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 §240.14a-12 | |
Cracker Barrel Old Country Store, 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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Fee paid previously with preliminary materials. | |||
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on November 12, 2015.
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Meeting Information
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| CRACKER BARREL OLD COUNTRY STORE, INC. | Meeting Type: | Annual Meeting | ||||||||||
| For holders as of: | September 21, 2015 | |||||||||||
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Date: November 12, 2015 |
Time: 10:00 AM CT |
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Location: Cracker Barrel Old Country |
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| Store, Inc. |
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| 305 Hartmann Drive Lebanon, Tennessee
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CRACKER BARREL OLD COUNTRY STORE, INC. 305 HARTMANN DRIVE LEBANON, TN 37088-0787 |
You are receiving this communication because you hold shares in the company named above. | |||||
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Directions to the Annual Meeting are available in the Proxy Statement which may be viewed at www.proxyvote.com
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.
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| See the reverse side of this notice to obtain proxy materials and voting instructions.
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| Before You Vote | ||||||||
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE: |
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NOTICE AND PROXY STATEMENT ANNUAL REPORT
How to View Online: Have the information that is printed in the box marked by the arrow è
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 è
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 October 29, 2015 to facilitate timely delivery.
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(located on the following page) and visit: www.proxyvote.com.|
How To Vote |
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Please Choose One of the Following Voting Methods
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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: To vote now by Internet, go to www.proxyvote.com. Have the
information that is printed in the box marked by the arrow è
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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| Voting Items | ||||||||
The Board of Directors recommends you vote FOR the following:
| 1. | To elect nine directors. |
| Nominees: |
| 01) | James W. Bradford | 06) | Norman E. Johnson | |||||
| 02) | Thomas H. Barr | 07) | William W. McCarten | |||||
| 03) | Sandra B. Cochran | 08) | Coleman H. Peterson | |||||
| 04) | Glenn A. Davenport | 09) | Andrea M. Weiss | |||||
| 05) | Richard J. Dobkin |
The Board of Directors recommends you vote FOR proposals 2, 3, 4 and 5.
| 2. | To approve the Company’s shareholder rights plan. |
| 3. | To approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement that accompanies this notice. |
| 4. | To reapprove the material terms of the performance goals under our 2010 Omnibus Stock and Incentive Plan for purposes of Section 162(m) of the Internal Revenue Code. |
| 5. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2016 fiscal year. |
| 6. | To conduct other business properly brought before the meeting. |
