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 þ
Filed by a Party other than the Registrant o
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only |
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Definitive Proxy Statement
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(as permitted by Rule 14a-6(e)(2)) |
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Definitive Additional Materials |
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Soliciting Material Pursuant to §240.14a-12 |
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VENTAS, 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):
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (set forth the
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Fee paid previously with preliminary materials. |
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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. |
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Persons who are to respond to the collection of information contained in this form are not
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*** Exercise Your Right to Vote ***
IMPORTANT NOTICE Regarding the Availability of Proxy Materials
Meeting Information
Meeting Type: Annual
For holders as of: March 8, 2010
Date: April 30, 2010 Time: 9:00 a.m. EDT
Location: Ventas, Inc.
10350 Ormsby Park Place
Room LL050
Louisville, Kentucky 40223
You are receiving this communication because you hold shares in the above named company.
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.
See the reverse side of this notice to obtain proxy materials and voting instructions.
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
1. Notice of Annual Meeting and Proxy Statement 2. 2009 Chairmans Letter to Investors 3. 2009 Form 10-K
How to View Online:
Have the 12-Digit Control Number available (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 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:
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1) BY INTERNET:
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www.proxyvote.com |
2) BY TELEPHONE:
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1-800-579-1639 |
3) BY E-MAIL*:
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sendmaterial@proxyvote.com |
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If requesting materials by e-mail, please send a blank e-mail with the 12-Digit Control
Number (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 as instructed above on or before April 18, 2010
to facilitate timely delivery.
How to Vote
Please Choose One of the Following Voting Methods
Vote In Person: Many stockholder meetings have attendance requirements, including the
possession of an attendance ticket issued by the entity holding the meeting. Please check the proxy
materials for any special requirements for meeting attendance. At the Annual Meeting, you will need
to request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the 12-Digit
Control Number 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.
Voting Items
COMPANY PROPOSALS The Board of Directors recommends a vote FOR ALL
director nominees and FOR Proposal 2.
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Election of eight (8) directors to terms expiring at the 2011 Annual
Meeting of Stockholders:
Nominees: |
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01)
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Debra A. Cafaro
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02 |
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Douglas Crocker II
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Ronald G. Geary
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Jay M. Gellert |
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Robert D. Reed
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Sheli Z. Rosenberg
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James D. Shelton
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Thomas C. Theobald |
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Ratification of the selection of Ernst & Young LLP as the independent registered
public accounting firm for fiscal year 2010 |
STOCKHOLDER PROPOSAL The Board of Directors recommends a vote AGAINST Proposal 3.
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Adoption of a majority vote standard for the election of directors |