BRIGHT HORIZONS FAMILY SOLUTIONS INC
For the period ended Jun 5, 2024. Filed Apr 25, 2024.
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Jun 5, 2024 · Filed Apr 25, 2024
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Contents
Appendix A
Russell MidCap Growth Index Constituents
as of December 31, 2023
| 10X Genomics Inc Class A | Dexcom Inc | KKR And Co Inc | Sarepta Therapeutics Inc |
|---|---|---|---|
| A O Smith Corp | Dicks Sporting Inc | Lamar Advertising Company Class | SBA Communications REIT Corp |
| Advanced Drainage Systems Inc | Docusign Inc | Lamb Weston Holdings Inc | Scotts Miracle Gro |
| AES Corp | Dominos Pizza Inc | Landstar System Inc | Sealed Air Corp |
| Agilent Technologies Inc | Donaldson Inc | Lattice Semiconductor Corp | Sentinelone Inc Class A |
| Agilon Health | Doordash Inc Class A | Liberty Broadband Corp Series A | Service Corp |
| Albertsons Company Inc Class A | Doubleverify Holdings Inc | Liberty Broadband Corp Series C | Shift4 Payments Inc Class A |
| Align Technology Inc | Doximity Inc Class A | Lincoln Electric Holdings Inc | Shockwave Medical Inc |
| Allegion Plc | Draftkings Inc Class A | Lincoln National Corp | Simon Property Group REIT Inc |
| Allegro Microsystems Inc | Dropbox Inc Class A | Live Nation Entertainment Inc | Siteone Landscape Supply Inc |
| Allison Transmission Holdings Inc | Dynatrace Inc | LPL Financial Holdings Inc | Skechers USA Inc Class A |
| Alnylam Pharmaceuticals Inc | Eagle Materials Inc | Lyft Inc Class A | SLM Corp |
| Alteryx Inc Class A | eBay Inc | Manhattan Associates Inc | Smartsheet Inc Class A |
| American Airlines Group Inc | Elastic Nv | Maplebear Inc | Sotera Health Company |
| Ameriprise Finance Inc | EMCOR Group Inc | Maravai Lifesciences Holdings Inc | Spirit Aerosystems Inc Class A |
| Amphenol Corp Class A | Encompass Health Corp | Marketaxess Holdings Inc | Splunk Inc |
| Ansys Inc | Enphase Energy Inc | Masimo Corp | Spotify Technology Sa |
| Antero Midstream Corp | Entegris Inc | Match Group Inc | Sun Communities Reit Inc |
| APA Corp | Epam Systems Inc | Medpace Holdings Inc | Tandem Diabetes Care Inc |
| Apellis Pharmaceuticals Inc | Equifax Inc | Mettler Toledo Inc | Tapestry Inc |
| Apollo Global Management Inc | Equitable Holdings Inc | Microchip Technology Inc | Targa Resources Corp |
| Applovin Corp Class A | Equity Lifestyle Properties REIT | Molina Healthcare Inc | Tempur Sealy International Inc |
| Arch Capital Group Ltd | Etsy Inc | MongoDB Inc Class A | Teradata Corp |
| Ardagh Metal Packaging Sa | Euronet Worldwide Inc | Monolithic Power Systems Inc | Teradyne Inc |
| Ares Management Corp Class A | Everest Group Ltd | Morningstar Inc | Tetra Tech Inc |
| Armstrong World Industries Inc | Exact Sciences Corp | MSA Safety Inc | Texas Pacific Land Corp |
| Arthur J Gallagher | Exelixis Inc | MSCI Inc | Texas Roadhouse Inc |
| Avery Dennison Corp | Expedia Group Inc | Murphy USA Inc | TKO Group Holdings Inc Class A |
| Avis Budget Group Inc | Expeditors International | Natera Inc | Toast Inc Class A |
| Axalta Coating Systems Ltd | Factset Research Systems Inc | Ncino Inc | TopBuild Corp |
| Axon Enterprise Inc | Fair Isaac Corp | NetApp Inc | Toro |
| Bentley Systems Inc Class B | Fastenal | Neurocrine Biosciences Inc | TPG Inc Class A |
| Best Buy Co Inc | Ferguson Plc | New Fortress Energy Inc Class A | Tractor Supply |
| Bio Techne Corp | First Citizens Bancshares Inc | Nexstar Media Group Inc | Trade Desk Inc Class A |
| BioMarin Pharmaceutical Inc | Five Below Inc | Norwegian Cruise Line Holdings Ltd | Tradeweb Markets Inc Class A |
| Birkenstock Holding Plc | Five9 Inc | Novocure Ltd | Trane Technologies Plc |
| BJ’s Wholesale Club Holdings Inc | Fleetcor Technologies Inc | Nu Holdings Ltd Class A | Transdigm Group Inc |
| Block Inc Class A | Floor Decor Holdings Inc Class A | Nutanix Inc Class A | Travel Leisure |
| Blue Owl Capital Inc Class A | FMC Corp | NVR Inc | Trex Inc |
| Booz Allen Hamilton Holding Corp C | Freshpet Inc | Okta Inc Class A | Twilio Inc Class A |
| Boston Beer Inc Class A | FTI Consulting Inc | Old Dominion Freight Line Inc | Tyler Technologies Inc |
| Bright Horizons Family Solutions | Gartner Inc | Ollies Bargain Outlet Holdings Inc | U Haul Holding |
| Brighthouse Financial Inc | Gen Digital Inc | ONEOK Inc | U Haul Non Voting Series N |
| Broadridge Financial Solutions Inc | Genpact Ltd | Otis Worldwide Corp | Ubiquiti Inc |
| Brown & Brown Inc | Ginkgo Bioworks Holdings Inc | Ovintiv Inc | UDR Reit Inc |
| Brown Forman Corp Class A | Gitlab Inc Class A | Palantir Technologies Inc Class A | Uipath Inc Class A |
| Brown Forman Corp Class B | Globant Sa | Paychex Inc | Ulta Beauty Inc |
| Bruker Corp | Globus Medical Inc Class A | Paycom Software Inc | Ultragenyx Pharmaceutical Inc |
| Brunswick Corp | Godaddy Inc Class A | Paycor HCM Inc | United Rentals Inc |
| Burlington Stores Inc | Graco Inc | Paylocity Holding Corp | Unity Software Inc |
| BWX Technologies Inc | Grand Canyon Education Inc | Pegasystems Inc | Universal Display Corp |
| Cable One Inc | Graphic Packaging Holding | Peloton Interactive Class A Inc | UWM Holdings Corp Class A |
| Caesars Entertainment Inc | H&R Block Inc | Penumbra Inc | Vail Resorts Inc |
| Cardinal Health Inc | Halliburton | Performance Food Group | Valmont Inds Inc |
| CarMax Inc | Hashicorp Inc Class A | Pinterest Inc Class A | Valvoline Inc |
| Caseys General Stores Inc | Heico Corp | Planet Fitness Inc Class A | Veeva Systems Inc Class A |
| Cava Group Inc | Heico Corp Class A | Playtika Holding Corp | Verisign Inc |
| CDW Corp | Hess Corp | Polaris Inc | Verisk Analytics Inc |
| Celsius Holdings Inc | Hilton Worldwide Holdings Inc | Pool Corp | Vertiv Holdings Class A |
| Cencora Inc | Houlihan Lokey Inc Class A | PPG Industries Inc | Victoria S Secret |
| Ceridian HCM Holding Inc | HP Inc | Primerica Inc | Vistra Corp |
| Certara Inc | Hubbell Inc | Procore Technologies Inc | Vontier Corp |
| C.H. Robinson Worldwide Inc | Hubspot Inc | PTC Inc | Vulcan Materials |
| Chargepoint Holdings Inc Class A | Icon Plc | Pure Storage Inc Class A | Waters Corp |
| 2024 Proxy Statement | | | APP-1 |
| Chemed Corp | IDEX Corp | Quanta Services Inc | Watsco Inc |
|---|---|---|---|
| Cheniere Energy Inc | IDEXX Laboratories Inc | RB Global Inc | Wayfair Inc Class A |
| Choice Hotels International Inc | Illumina Inc | Renaissancere Holding Ltd | Wendys |
| Church And Dwight Inc | Incyte Corp | Repligen Corp | West Pharmaceutical Services Inc |
| Churchill Downs Inc | Informatica Inc Class A | Resmed Inc | Western Union |
| Cintas Corp | Inspire Medical Systems Inc | RH | WEX Inc |
| Clorox | Insulet Corp | Ringcentral Inc Class A | Williams Sonoma Inc |
| Cloudflare Inc Class A | Ionis Pharmaceuticals Inc | RLI Corp | Willis Towers Watson Plc |
| Confluent Inc Class A | IQVIA Holdings Inc | Roblox Corp Class A | Willscot Mobile Mini Holdings |
| Copart Inc | Iridium Communications Inc | Rocket Companies Inc Class A | Wingstop Inc |
| Costar Group Inc | Iron Mountain Inc | Rockwell Automation Inc | WW Grainger Inc |
| Coupang Inc Class A | Jabil Inc | Roivant Sciences Ltd | Wyndham Hotels Resorts Inc |
| Crocs Inc | Jack Henry And Associates Inc | Roku Inc Class A | Wynn Resorts Ltd |
| Crowdstrike Holdings Inc Class A | Jazz Pharmaceuticals Plc | Rollins Inc | XP Class A Inc |
| Darden Restaurants Inc | J.B. Hunt Transport Services Inc | Ross Stores Inc | Xylem Inc |
| Datadog Inc Class A | Karuna Therapeutics Inc | Royal Caribbean Group Ltd | Yeti Holdings Inc |
| Davita Inc | KBR Inc | RPM International Inc | Yum Brands Inc |
| Deckers Outdoor Corp | Keysight Technologies Inc | Ryan Specialty Holdings Inc Class | Zebra Technologies Corp Class A |
| Delta Air Lines Inc | Kinsale Capital Group Inc | Saia Inc | Zoominfo Technologies Inc |
| Zscaler Inc | |||
- Source: Zacks Investment Research, Inc. Used with permission. All rights reserved. Copyright 1980-2024.
| APP-2 | | | Bright Horizons |
|---|
BRIGHT HORIZONS FAMILY SOLUTIONS INC. C/O CORPORATE SECRETARY 2 WELLS AVENUE NEWTON, MA 02459 SCAN TO VIEW MATERIALS & VOTE VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time on June 4, 2024. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form. During The Meeting - Go to www.virtualshareholdermeeting.com/BFAM2024 You may attend the meeting via the Internet and vote during the meeting. Have the information that is printed in the box 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 on June 4, 2024. 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. Your proxy card must be received before the Annual Meeting in order for your vote to be counted. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: V43831-P08300 KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY BRIGHT HORIZONS FAMILY SOLUTIONS INC. The Board of Directors recommends you vote FOR all the listed director nominees: 1. Election of four Class II directors each for a term of three years: Nominees: For Against Abstain For Against Abstain 1a. Julie Atkinson 1b. Jordan Hitch 1c. Laurel J. Richie 1d. Mary Ann Tocio 5. To approve an amendment to the Companys Certificate of Incorporation to provide for the exculpation of officers as permitted by Delaware law. 6. To approve an amendment to the Companys Certificate of Incorporation to add a federal forum selection provision and update and clarify the Delaware forum selection provision. 7. To approve miscellaneous amendments to the Companys Certificate of Incorporation. The Board of Directors recommends you vote FOR the following proposals: For Against Abstain 2. To approve, on an advisory basis, the 2023 compensation paid by the Company to its Named Executive Officers. 3. To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024. 4. To approve an amendment to the Companys Certificate of Incorporation to declassify the Board of Directors. NOTE: In their discretion, the proxies may consider and vote on any other business properly brought before the meeting or any adjournment or postponement thereof. 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 authorized officer. Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date
Bright Horizons Family Solutions Inc. 2024 Annual Meeting of Shareholders Wednesday, June 5, 2024 8:00 A.M. (Eastern Time) www.virtualshareholdermeeting.com/BFAM2024 Important Notice Regarding the Availability of Proxy Materials for the 2024 Annual Meeting:The Annual Report on Form 10-K, Notice and Proxy Statement are available at www.proxyvote.com. V43832-P08300 BRIGHT HORIZONS FAMILY SOLUTIONS INC. 2024 Annual Meeting of Shareholders June 5, 2024 8:00 A.M. (Eastern Time) This proxy is solicited by the Board of Directors The shareholder(s) hereby appoint(s) Stephen H. Kramer, John G. Casagrande and Elizabeth J. Boland, or any of them, as proxies, each with the power to appoint his/her substitute, and hereby authorize(s) them to represent and to vote, as designated on the reverse side of this ballot, all of the shares of common stock of BRIGHT HORIZONS FAMILY SOLUTIONS INC. that the shareholder(s) is/are entitled to vote at the Annual Meeting to be held virtually at www.virtualshareholdermeeting.com/BFAM2024 on Wednesday, June 5, 2024 at 8:00 A.M. (Eastern Time), and any adjournment or postponement thereof. Shareholders of record at the close of business on April 8, 2024 are entitled to notice of, and entitled to vote at the Annual Meeting and any adjournments or postponements thereof. This proxy, when properly executed, will be voted in the manner directed herein. If no such direction is made, this proxy will be voted in accordance with the Board of Directors' recommendations. The proxies are hereby authorized to vote, in their discretion and to the extent permitted by applicable law or rule, on such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof. The Board of Directors recommends a vote FOR the election of all director nominees and FOR Proposals 2, 3, 4, 5, 6 and 7. Continued and to be signed on reverse side
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