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  ☒
 
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
☒
Definitive Additional Materials
☐
Soliciting Material under §240.14a-12

Hillenbrand, 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 the appropriate box):
☒
No fee required.
☐
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
 
 
 
(1)
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)
Proposed maximum aggregate value of transaction:
 
 
 
 
(5)
Total fee paid:
 
 
 
 
 
☐
Fee paid previously with preliminary materials.
☐
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.:
 
 
 
 
(3)
Filing Party:
 
 
 
 
(4)
Date Filed:
 
 
 
*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on February 13, 2020
 
 
 
 
 
 
  
 
 
Meeting Information
  
HILLENBRAND,   INC.
 
  Meeting Type:  Annual Meeting
  
 
 
  For holders as of:  December 16, 2019
  
 
 
  Date:  February 13, 2020         Time:  10:00 AM EST
  


        
 

HILLENBRAND, INC.
ONE BATESVILLE BOULEVARD
BATESVILLE, IN 47006
 
  Location: 
Company Headquarters
One Batesville Boulevard
Batesville, Indiana 47006-7798
 
  
 
 
 
 
  
 
 
 
 
  
 
You are receiving this communication because you hold shares in the above named company.
 
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.
  
 
 
 
 
 
See the reverse side of this notice to obtain proxy materials and voting instructions.
 
 
0000433795_1     R1.0.1.18
 
 
 
Before You Vote
 
 
 
 
 
 
How to Access the Proxy Materials
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proxy Materials Available to VIEW or RECEIVE:
 
 
 
 
 
 
1. Notice & Proxy Statement          2. Annual Report
 
 
 
 
 
 
 
How to View Online:
 
 
 
Have the information that is printed in the box marked by the arrow  (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  (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 January 30, 2020 to facilitate timely delivery.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
How To Vote
 
 
 
 
 
 
Please Choose One of the Following Voting Methods
 
 
 
 
 
 
 
 
 
    
 
 
 
Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
 
 
 
 
    
 
 
 
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow  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.
 
 
 
 
 
 
 
 
 
0000433795_2     R1.0.1.18
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Voting items
 
 
 
 
 
 
 
The Board of Directors recommends you vote
 
 
 
 
 
 
 
FOR the following:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.
Election of Directors
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nominees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
01
Daniel C. Hillenbrand*
02
Thomas H. Johnson*
03
Neil S. Novich*
04
Joe A. Raver*
 
 
 
 
 
 
 
 
 
 
 
 
The Board of Directors recommends you vote FOR proposals 2, 3, and 4.
 
 
 
 
 
 
 
 
 
 
2.
To approve, by a non-binding advisory vote, the compensation paid by the Company to its Named Executive Officers.
 
 
 
 
 
 
 
 
 
 
 
 
3.
To approve the Company's proposed Restated and Amended Articles of Incorporation to, among other things, provide shareholders the right to unilaterally amend the Company's Amended and Restated Code of By-laws.
 
 
 
 
 
 
 
 
 
 
 
 
4.
To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2020.
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: Such other business as may properly come before the meeting or any adjournment thereof.
*Election of these Directors is for three-year terms expiring in 2023.
 
 
 
 
0000433795_3   R1.0.1.18
 
 
 


 
 
 
 
 
 
 
 
 
 
 
 
 
0000433795_4   R1.0.1.18