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 Pursuant to § 240.14a-12 |
PRICESMART, 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 all boxes that apply):
| ☒ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
You invested in PRICESMART, INC. and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on February 1, 2024.
Get informed before you vote
View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to January 18, 2024. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
| *Please | check the meeting materials for any special requirements for meeting attendance. |
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Vote at www.ProxyVote.com
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the
upcoming stockholder meeting. Please follow the instructions on
the reverse side to vote these important matters.
| Voting Items | Board Recommends | |||||||
| 1. | Election of Directors |
|
For | |||||
| Nominees: | ||||||||
| 01) Sherry S. Bahrambeygui | 07) David N. Price | |||||||
| 02) Jeffrey Fisher | 08) Robert E. Price | |||||||
| 03) Gordon H. Hanson | 09) David R. Snyder | |||||||
| 04) Beatriz V. Infante | 10) John D. Thelan | |||||||
| 05) Leon C. Janks | 11) Edgar Zurcher | |||||||
| 06) Patricia Márquez | ||||||||
| 2. | To approve, on an advisory basis, the compensation of the Company’s executive officers for fiscal year 2023. |  | For | |||||
| 3. | To recommend, by non-binding vote, the frequency of executive compensation vote. |  | Year | |||||
| 4. | To approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to provide for the limitation of liability of officers of the Company as permitted pursuant to a recent amendment to the General Corporation Laws of Delaware. | | For | |||||
| 5. | To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending August 31, 2024. | | For | |||||
NOTE: Such other business as may properly come before the meeting or any adjournment thereof. | ||||||||
| Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. |
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