- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
02 Abril 2012 - 1:26PM
Edgar (US Regulatory)
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
¨
Check the
appropriate box:
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Preliminary Proxy Statement
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CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(E)(2))
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Definitive Proxy Statement
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x
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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RAYONIER 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):
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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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):
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(4)
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Proposed maximum aggregate value of transaction:
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Fee paid previously with preliminary materials.
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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.
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(1)
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Amount Previously Paid:
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(2)
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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
Shareholder Meeting to Be Held on May 17, 2012
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RAYONIER
INC.
RAYONIER INC.
ATTN: W. Edwin Frazier, III
1301 Riverplace Blvd.
Suite 2300
JACKSONVILLE, FL 32207
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Meeting Information
Meeting Type:
Annual Meeting
For holders as
of:
March 19, 2012
Date:
May 17,
2012
Time:
4:00 PM EDT
Location:
Crowne Plaza
Hotel
1201 Riverplace Boulevard
Jacksonville, FL 32207
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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.
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See the reverse side of this notice to obtain proxy materials
and voting instructions.
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Before You
Vote
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE:
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1. Annual
Report 2. Notice & Proxy Statement
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How to View Online:
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Have the information that is printed in the box marked
by the arrow
(located on the following page) and visit:
www.proxyvote.com.
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How to Request and Receive a PAPER or E-MAIL
Copy:
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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:
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1)
BY INTERNET
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www.proxyvote.com
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2)
BY TELEPHONE
:
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1-800-579-1639
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3)
BY E-MAIL*
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sendmaterial@proxyvote.com
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* 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.
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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 May 03, 2012 to facilitate timely delivery.
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How To
Vote
Please Choose One of the Following Voting Methods
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Vote In
Person:
Many shareholder 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.
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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.
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Vote By
Mail:
You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
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Voting items
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The Board of Directors recommends you vote FOR the following:
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1.
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Election of Directors
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Nominees
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1
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Richard D. Kincaid
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6
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Approval, in a non-binding vote, of the compensation of our named
executive officers as disclosed in the proxy statement
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2
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V. Larkin Martin
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3
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James H. Miller
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NOTE:
Properly executed proxies will be voted on
such other business as may properly come before the meeting or any adjournment thereof.
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4
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Thomas I. Morgan
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5
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Ronald Townsend
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The Board of Directors recommends you vote FOR
proposals 2 through 6.
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2
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Approval of an amendment to the Companys Amended and Restated
Articles of Incorporation to remove the boards classified structure
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3
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Approval of an amendment to the Companys Amended and Restated
Articles of Incorporation to increase the number of authorized common shares
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4
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Approval of an amendment to the Rayonier Incentive Stock Plan to
increase the number of shares available under the Plan
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5
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Reapproval of the material terms of performance-based awards under
the Rayonier Incentive Stock Plan
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