DEFA14A 1 d93598ddefa14a.htm DEFA14A 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

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 under §240.14a-12

Edwards Lifesciences Corporation

 

(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):

 

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

P.O. BOX 8016, CARY, NC 27512-9903
Important Notice Regarding the Availability
of Proxy Materials for
Edwards Lifesciences Corporation
Annual Meeting of Stockholders
to be held on May 4, 2021
For Stockholders as of March 10, 2021
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, go to:
www.proxydocs.com/EW
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.
CONTROL NUMBER
For a convenient way to view proxy materials and VOTE,
go to www.proxydocs.com/EW
Have the 12 digit control number located in the shaded box above available when you
access the website and follow the instructions.
If you want to receive a paper or e-mail copy of the proxy materials, 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 year’s stockholder meeting, you must make this request on or before April 23, 2021.
To order paper materials, use one of the following methods:
INTERNET
www.investorelections.com/EW
TELEPHONE
(866) 648-8133
E-MAIL*
paper@investorelections.com
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.
Edwards Lifesciences Corporation
Meeting Information
Meeting Materials: Notice of Meeting, Proxy Statement and Annual Report on Form 10-K
Meeting Type: Annual Meeting of Stockholders
Date: Tuesday, May 4, 2021
Time: 10:00 a.m. PT
Place: Annual Meeting to be held live via the Internet - please visit
www.proxydocs.com/EW for more details
You must register to attend the meeting online at www.proxydocs.com/EW.
SEE REVERSE FOR FULL AGENDA
Copyright © 2021 Mediant Communications Inc. All Rights Reserved


Edwards Lifesciences Corporation

Annual Meeting of Stockholders

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR PROPOSALS 1, 2, 3, 4 AND 5.

PROPOSAL

 

1.

Election of Directors

 

  1.01

Kieran T. Gallahue

 

  1.02

Leslie S. Heisz

 

  1.03

Paul A. LaViolette

 

  1.04

Steven R. Loranger

 

  1.05

Martha H. Marsh

 

  1.06

Michael A. Mussallem

 

  1.07

Ramona Sequeira

 

  1.08

Nicholas J. Valeriani

 

2.

Advisory Vote to Approve Named Executive Officer Compensation

 

3.

Approval of the Amendment and Restatement of the Company’s 2001 Employee Stock Purchase Plan for United States Employees (the “U.S. ESPP”) to Increase the Total Number of Shares of Common Stock Available for Issuance under the U.S. ESPP by 3,300,000 Shares

 

4.

Approval of the Amendment and Restatement of the Company’s 2001 Employee Stock Purchase Plan for International Employees (the “International ESPP”) to Increase the Total Number of Shares of Common Stock Available for Issuance under the International ESPP by 1,200,000 Shares

 

5.

Ratification of Appointment of Independent Registered Public Accounting Firm

THE BOARD OF DIRECTORS RECOMMENDS A VOTE AGAINST PROPOSALS 6 AND 7.

 

6.

Advisory Vote on a Stockholder Proposal Regarding Action by Written Consent

 

7.

Advisory Vote on a Stockholder Proposal to Adopt a Policy to Include Non-Management Employees as Prospective Director Candidates