Oil-Dri Corp of America Files Additional Proxy Materials

TL;DR

ODC filed more proxy docs, shareholders need to check for updates before voting.

AI Summary

Oil-Dri Corporation of America filed a Definitive Additional Materials proxy statement on November 18, 2024. This filing relates to the company's proxy materials, indicating it's providing supplementary information to shareholders regarding a meeting or vote. The filing does not contain specific financial figures or proposals but serves as an addendum to previously distributed proxy statements.

Why It Matters

This filing indicates that Oil-Dri Corporation of America is providing further information to its shareholders, which could be important for upcoming voting decisions.

Risk Assessment

Risk Level: low — This is a routine administrative filing for proxy materials and does not contain new proposals or significant financial information that would typically impact stock price.

Key Players & Entities

• Oil-Dri Corporation of America (company) — Registrant
• 0000074046-24-000089 (filing_id) — Accession Number
• 20241118 (date) — Filing Date

FAQ

Key Financial Figures

• $0.10 — f the Company's Common Stock, par value $0.10 per share, from 15 million to 30 millio

Filing Documents

• defa14a-odcproxy2024.htm (DEFA14A) — 29KB
• 0000074046-24-000089.txt ( ) — 30KB

From the Filing

Document 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 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 Under 240.14a-12 Oil-Dri Corporation of America (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. o Fee paid previously with preliminary materials. o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. OIL-DRI CORPORATION OF AMERICA 410 North Michigan Avenue Suite 400 Chicago, Illinois 60611-4213 ______________ Supplement to the Proxy Statement Dated October 29, 2024 For the 2024 Annual Meeting of Stockholders To be held Wednesday, December 11, 2024 This Supplement to the Proxy Statement, dated November 18, 2024 (the "Supplement"), supplements the definitive proxy statement filed by Oil-Dri Corporation of America, a Delaware corporation (the "Company") with the U.S. Securities and Exchange Commission (the "SEC") on October 29, 2024 (the "Proxy Statement") and made available to the Company's stockholders in connection with the solicitation by the Company's Board of Directors of proxies to be voted at the virtual 2024 Annual Meeting of Stockholders (the "2024 Annual Meeting") to be held at 930 a.m., Central Time, on Wednesday, December 11, 2024, and at any postponements or adjournments thereof. Except as described below, this Supplement does not modify, amend, supplement, or otherwise affect the Proxy Statement. THE PROXY STATEMENT CONTAINS IMPORTANT INFORMATION AND THIS SUPPLEMENT SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT. This Supplement updates, and to the extent inconsistent therewith, supersedes, the disclosures in the Proxy Statement under " Commonly Asked Questions and Answers " to reflect that the New York Stock Exchange ("NYSE") has determined that Proposal 3 in the Proxy Statement, which seeks stockholder approval of an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of the Company's Common Stock, par value $0.10 per share, from 15 million to 30 million ("Proposal 3") in order to enable the Company to effect a 21 stock split in the form of a stock dividend, is a "routine" matter, eligible for discretionary voting by brokers and other nominees under NYSE rules. The Proxy Statement previously advised stockholders that Proposal 3 is a "non-routine" matter. Pursuant to NYSE rules, if you hold your shares through a broker or other nominee (i.e., in "street name") and do not instruct such broker or other nominee on how to vote your shares, your broker or other nominee is not permitted to vote your shares in its discretion on "non-routine" matters as determined by the NYSE but is permitted to vote your shares in its discretion on "routine" matters as determined by the NYSE. Accordingly, because Proposal 3 has been designated as a "routine" matter, if your shares are held in street name and you do not submit voting instructions, under NYSE rules, your broker or other nominee can vote your shares on Proposal 3. In addition to the foregoing, this Supplement also updates, and to the extent inconsistent therewith, supersedes, certain disclosures in the Proxy Statement to clarify the voting standard with respect to Proposal 3 and to correct scrivener's errors in certain dates on pages 21 and 22 of the Proxy Statement. The penultimate paragraph of the answer to question 9 titled How do I cast my vote on page 5 of the Proxy Statement is hereby revised in its entirety to read as follows 1 "If you are a beneficial stockholder (see Question 6 "Who is entitled to vote at the 2024 Annual Meeting" above for more information), you must provide instructions to your bank, broker or other nominee as to how your shares should be voted. Your bank, broker or other nominee will usually provide you with the appropriate voting instruction form at the time you receive this Proxy Statement. The availability of telephone and Internet voting for beneficial owners of shares held in "street name" will depend on your bank, broker or other nominee. We recommend that you follow the voting instructions on the materials you receive from that entity. Your shares may be voted on certain matters even if you do not provide voting instructions because banks, brokers and nominees generally have the authority under New York Stock Exchange ("NYSE") rules to vote on "routine matters." The proposals to ratify the appointment of our independent auditor and the

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