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 ¨
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 Pursuant to § 240.14a-11(c) or § 240.14a-12 | |||
VOLCANO CORPORATION | ||||
| (Name of Registrant as Specified In Its Charter) | ||||
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| (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 computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | |||
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| 2. | Aggregate number of securities to which transaction applies:
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| 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):
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| 4. | Proposed maximum aggregate value of transaction:
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| 5. | Total fee paid: | |||
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| ¨ | Fee paid previously with preliminary materials. | |||
| ¨ | 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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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 23, 2012
| Voting items | ||||||||||||
| The Board of Directors recommends that you | ||||||||||||
| vote FOR the following: | ||||||||||||
| 1. | Election of Directors | |||||||||||
| Nominees | ||||||||||||
| 01 | R. Scott Huennekens | 02 Lesley H. Howe | 03 Ronald A. Matricaria | |||||||||
| The Board of Directors recommends you vote FOR the following proposal(s): | ||||||||||||
| 2. | To ratify, on an advisory (nonbinding) basis, the appointment of Eric J. Topol, M.D. to our Board of Directors to fill a vacancy in Class I, to hold office until the 2013 annual meeting of stockholders. | |||||||||||
| 3. | To ratify, on an advisory (nonbinding) basis, the appointment of Leslie V. Norwalk. to our Board of Directors to fill a vacancy in Class II, to hold office until the 2014 annual meeting of stockholders. | |||||||||||
| 4. | To ratify the selection of KPMG LLP as the independent registered public accounting firm of Volcano Corporation for the fiscal year ending December 31, 2012. | |||||||||||
| 5 | To approve to following resolution: RESOLVED, that Volcano’s stockholders approve, on an advisory basis, the compensation of the named executive officers, as disclosed in Volcano’s Proxy Statement for the 2012 Annual Meeting of Stockholders pursuant to the compensation disclosure rules of the SEC, including the Compensation Discussion and Analysis, the related compensation tables and the narrative disclosure to those tables.
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NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting.
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