UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

(RULE 14a-101)

 

INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION

 

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the Securities Exchange Act of 1934 (Amendment No.     )

 

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Soliciting Material Pursuant to §240.14a-12

 

TE CONNECTIVITY LTD.

(Name of Registrant as Specified In Its Charter)

 

 

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on March 3, 2015. TE CONNECTIVITY LTD. You are receiving this communication because you hold shares in the company named above. TE CONNECTIVITY LTD. RHEINSTRASSE 20 CH-8200 SCHAFFHAUSEN SWITZERLAND This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. proxy materials and voting instructions. M80322-TBD See the reverse side of this notice to obtain Meeting Information Meeting Type:Annual Meeting For holders as of: Close of business (Eastern Standard Time) on February 11, 2015 Date: March 3, 2015 Time: 2:00 p.m., Central European Time (8:00 a.m., Eastern Standard Time) Location: Radisson Blu Hotel Zürich Airport Zürich, Switzerland

 


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Before You Vote How to Access the Proxy Materials Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. How To Vote Please Choose One of the Following Voting Methods marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. M80323-TBD Vote In Person: The proxy materials described above contain information regarding admittance to the Meeting and for voting in person at the Meeting. At the Meeting, you must request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. Proxy Materials AAvvaaiillaabbllee ttooVVIEIEWWoorrRREECCEEIVIVEE: : NOTICE AND PROXY STATEMENTANNUAL REPORT TO SHAREHOLDERS How to View Online: following page) and visit: www.proxyvote .com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET:www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*:sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before February 17, 2015 to facilitate timely delivery.

 


 

The Board of Directors recommends a vote "FOR" each of the director nominees listed below and "FOR" each agenda item (including each subpart thereof). 7.2 To elect Deloitte AG, Zurich, Switzerland, as TE Connectivity’s Swiss registered auditor until the next annual general meeting of TE Connectivity To elect PricewaterhouseCoopers AG, Zurich, Switzerland, as TE Connectivity’s special auditor until the next annual general meeting of TE Connectivity To approve amendments to the articles of association of TE Connectivity Ltd. to implement requirements under the Swiss Ordinance regarding elections and certain other matters To approve amendments to the articles of association of TE Connectivity Ltd. to implement requirements under the Swiss Ordinance regarding the compensation of members of the Board of Directors and the executive management of TE Connectivity Ltd., and certain other matters To approve an amendment to the articles of association of TE Connectivity Ltd. regarding the vote standard for shareholder resolutions and elections To approve an amendment to the articles of association of TE Connectivity Ltd. regarding the applicable vote standard for contested elections of directors, the chairperson of the Board and the members of the Management Development and Compensation Committee An advisory vote to approve executive compensation A binding vote to approve fiscal year 2016 maximum aggregate compensation amount for executive management A binding vote to approve fiscal year 2016 maximum aggregate compensation amount for the Board of Directors To approve the carryforward of unappropriated accumulated earnings at September 26, 2014 To approve a dividend payment to shareholders equal to $1.32 per issued share to be paid in four equal quarterly installments of $0.33 starting with the third fiscal quarter of 2015 and ending in the second fiscal quarter of 2016 pursuant to the terms of the dividend resolution To approve a renewal of authorized capital and related amendment to the articles of association of TE Connectivity Ltd. To approve a reduction of share capital for shares acquired under TE Connectivity’s share repurchase program and related amendments to the articles of association of TE Connectivity Ltd. To approve any adjournments or postponements of the meeting 1. ELECTION OF DIRECTORS 1a. Pierre R. Brondeau 7.3 1b. Juergen W. Gromer 8. 1c. William A. Jeffrey 1d. Thomas J. Lynch 9. 1e. Yong Nam 1f. Daniel J. Phelan 10. 1g. Lawrence S. Smith 11. 1h. Paula A. Sneed 1i. David P. Steiner 12. 13. 1j. John C. Van Scoter 1k. Laura H. Wright 14. 2. To elect Thomas J. Lynch as the Chairman of the Board of Directors 15. 3. To elect the individual members of the Management Development and Compensation Committee 16. 3a. Daniel J. Phelan 3b. Paula A. Sneed 17. 3c. David P. Steiner 18. 3d. John C. Van Scoter 4. To elect Dr. Jvo Grundler, of Ernst & Young Ltd., or another individual representative of Ernst & Young Ltd. if Dr. Grundler is unable to serve at the relevant meeting, as the independent proxy at the 2016 annual meeting of TE Connectivity and any shareholder meeting that may be held prior to that meeting To approve the 2014 Annual Report of TE Connectivity Ltd. (excluding the statutory financial statements for the fiscal year ended September 26, 2014 and the consolidated financial statements for the fiscal year ended September 26, 2014) To approve the statutory financial statements of TE Connectivity Ltd. for the fiscal year ended September 26, 2014 To approve the consolidated financial statements of TE Connectivity Ltd. for the fiscal year ended September 26, 2014 To release the members of the Board of Directors and executive officers of TE Connectivity for activities during the fiscal year ended September 26, 2014 To elect Deloitte & Touche LLP as TE Connectivity’s independent registered public accounting firm for fiscal year 2015 19. 5.1 5.2 5.3 6. 7.1 M80324-TBD Voting Items

 


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M80325-TBD