STANLEY BLACK & DECKER, INC. — Proxy Solicitation & Information Statement 2016

DEFA14A 1 stanley_defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS

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
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| 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 |

| Stanley Black & Decker, 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. | |
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] | Fee computed on
table below per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
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securities to which transaction applies: |
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forth the amount on which the filing fee is calculated and state how it
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IMPORTANT ANNUAL MEETING INFORMATION

| Vote by
Internet | |
| --- | --- |
| ● | Go to www.envisionreports.com/SWK |
| ● | Or scan the QR code with
your smartphone |
| ● | Follow the steps
outlined on the secure website |

Shareholder Meeting Notice

Important Notice Regarding the Availability of Proxy Materials for the Stanley Black & Decker, Inc. Annual Meeting to be Held on April 20, 2016

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to shareholders are available at:

www.envisionreports.com/SWK

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.

Obtaining a Copy of the Proxy Materials – If you want to receive a copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before April 10, 2016 to facilitate timely delivery .

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Shareholder Meeting Notice

Stanley Black & Decker, Inc.’s Annual Meeting of Shareholders will be held on April 20, 2016 at the Stanley Black & Decker University, 1000 Stanley Drive, New Britain, Connecticut 06053, at 9:30 a.m. Eastern Time.

Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.

| The Board of Directors recommends
a vote FOR all nominees, FOR Proposals 2 and 3, and AGAINST Proposal
4. | |
| --- | --- |
| 1. | Election of Directors. Nominees
are: |

| 2. | Approve the selection
of Ernst & Young LLP as the Company’s independent auditors for the
Company’s 2016 fiscal year. |
| --- | --- |
| 3. | Approve, on an
advisory basis, the compensation of the Company’s named executive
officers. |
| 4. | Consider a
shareholder proposal that the Company adopt a general payout policy that
gives preference to share repurchases (relative to cash dividends) as a
method to return capital to shareholders. |

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you. Please see the proxy statement for additional information on how to attend the meeting and vote in person.

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