UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
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 ¨ | |
| 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 |
| x | Definitive Additional Materials |
| ¨ | Soliciting Material under §240.14a-12 |
| Vimeo, Inc. | |
| (Name of Registrant as Specified In Its Charter) | |
| (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | |
| Payment of Filing Fee (Check the appropriate box): | |
| x | No fee required. |
| ¨ | Fee paid previously with preliminary materials. |
| ¨ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 |
| Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V45586-P02098 VIMEO, INC. ATTN: LEGAL 330 WEST 34TH STREET, 5TH FLOOR NEW YORK, NY 10001 VIMEO, INC. 2024 Annual Meeting Vote by May 20, 2024 11:59 PM ET or during the Annual Meeting You invested in VIMEO, INC. 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 May 21, 2024. Vote Virtually at the Meeting* May 21, 2024 10:00 AM ET During the meeting, vote at: www.virtualshareholdermeeting.com/VMEO2024 Or before the meeting, vote by 11:59 PM ET, May 20, 2024 at: www.ProxyVote.com *Please check the meeting materials for any special requirements for meeting attendance. Get informed before you vote The Notice, Proxy Statement and Annual Report are available online. To access these materials, please visit www.ProxyVote.com and have available the control number below. You can also receive a free paper or email copy of the materials. If you would like to request a copy of the materials for this and/or future stockholder meetings, you may do so by (1) visiting www.ProxyVote.com, (2) calling 1-800-579-1639 or (3) sending an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. To receive a free paper copy of the materials in advance of the meeting, request prior to May 7, 2024. Unless requested, you will not otherwise receive a paper or email copy. |
| Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V45587-P02098 THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. The Company’s complete proxy materials contain important information and are available online at www.ProxyVote.com. You are encouraged to access the proxy materials before voting. Please follow the instructions on the reverse side to vote on these important matters. Voting Items for Holders of Common Stock 1. Election of the following nominees for director For All Nominees: 01) Adam Gross 02) Alesia J. Haas 03) Jay Herratti* 04) Ida Kane* 05) Mo Koyfman 06) Philip Moyer 07) Glenn Schiffman 08) Alexander von Furstenberg *To be voted upon by holders of Common Stock voting as a separate class 2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. For 3. To approve the amendment to the Amended and Restated Certificate of Incorporation of Vimeo, Inc. (the “Charter”) to provide for officer exculpation. For 4. Approve a non-binding advisory resolution to approve the compensation of the Company’s named executive officers (say on pay). For NOTE: In their discretion, the proxies are authorized to act on such other business as may properly come before the meeting or any adjournment or postponement thereof. Board Recommendation |
| Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V45588-P02098 VIMEO, INC. ATTN: LEGAL 330 WEST 34TH STREET, 5TH FLOOR NEW YORK, NY 10001 Vote Virtually at the Meeting* May 21, 2024 10:00 AM ET *Please check the meeting materials for any special requirements for meeting attendance. During the meeting, vote at: www.virtualshareholdermeeting.com/VMEO2024 Or before the meeting, vote by 11:59 PM ET, May 20, 2024 at: www.ProxyVote.com VIMEO, INC. 2024 Annual Meeting Vote by May 20, 2024 11:59 PM ET or during the Annual Meeting You invested in VIMEO, INC. 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 May 21, 2024. Get informed before you vote The Notice, Proxy Statement and Annual Report are available online. To access these materials, please visit www.ProxyVote.com and have available the control number below. You can also receive a free paper or email copy of the materials. If you would like to request a copy of the materials for this and/or future stockholder meetings, you may do so by (1) visiting www.ProxyVote.com, (2) calling 1-800-579-1639 or (3) sending an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. To receive a free paper copy of the materials in advance of the meeting, request prior to May 7, 2024. Unless requested, you will not otherwise receive a paper or email copy. |
| Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. V45589-P02098 THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. The Company’s complete proxy materials contain important information and are available online at www.ProxyVote.com. You are encouraged to access the proxy materials before voting. Please follow the instructions on the reverse side to vote on these important matters. Voting Items for Holders of Class B Common Stock Board Recommendation 1. Election of the following nominees for director For All Nominees: 01) Adam Gross 02) Alesia J. Haas 03) Mo Koyfman 04) Philip Moyer 05) Glenn Schiffman 06) Alexander von Furstenberg 2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. For 3. To approve the amendment to the Amended and Restated Certificate of Incorporation of Vimeo, Inc. (the “Charter”) to provide for officer exculpation. For 4. Approve a non-binding advisory resolution to approve the compensation of the Company’s named executive officers (say on pay). For NOTE: In their discretion, the proxies are authorized to act on such other business as may properly come before the meeting or any adjournment or postponement thereof. |
