Glass Lewis Becomes Second Leading Proxy Advisory Firm to Recommend that Cypress Stockholders Consent FOR Elimination of Cumulative Voting
Glass Lewis is the second leading independent proxy advisory firm to recommend that Cypress stockholders consent FOR management's proposal to eliminate cumulative voting, following a recommendation issued by
The Company issued the following statement:
"We are pleased that Glass Lewis, another leading independent proxy advisory firm, has shown their full support of our decision to eliminate cumulative voting, an outcome that further highlights the potential risks stockholders face should this change not occur. We strongly urge stockholders to follow both ISS and Glass Lewis' recommendations and return the WHITE consent card."
As previously disclosed, Cypress began evaluating eliminating cumulative voting and adopting majority voting and proxy access prior to receiving the notice from
In making its recommendation, Glass Lewis noted1:
- "…we believe the board has provided sufficient rationale for these governance changes and agree that shareholders overall will benefit from exchanging their cumulative voting rights in favor of majority voting and proxy access."
Cypress urges stockholders to act promptly to sign and return the WHITE consent card today. Even if you return the GOLD consent card at any point, you can still vote using Cypress' WHITE consent card. If you have any questions about executing or delivering your WHITE consent card or require assistance, please contact our consent solicitor,
Important Information and Where to Find It
The Company, its directors and certain of its executive officers and employees may be deemed to be participants in the solicitation of proxies from stockholders in connection with the Company's 2017 annual meeting of stockholders (the "2017 Annual Meeting").
The Company plans to file a proxy statement with the
Stockholders will be able to obtain, free of charge, copies of the 2017 Proxy Statement, any amendments or supplements thereto and any other documents (including the WHITE proxy card) when filed by the Company with the
Statements herein that are not historical facts and that refer to Cypress or its subsidiaries' plans and expectations for the future are forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. We may use words such as "may," "should," "expect," "plan," "intend," "anticipate," "believe," "estimate," "predict," "potential," "future," "continue" or other wording indicating future results or expectations to identify such forward-looking statements that include, but are not limited to statements related to: our proposed governance changes, including changes regarding the removal of cumulative voting, the adoption of majority voting provisions and the adoption of proxy access provisions; our Cypress 3.0 strategy; the composition of our Board of Directors; our 2017 Annual Meeting; the Company's financial performance; our corporate governance policies and practices; our plans to file certain materials with the
Founded in 1982, Cypress is a leader in advanced embedded system solutions for the world's most innovative automotive, industrial, home automation and appliances, consumer electronics and medical products. Cypress' programmable systems-on-chip, general-purpose microcontrollers, analog ICs, wireless and USB-based connectivity solutions and reliable, high-performance memories help engineers design differentiated products and get them to market first. Cypress is committed to providing customers with support and engineering resources that enable innovators and out-of-the-box thinkers to disrupt markets and create new product categories. To learn more, go to www.cypress.com.
1Permission to quote from the Glass Lewis report was neither sought nor obtained.
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