Proxy Solicitation Materials (Regulation 14A/Schedule 14A)

The proxy statement is intended to provide security holders with the information necessary to enable them to vote in an informed manner on matters intended to be acted upon at security holders' meetings, whether the traditional annual meeting or a special meeting. Typically, a security holder is also provided with a "proxy card" to authorize designated persons to vote his or her securities on the security holder's behalf in the event the holder does not vote in person at the meeting.

Copies of definitive (final) proxy statements and proxy card are filed with the Commission at the time they are sent to security holders. For further information about the applicability of the Commission's proxy rules, see Section 14(a) of the 1934 Act and Regulation 14A.