Docoh
Loading...

FL Foot Locker

Filed: 6 Apr 17, 8:00pm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A INFORMATION

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

Filed by the Registrant  S

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

S  Definitive Additional Materials

£  Soliciting Material Pursuant to §240.14a-12

FOOT LOCKER, 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):

S  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:

 

 

 

 

 

 

*** Exercise YourRightto Vote ***

Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 17, 2017.

 

 

FOOT LOCKER, INC.

 

FOOT LOCKER, INC.

330 WEST 34TH STREET

NEW YORK, NY 10001

 

 

Meeting Information

 

Meeting Type:                Annual Meeting
For holders as of:         March 20, 2017
Date:   May 17, 2017Time:   9:00 A.M., Local Time
Location: NYC33
 125 West 33rd Street
 New York, NY 10001

 

 

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 atwww.proxyvote.com, scan the QR Barcode on the reverse side, 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:

 

NOTICE AND PROXY STATEMENT      ANNUAL REPORT WITH FORM 10-K

 

How to View Online:

 

Have the information that is printed in the box marked by the arrow (located on the following page) and visit:www.proxyvote.com, or scan the QR Barcode below.

 

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 (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 3, 2017 to facilitate timely delivery.

 

How To Vote
Please Choose One of the Following Voting Methods
  SCAN TO
VIEW MATERIALS & VOTE
 

 

Vote In Person: 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. At the meeting, you will need to request a ballot to vote these shares.

 

Vote By Internet:Go towww.proxyvote.com or from a smart phone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow(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
     

 A 

Proposals - The Board of Directors recommends a vote FOR EACH NOMINEE for Director in Proposal 1. The Board of Directors recommends a vote FOR Proposals 2, 3, 4, and 5.
     
1.Election of Eleven Directors to Serve for One-Year Terms. 2.Ratification of the Appointment of Independent Registered Public Accounting Firm.
   
 Nominees: 3.Approval of an Amendment to the By-Laws to Adopt Majority Voting in Uncontested Elections of Directors.
 1a.   Maxine Clark   
 1b.   Alan D. Feldman 4.Approval of an Amendment to the Foot Locker Annual Incentive Compensation Plan, as Amended and Restated.
     
 1c.   Jarobin Gilbert, Jr. 5.Advisory Approval of the Company’s Executive Compensation.
     
 1d.   Richard A. Johnson

1e.   Guillermo G. Marmol
 NOTE: Such other business as may properly come before the meeting or any adjournment thereof.
     
 1f.    Matthew M. McKenna   
     
 1g.   Steven Oakland   
      
 1h.   Ulice Payne, Jr.   
     
 1i.    Cheryl Nido Turpin   
     
 1j.    Kimberly Underhill   
     
 1k.   Dona D. Young