Definitive Additional Materials

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.    )

Filed by the Registrant  x

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

 

x Definitive Additional Materials

 

¨ Soliciting Material Pursuant to Section 240.14a-12

SunCoke Energy, Inc.

 

(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):

 

x 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:

 

 


LOGO   LOGO       +
  LOGO   

Vote by Internet

• Go to www.envisionreports.com/SXC

• Or scan the QR code with your smartphone

• Follow the steps outlined on the secure

   website

 

LOGO

Important Notice Regarding the Availability of Proxy Materials for the

SunCoke Energy, Inc. Stockholder Meeting to be Held on May 10, 2012

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual stockholder meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to stockholders are available at:

 

LOGO

 

LOGO   

Easy Online Access — A Convenient Way to View Proxy Materials and Vote

 

When you go online to view materials, you can also vote your shares.

 

Step 1: Go to www.envisionreports.com/SXC to view the materials.

Step 2: Click on Cast Your Vote or Request Materials.

Step 3: Follow the instructions on the screen to log in.

Step 4: Make your selection as instructed on each screen to select delivery preferences and vote.

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.

 

 

 

LOGO    Obtaining a Copy of the Proxy Materials - If you want to receive a copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before April 30, 2012 to facilitate timely delivery.

 

n    C O Y    +

                    01FRYD


 

Stockholder Meeting Notice

SunCoke Energy, Inc.’s Annual Meeting of Stockholders will be held on May 10, 2012 at the Hotel Arista, 2139 CityGate Lane, Naperville, Illinois 60563, at 9:00 a.m. local time. You may vote at the 2012 Annual Meeting if you were a stockholder of record at the close of business on March 12, 2012.

Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.

The Board of Directors recommends a vote FOR Proposals 1, 2 and 4 and 1 YEAR for Proposal 3:

  1. Election of Frederick A. Henderson and Alvin Bledsoe to the class of directors whose term expires in 2015.
  2. Advisory approval of the company’s executive compensation.
  3. Proposal to recommend the frequency of advisory stockholder votes to approve the company’s executive compensation.
  4. Proposal to ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2012.

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.

 

 

Directions to the SunCoke Energy, Inc. 2012 Annual Meeting

The Hotel Arista is located at 2139 CityGate Lane, Naperville, Illinois 60563.

From the North or O’Hare Airport

Travel south on I-294. Exit at I-88 West. Exit at Illinois Route 59 and turn RIGHT. Take the first RIGHT at Westings Avenue. Turn LEFT at the stop sign. You will be facing the front of the hotel.

From the East

Travel west on I-290. Merge on to I-88 West. Exit at Illinois Route 59 and turn RIGHT. Take the first RIGHT at Westings Avenue. Turn LEFT at the stop sign. You will be facing the front of the hotel.

From the South

Travel north on I-294. Merge on to I-88 West. Exit at Illinois Route 59 and turn RIGHT. Take the first RIGHT at Westings Avenue. Turn LEFT at the stop sign. You will be facing the front of the hotel.

From the West

Travel east on I-88. Exit at Illinois Route 59 and turn LEFT. Take the first RIGHT at Westings Avenue. Turn LEFT at the stop sign. You will be facing the front of the hotel.

From Midway Airport

Travel south on I-55. Merge on to I-355 North. Continue to I-88 West. Exit at Illinois Route 59 and turn RIGHT. Take the first RIGHT at Westings Avenue. Turn LEFT at the stop sign. You will be facing the front of the hotel.

 

 

 

LOGO   

Here’s how to order a copy of the proxy materials and select a future delivery preference:

 

Paper copies: Current and future paper delivery requests can be submitted via the telephone, Internet or email options below.

 

Email copies: Current and future email delivery requests must be submitted via the Internet following the instructions below. If you request an email copy of current materials you will receive an email with a link to the materials.

 

PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a set of proxy materials.

 

®     Internet– Go to www.envisionreports.com/SXC. Click Cast Your Vote or Request Materials. Follow the instructions to log in and order a copy of the current meeting materials and submit your preference for email or paper delivery of future meeting materials.

 

®     Telephone– Call us free of charge at 1-866-641-4276 and follow the instructions to log in and order

         a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future meetings.

 

®     Email– Send email to investorvote@computershare.com with “Proxy Materials SunCoke Energy, Inc.” in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive a paper copy for future meetings.

 

         To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by April 30, 2012.

 

01FRYD


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on May 10, 2012

 

        LOGO

 

 

 

LOGO

 

SUNCOKE ENERGY, INC.

 

LOGO

   

 

Meeting Information

 

Meeting Type: Annual Meeting

 

For holders as of: March 12, 2012

 

Date: May 10, 2012        Time: 9:00 AM CDT

 

Location:   Hotel Arista

  2139 CityGate Lane

  Naperville, Illinois 60563

 

 
       
     

 

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.  
         
       

Broadridge Internal Use Only

 

Job #

Envelope #

Sequence #

# of # Sequence #


   

 

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 April 26, 2012 to facilitate timely delivery.

 

     
         
   

 

How To Vote  

    
            
        

Please Choose One of the Following Voting Methods

 

LOGO                
     

Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. 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.

       
       

 

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 voting instruction form.

     

  Internal Use  

only  

         


 

LOGO

Voting items       LOGO
The Board of Directors recommends that you      

vote “FOR” the following:

 

     
1.   Election of Directors      
  Nominees         
01   Frederick A. Henderson    02    Alvin Bledsoe   

 

The Board of Directors recommends you vote FOR the following proposal(s):

 

  
2   Advisory approval of the company’s executive compensation.   

 

The Board of Directors recommends you vote 1 YEAR on the following proposal:

 

  
3   Proposal to recommend the frequency of advisory stockholder votes to approve the company’s executive compensation.   

 

The Board of Directors recommends you vote FOR the following proposal(s):

 

  
4   Proposal to ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2012.   
          

 

NOTE:To transact such other business as may properly come before the 2012 Annual Meeting or any adjournment or postponement thereof.

 

  
          
          
          

 

         LOGO    LOGO
           
           
        
 


 

LOGO

 

 

Reserved for Broadridge Internal Control Information

 

 

 

  Voting Instructions  

 

 

THIS SPACE RESERVED FOR LANGUAGE PERTAINING TO

BANKS AND BROKERS

AS REQUIRED BY THE NEW YORK STOCK EXCHANGE

 

 

 

    

 

Broadridge Internal Use Only

 

  

 

THIS SPACE RESERVED FOR SIGNATURES IF APPLICABLE

     Job #   
     Envelope #   
     Sequence #   
     # of # Sequence #