DEFA14A: Additional definitive proxy soliciting materials and Rule 14(a)(12) material
Published on April 19, 2023
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 | ☒ | |
| 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 | |
| ☒ | Definitive Additional Materials | |
| ☐ | Soliciting Material Pursuant to § 240.14a-12 | |
ACV AUCTIONS 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 all boxes that apply):
| ☒ | No fee required. | |
| ☐ | Fee paid previously with preliminary materials. | |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
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ACV Auctions Inc. Important Notice Regarding the Availability of Proxy Materials |
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| P.O. BOX 8016, CARY, NC 27512-9903 | Stockholders Meeting to be held on May 30, 2023 |
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| For Stockholders of record as of April 3, 2023 | ||
| This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. This is not a ballot. You cannot use this notice to vote your shares. We encourage you to access and review all of the important information contained in the proxy materials before voting. | ||
| To view the proxy materials, and to obtain directions to attend the meeting, go to: www.proxydocs.com/ACVA | ||
| To vote your proxy while visiting this site, you will need the 12 digit control number in the box below. | ||
| Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the internet. | ||
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For a convenient way to view proxy materials and VOTE go to |
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| www.proxydocs.com/ACVA | ||||
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Have the 12 digit control number located in the shaded box above available |
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| when you access the website and follow the instructions. | ||||
| If you want to receive a paper or e-mail copy of the proxy material, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this years meeting, you must make this request on or before May 19, 2023. | ||||
| To order paper materials, use one of the following methods. |
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INTERNET www.investorelections.com/ACVA
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TELEPHONE (866) 648-8133
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paper@investorelections.com
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When requesting via the Internet or telephone you will need the 12 digit control number located in the shaded box above. |
* If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located above) in the subject line. No other requests, instructions OR other inquiries should be included with your e-mail requesting material. |
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| ACV Auctions Inc. | ||||||
| Meeting Type: Annual Meeting of Stockholders | ||||||
| Date: | Tuesday, May 30, 2023 | |||||
| Time: | 4:00 PM, Eastern Time | |||||
| Place: | Annual Meeting to be held live via the Internet - please visit | |||||
| www.proxydocs.com/ACVA for more details | ||||||
| You must register prior to the meeting to attend the meeting online and/or participate at www.proxydocs.com/ACVA | ||||||
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SEE REVERSE FOR FULL AGENDA
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ACV Auctions Inc.
Annual Meeting of Stockholders
THE BOARD OF DIRECTORS RECOMMENDS A VOTE:
FOR EACH NOMINEE FOR DIRECTOR IN PROPOSAL 1, FOR PROPOSAL 2 AND FOR PROPOSAL 4
THE BOARD RECOMMENDS THAT AN ADVISORY VOTE ON THE COMPENSATION FOR NAMED EXECUTIVE OFFICERS BE HELD EVERY 1 YEAR
PROPOSAL
| 1. | Elect two Class II directors: |
1.01 Eileen A. Kamerick
1.02 Brian Hirsch
| 2. | Approval, on a non-binding, advisory basis, of the compensation of our named executive officers, |
| 3. | Approval, on a non-binding, advisory basis, of the frequency of future non-binding, advisory votes to approve the compensation of our named executive officers, and |
| 4. | Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. |
NOTE: Such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.