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 | |
The St. Joe Company
(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. | |||
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| (2) | Aggregate number of securities to which transaction applies:
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| (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):
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| (4) | Proposed maximum aggregate value of transaction:
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| ☐ | 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. | |||
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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 May 19, 2020.
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THE ST. JOE COMPANY |
Meeting Information
Meeting Type: Annual Meeting
For holders as of: March 25, 2020
Date: May 19, 2020 Time: 9:00 AM CDT
Location: Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/JOE2020.
The company will be hosting the meeting live via the Internet this year. To attend the meeting via
the Internet please visit www.virtualshareholdermeeting.com/JOE2020 and be sure to have the information that is printed in the box marked by the arrow
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THE ST. JOE COMPANY 133 SOUTH WATERSOUND PARKWAY WATERSOUND, FL 32461 ATTN: ELIZABETH J. WALTERS |
In light of the coronavirus, or COVID-19, outbreak, for the safety of all of our people, including our shareholders, and taking into account recent federal, state and local guidance that has been issued, we have determined that this year’s Annual Meeting will be held in a virtual meeting format only, via the Internet, with no physical in-person meeting. If you plan to participate in the virtual meeting, please see Questions and Answers About Voting at the Annual Meeting and Related Matters. Shareholders will be able to attend, vote and submit questions from any location via the Internet. |
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You are receiving this communication because you hold shares in the company named above. |
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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).
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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(located on the following page).
| — 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
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
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 5, 2020 to facilitate timely delivery.
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— How To Vote — Please Choose One of the Following Voting Methods
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| Vote By Internet: Before The Meeting: Go to
www.proxyvote.com. Have the information that is printed in the box marked by the arrow
During The Meeting: Go to www.virtualshareholdermeeting.com/JOE2020. Have the information that is printed in the box marked by the arrow
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 each nominee named in proposal 1:
1. Election of Directors - Nominees for a one-year term of office expiring at the 2021 Annual Meeting or until his or her successor is elected and qualified: Nominees: 1a. Cesar L. Alvarez
1b. Bruce R. Berkowitz
1c. Howard S. Frank
1d. Jorge L. Gonzalez
1e. Thomas P. Murphy, Jr. |
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The Board of Directors recommends you vote FOR proposals 2 and 3.
2. Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2020.
3. Approval, on an advisory basis, of the compensation of our named executive officers.
NOTE: The proposals to be voted on may also include such other business as may properly come before the meeting or any adjournment thereof. |
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