This summary highlights information contained in this Proxy Statement. The summary does not contain all of the
information that you should consider, and you should read the entire Proxy Statement carefully before voting.
Annual Meeting of Stockholders
- Time and date: 10:00 a.m., Central time, May 2, 2019.
- Place: Lower level auditorium at the Company's headquarters located at
CityPlace One, One CityPlace Drive, St. Louis, Missouri 63141.
- Record Date: March 7, 2019.
- Voting: Stockholders as of the record date are entitled to vote. Each share
of common stock is entitled to one vote for each director nominee and one vote for each of the other proposals.
- Notice of Annual Meeting: The notice of Annual Meeting, this Proxy
Statement, the form of proxy and the Company's 2018 annual report were first mailed or made available to stockholders on or about March 18, 2019.
- Admission Policy: If you wish to attend the Annual Meeting, you must
request an admission ticket by following the instructions set forth in the section entitled "How Do I Gain Admission to the Annual Meeting?" on page 1 of the proxy statement.
Voting Items (With Board Recommendations in Parentheses)
- Election of eight directors named in this proxy statement for a term of one year or until their successors are duly elected and qualified. (FOR
- Advisory resolution to approve named executive officer compensation. (FOR)
- Ratification of the appointment of Ernst & Young LLP, independent registered public accounting firm, as the Company's independent
auditors for the year ending December 31, 2019. (FOR)
The following eight directors have been nominated to stand for election at the Annual Meeting, with each serving a one-year term expiring at the
2020 annual meeting of stockholders: Patrick J. Bartels, Jr., James N. Chapman, John W. Eaves, Sherman K. Edmiston III, Robert B. Hamill, Holly Keller Koeppel, Patrick A. Kriegshauser and Richard A.
Navarre. All such directors were appointed to the Board of Directors upon the Company's emergence from Chapter 11 in October 2016 and were subsequently re-elected as directors at the 2017 and
2018 annual meetings of stockholders, except for Mr. Hamill and Ms. Koeppel who were elected by the Board to serve as directors in February 2019. Scott D. Vogel, who has served as a
director since the Company's emergence from Chapter 11, was not nominated to stand for election at the Annual Meeting, and Mr. Vogel's term will end at the conclusion of the Annual