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 ¨
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 | |
| x | Definitive Additional Materials | |
| ¨ | Soliciting Material Pursuant to §240.14a-12 |
SEAWORLD ENTERTAINMENT, 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):
| x | 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:
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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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| (2) | Form, Schedule or Registration Statement No.:
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on June 15, 2016.
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Meeting Information
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| SEAWORLD ENTERTAINMENT, INC.
SEAWORLD ENTERTAINMENT, INC. 9205 SOUTH PARK CENTER LOOP SUITE 400 ORLANDO, FL 32819 |
Meeting Type: Annual Meeting
For holders as of: April 18, 2016
Date: June 15, 2016 Time: 11:00 AM, EDT
Location: Meeting live via the Internet-please visit seaworld.onlineshareholdermeeting.com.
The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit
seaworld.onlineshareholdermeeting.com and be sure to have the information that is printed in the box marked by the arrow
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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 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).
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— Before You Vote — | |
| How to Access the Proxy Materials
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| Proxy Materials Available to VIEW or RECEIVE:
The Proxy Statement and 2015 Annual Report to Stockholders, which includes the Annual Report on Form 10-K for the year ended December 31, 2015
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 June 3, 2016 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 seaworld.onlineshareholdermeeting.com. 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 | ||||
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The Board of Directors recommends you vote FOR the following: | ||||
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1. To elect the three Class III director nominees. | ||||
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Nominees:
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| 01) Donald C. Robinson | ||||
| 02) Deborah M. Thomas 03) Peter F. Wallace
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| The Board of Directors recommends you vote FOR the following proposals:
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| 2. Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2016.
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| 3. Approval, in a non-binding advisory vote, of the compensation paid to the named executive officers.
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| 4. Approval of a management proposal to amend the Company’s Amended and Restated Certificate of Incorporation to provide for the phased-in declassification of the Board of Directors, beginning at the 2017 annual meeting.
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| 5. A management proposal to determine the advisability of implementing majority voting in uncontested director elections.
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| Note: To consider such other business as may properly come before the Annual Meeting and any adjournments or postponements thereof. | ||||
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