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

 

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

 

INDEPENDENCE HOLDING COMPANY
(Name of Registrant as Specified In Its Charter)

 

 

(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.
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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)

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  (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)

Amount Previously Paid:

 

  (2)

Form, Schedule or Registration Statement No.:

 

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on November 10, 2020.INDEPENDENCE HOLDING COMPANYINDEPENDENCE HOLDING COMPANY 96 CUMMINGS POINT ROAD STAMFORD, CT 06902 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 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. D23816-P44233

 

 

 

 

 

 

Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT ANNUAL REPORT How to View Online: Have the information that is printed in the box marked by the arrow 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 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: 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 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 as instructed above on or before October 27, 2020 to facilitate timely delivery. Vote By Internet: Before The Meeting: Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. During The Meeting: Go to www.virtualshareholdermeeting.com/IHC2020. Have the information that is printed in the box marked by the arrow 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.

 

 

 

 

 

 

Voting Items The Board of Directors recommends you vote FOR the following: 1. Election of Directors Nominees: 01) Larry R. Graber 06) Steven B. Lapin 02) Teresa A. Herbert 07) Ronald I. Simon 03) David T. Kettig 08) James G. Tatum 04) Allan C. Kirkman 09) Roy T.K. Thung 05) John L. LaheyThe Board of Directors recommends you vote FOR the following proposals: 2. To ratify the appointment of RSM US LLP as IHC's independent registered public accounting firm for the fiscal year ending December 31, 2020.3. Approve, by a non-binding advisory vote, the compensation of Independence Holding Company's named executive officers.4. Approve the amendments to the Independence Holding Company 2016 Stock Incentive Plan.NOTE: Transact any other business that may properly come before the meeting. D23818-P44233

 

 

 

 

 

 

D23819-P44233

 

 

 

 

 

INDEPENDENCE HOLDING COMPANY 96 CUMMINGS POINT ROAD STAMFORD, CT 06902 VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you access the website and follow the instructions to obtain your records and to create an electronic voting instruction form. During The Meeting -Go to www.virtualshareholdermeeting.com/IHC2020 You may attend the meeting via the Internet and vote during the meeting. Have the information that is printed in the box below marked by the arrow available and follow the instructions. VOTE BY PHONE - 1-800-690-6903 Use any touch-tone telephone to transmit your voting instructions up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. D23798-P44233 INDEPENDENCE HOLDING COMPANY For Withhold For All To withhold authority to vote for any individual All All Except nominee(s), mark "For All Except" and write the The Board of Directors recommends you vote FOR number(s) of the nominee(s) on the line below. the following: ! ! ! 1. Election of Directors Nominees: 01) Larry R. Graber 06) Steven B. Lapin 02) Teresa A. Herbert 07) Ronald I. Simon 03) David T. Kettig 08) James G. Tatum 04) Allan C. Kirkman 09) Roy T.K. Thung 05) John L. LaheyThe Board of Directors recommends you vote FOR the following proposals: For Against Abstain 2. To ratify the appointment of RSM US LLP as IHC's independent registered public accounting firm for the fiscal year ending December 31, 2020. ! ! !3. Approve, by a non-binding advisory vote, the compensation of Independence Holding Company's named executive officers. ! ! !4. Approve the amendments to the Independence Holding Company 2016 Stock Incentive Plan. ! ! !NOTE: Transact any other business that may properly come before the meeting. Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by an authorized officer.INDEPENDENCE HOLDING COMPANY ANNUAL STOCKHOLDERS' MEETING NOVEMBER 10, 2020PLEASE SEE REVERSE SIDE FOR VOTING INSTRUCTIONSImportant Notice Regarding the Availability of Proxy Materials for the Annual Meeting: The Notice and Proxy Statement and Annual Report are available at www.proxyvote.com. D23799-P44233

 

 

 

 

 

 

REVOCABLE PROXY INDEPENDENCE HOLDING COMPANY ANNUAL MEETING OF STOCKHOLDERS NOVEMBER 10, 2020, 10:00 AM EASTERN TIME THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORSThe undersigned stockholder of Independence Holding Company (the "Company") hereby appoints Teresa A. Herbert and Loan T. Nisser, and each or either of them, the true and lawful proxies, agents and attorneys of the undersigned, each with full power to act without the other and with full power of substitution to vote all shares of the Company which the undersigned would be entitled to vote if personally present at the Annual Meeting of Stockholders of the Company to be held on Tuesday, November 10, 2020 at 10:00 AM Eastern Time, at www.virtualshareholdermeeting.com/IHC2020 and at any adjournment or postponement thereof. The shares represented by this proxy card will be voted as directed on the reverse side. If no direction is given and the proxy card is validly executed, the shares will be voted FOR proposals 1, 2, 3 and 4. Continued and to be signed on reverse side

 

 

 

 

 

 

 

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