof.

E36132-P02103


 

 

 

E36133-P02103