ENERGIZER HOLDINGS INC
For the period ended Jan 24, 2025. Filed Dec 12, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jan 24, 2025 · Filed Dec 12, 2024
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TABLE OF CONTENTS
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Information Required in Proxy Statement
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 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)) |
| x | Definitive Proxy Statement |
| o | Definitive Additional Materials |
| o | Soliciting Material Pursuant to §240.14a-12 |
ENERGIZER HOLDINGS, INC.
(Name of the 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 |
A LETTER TO OUR SHAREHOLDERS
December 12, 2024
Dear Shareholder:
On behalf of the Board of Directors and our senior management team, we are pleased to invite you to attend Energizer’s Annual Meeting of Shareholders on Friday, January 24, 2025 at 8:00 a.m. CT atwww.virtualshareholdermeeting.com/ENR2025. To enable shareholder participation from any location, the 2025 Annual Meeting will be held exclusively online.
Fiscal 2024 was a year of many achievements for Energizer. We are pleased that our financial results met or exceeded the fiscal year outlook we provided in November 2023. We are also very excited about our investment in innovation, as we believe that innovation is a key component of our growth. In fiscal 2024, we introduced the world’s first 3-in-1 Child Shield™ system for batteries, designed with secure packaging, bitter taste to deter ingestion and new Color Alert technology that is activated when it comes into contact with saliva. And in auto care, we are excited to introduce the Armor All® Podium Series, developed in partnership with Oracle Red Bull Racing, which includes a full portfolio of premium automotive appearance and air freshener products.
Energizer will never stop improving and we are always looking for ways to further optimize our business and serve our customers and consumers globally. The foundational improvements we’ve made across our business are delivering results and give us confidence that the strategic priorities and choices we’ve made are propelling Energizer toward a bright future.
Your vote is important. Whether or not you plan to attend the Annual Meeting of Shareholders, please vote as soon as possible. You may vote your proxy on the Internet, by telephone, or if this Proxy Statement was mailed to you, by completing and mailing the enclosed traditional proxy card. Please review the instructions on the proxy card or the electronic proxy material delivery notice regarding each of these voting options.
We thank you for the opportunity to continue serving you and Energizer.
Sincerely,
| Patrick J. MooreIndependent Chairman | Mark S. LaVignePresident and Chief Executive Officer |
NOTICE OF 2025 ANNUAL SHAREHOLDERS’ MEETING
TIME 8:00 a.m., Central Time
HOW TO ATTENDTo provide opportunity for increased shareholder and employee attendance, the 2025 Annual Shareholders’ Meeting will be virtual and held online via a live audio webcast at www.virtualshareholdermeeting.com/ENR2025. Please see our Proxy Statement for additional information regarding accessing the meeting.
AVAILABILITY OF MATERIALSOur Proxy Statement and 2024 Annual Report are available at www.proxyvote.com.* We commenced mailing and are making available this Proxy Statement on December 12, 2024.* Web links throughout this document are provided for convenience only. Information from the Energizer website is not incorporated by reference into this proxy statement.
YOUR VOTE IS IMPORTANT
To make sure your shares are represented, please cast your vote as soon as possible in one of the following ways:
INTERNETVote online at www.proxyvote.com.
TELEPHONEVote by phone by calling (800) 690-6903.
MAILIf you have received a printed version of these proxy materials, you may vote by mail.
AT THE MEETINGSee our Proxy Statement for additional details on how to attend.
ITEMS OF BUSINESS
Election of the 9 director nominees named in this Proxy Statement
Ratification of the selection of our independent registered public accounting firm for fiscal 2025
Non-binding, advisory vote to approve executive compensation
To vote on a shareholder proposal regarding a director election resignation governance policy if properly presented at the meeting
The Board recommends that you vote“FOR” each director nominee included in Proposal 1,“FOR” Proposals 2 and 3, and“AGAINST”Proposal 4. The full text of these proposals is set forth in the accompanying Proxy Statement.
Further information on the process for, and deadlines applicable to, voting, attending the meeting and appointing a proxy is set forth in“Additional Information—Voting Procedures” in the Proxy Statement.
By order of the Board of Directors,
KATHRYN A. DUGAN
General Counsel and Corporate Secretary
December 12, 2024
Energizer Holdings, Inc. 2024 Proxy Statement i
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.