DEFA14A

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 14A

(RULE 14a-101)

INFORMATION REQUIRED IN

PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

 

 

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

American Superconductor Corporation

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if Other than 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.

 

 

 


 

 

 

LOGO

 

AMERICAN SUPERCONDUCTOR CORPORATION

 

114 EAST MAIN STREET

 

AYER, MA 01432

 

 

 

V52759-P13552

 

LOGO

   LOGO

You invested in AMERICAN SUPERCONDUCTOR CORPORATION 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 materials for the stockholder meeting to be held on August 2, 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 July 19, 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.

 

 

LOGO

 

LOGO

*Please check the meeting materials for any special requirements for meeting attendance.


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

Nominees:

01) Laura A. Dambier  04) Barbara G. Littlefield

02) Arthur H. House    05) Daniel P. McGahn

03) Margaret D. Klein  06) David R. Oliver, Jr.

 

   LOGO For

 

2.   To approve an amendment and restatement of AMSC’s 2022 Stock Incentive Plan to add 3,250,000 shares to the total number of shares available for issuance thereunder.

 

   LOGO For

 

3.   To approve an amendment to AMSC’s Amended and Restated 2007 Director Stock Plan to add 150,000 shares to the total number of shares available for issuance thereunder.

 

   LOGO For

 

4.   To approve an amendment to AMSC’s Restated Certificate of Incorporation, as amended, to provide for exculpation of officers to the extent permitted by the General Corporation Law of the State of Delaware.

 

   LOGO For

 

5.   To ratify the appointment by the Audit Committee of the Board of Directors of RSM US LLP as AMSC’s independent registered public accounting firm for the current fiscal year.

 

   LOGO For

 

 

6.   To approve, on an advisory basis, the compensation of AMSC’s named executive officers.

 

  

 

LOGO For

 

NOTE: To transact such other business as may properly come before the annual meeting or any continuation, postponement or adjournment thereof.

 

    

 

 

 

 

 

 

 

Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”.

 

V52760-P13552