UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )

 

Filed by the Registrant x

Filed by a Party other than the Registrant o

Check the appropriate box:

 

 

o

Preliminary Proxy Statement

o

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o

Definitive Proxy Statement

x

Definitive Additional Materials

o

Soliciting Material Pursuant to § 240.14a-12

 

IntriCon Corporation

 

(Name of Registrant as Specified In Its Charter)

 

Not Applicable

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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x

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o

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

 

 

 

(1)

Title of each class of securities to which transaction applies:

 

 

 

 

 

 

 

(2)

Aggregate number of securities to which transaction applies:

 

 

 

 

 

 

 

(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

 

 

 

 

 

 

(4)

Proposed maximum aggregate value of transaction:

 

 

 

 

 

 

 

(5)

Total fee paid:

 

 

 

 

 

o

Fee paid previously with preliminary materials.

o

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

 

 

 

(1)

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(2)

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(3)

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(4)

Date Filed:

 

 

 


*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on April 24, 2015.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INTRICON CORPORATION

 

Meeting Information

 

 

 

 

 

 

 

  Meeting Type:

Annual Meeting

 

 

 

  For holders as of:

February 19, 2015

 

 

 

 

 

 

 

  Date: April 24, 2015             Time: 11:30 AM

 

 

 

 

 






(IMAGE)

INTRICON CORPORATION
C/O BROADRIDGE
P.O. BOX 1342
BRENTWOOD, NY 11717

 

  Location:

Hampton Inn North
1000 Gramsie Road
Shoreview, Minnesota 55126

 

 

 

 

 

 

 

 

 

 

 

 
You are receiving this communication because you hold shares in the company named above.

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, which contain important information and are available to you on the Internet or by mail. 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.

 

 

 

 

 

 

See the reverse side of this notice to obtain proxy materials and voting instructions.

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 Before You Vote 

 

 

 

    

 

 

 

 

 

How to Access the Proxy Materials

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proxy Materials Available to VIEW or RECEIVE:

 

 

 

 

 

 

 

NOTICE AND PROXY STATEMENT                FORM 10-K               PROXY CARD

 

 

 

 

 

How to View Online:

 

 

Have the information that is printed in the box marked by the arrow  (IMAGE)  XXXX XXXX XXXX XXXX  (located on the 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 the current or future proxy materials, you must request them. 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 by the arrow (IMAGE)  XXXX XXXX XXXX XXXX  (located on the following page) in the subject line.

 

 

 

 

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request for the current proxy materials as instructed above on or before April 8, 2015 to facilitate timely delivery.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 How To Vote 

 

 

 

    

 

 

 

 

 

Please Choose One of the Following Voting Methods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. You may obtain directions to the annual meeting by calling our offices at (651)636-9770.

 

 

 

 

 

 

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow  (IMAGE)   XXXX XXXX XXXX XXXX  (located on the following page) available and follow the instructions.

 

 

 

 

 

 

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

 

 

 

 

M83978-P58126


 

 

 

 

 

 

Voting Items

 

 

 

 

 

 

 

 

 

The Annual Meeting of Shareholders of IntriCon Corporation has been called to consider and act upon the following matters:

 

 

 

 

 

 

 

 

The Board of Directors recommends you vote FOR the following Nominees:

 

 

 

 

 

 

 

 

1.

Election of Directors

 

 

 

 

 

 

 

 

 

 

Nominees:

 

 

 

 

 

 

 

 

 

 

01)

Nicholas A. Giordano

 

 

 

02)

Philip N. Seamon

 

 

 

 

 

 

 

The Board of Directors recommends you vote FOR proposals 2, 3 and 4.

 

 

 

 

 

 

2

An advisory vote to approve executive compensation, as described in the Proxy Statement, referred to as “say-on-pay.”

 

 

 

 

 

 

3

To approve the 2015 Equity Incentive Plan, as more fully described in the accompanying Proxy Statement.

 

 

 

 

 

 

4

To ratify the appointment of Baker Tilly Virchow Krause, LLP as IntriCon Corporation’s independent registered public accounting firm for fiscal year 2015.

 

 

 

 

 

 

 

 

NOTE: In their discretion, the Proxies are authorized to vote upon such other business as may properly come before the annual meeting.

If the Annual Meeting of Shareholders is adjourned because of the absence of a quorum, those shareholders entitled to vote who attend the adjourned Annual Meeting, although constituting less than a quorum, shall nevertheless constitue a quorum for the purpose of electing directors. If the Annual Meeting of Shareholders is adjourned for one or more periods aggregating at least 15 days because of the absence of a quorum, those shareholders entitled to vote who attend the reconvened Annual Meeting, if less than a quorum as determined under applicable law, shall nevertheless constitute a quorum for the purpose of acting upon any other matter set forth above.

 

 

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