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

(Amendment No.    )

 

 

Filed by the Registrant  x                            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
x   Definitive Additional Materials
¨   Soliciting Material Pursuant to Section 240.14a-12.

CA, 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 August 3, 2016.

 

   CA, INC.  

 

Meeting Information

 

Meeting Type:           Annual Meeting

    
     For holders as of:      June 6, 2016
     Date:    August 3, 2016       Time:    10:00 a.m., EDT
  

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CA, INC.

520 MADISON AVENUE

NEW YORK, NY 10022

 

Location:  Meeting live via the Internet - please visit

                   www.virtualshareholdermeeting.com/CA2016.

 

    

 

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/CA2016 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

    

 

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

    

 

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).

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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:
   
    NOTICE AND PROXY STATEMENT            ANNUAL REPORT
   
    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 July 20, 2016 to facilitate timely delivery.

 

— How To Vote —

Please Choose One of the Following Voting Methods

 

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  Vote By Internet:
 

Before The Meeting:

 

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.

 

 

During The Meeting:

 

Go to www.virtualshareholdermeeting.com/CA2016. 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.

 


   Voting Items      
  

THE BOARD OF DIRECTORS RECOMMENDS A

VOTE “FOR” ITEMS 1, 2, 3, 4 AND 5.

 

  
   1.     Election of Directors   

 

 

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Nominees:

 

1A    Jens Alder

 

1B    Raymond J. Bromark

 

1C    Michael P. Gregoire

 

1D    Rohit Kapoor

 

1E    Jeffrey G. Katz

 

1F    Kay Koplovitz

 

1G    Christopher B. Lofgren

 

1H    Richard Sulpizio

 

1I      Laura S. Unger

 

1J     Arthur F. Weinbach

 

1K    Renato (Ron) Zambonini

 

  

 

2.     Proposal No. 2 - To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2017.

 

3.     Proposal No. 3 - To approve, by non-binding vote, the compensation of Named Executive Officers.

 

4.     Proposal No. 4 - To re-approve the CA, Inc. 2011 Incentive Plan for purposes of Section 162(m) of the Internal Revenue Code.

 

5.     Proposal No. 5 - To ratify the November 2015 Stockholder Protection Rights Agreement.

 

NOTE: Such other business that properly comes before the meeting and any adjournment or postponement of the meeting.

     


 

 

 

 

 

 

 

 

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