Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
07 May 2024 - 6:15AM
Edgar (US Regulatory)
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 |
Aspen
Aerogels, 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
all boxes that apply):
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 14a-6(i)(1) and 0-11 |
Aspen Aerogels, Inc.
30 Forbes Road, Building
B
Northborough,
Massachusetts 01532
SUPPLEMENT DATED MAY 6,
2024
TO PROXY STATEMENT
DATED APRIL 10, 2024
FOR THE
ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD MAY 30,
2024
On April 10, 2024, Aspen Aerogels, Inc. (the
“Company”) filed a definitive proxy statement (the “Proxy Statement”) with the Securities and Exchange Commission
for the Company’s Annual Meeting of Stockholders scheduled for May 30, 2024 (the “Annual Meeting”). The Company is filing
this supplement to its Proxy Statement solely to correct an inadvertent error in the number of shares of common stock outstanding as of
the close of business on April 3, 2024, the record date for the Annual Meeting (the “Record Date”), as previously disclosed
in the Proxy Statement.
The number of shares of the Company’s
common stock outstanding on the Record Date reported in the Proxy Statement inadvertently included 679,796 shares of restricted stock
that had previously been cancelled or forfeited.
The correct number of shares outstanding on
the Record Date is 76,082,328, all of which are entitled to vote at the Annual Meeting. Accordingly, the references to 76,762,124 shares
of common stock on pages 4 and 10 of the Proxy Statement are hereby replaced with 76,082,328 shares of common stock.
The correction of the number of shares outstanding at the close of
business on the Record Date had no effect on the beneficial ownership percentages as reported in the Proxy Statement in the table under
the heading “Security Ownership of Certain Beneficial Owners and Management,” except as follows: (i) all directors and current
executive officers as a group held 4.2% of the outstanding common stock as of the Record Date; and (ii) entities affiliated with Koch
Industries, Inc. held 24.7% of the outstanding common stock as of the Record Date.
This supplement does not modify, change, amend,
supplement or otherwise affect any of the other disclosures contained in the Proxy Statement.
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