DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No.     )

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Filed by a Party other than the Registrant ☐

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   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 Pursuant to §240.14a-12

CHIPOTLE MEXICAN GRILL, INC.

(Name of Registrant as Specified in its Charter)

 

      

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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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 21, 2019.

 

                    CHIPOTLE MEXICAN GRILL, INC.

 

 

 

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CHIPOTLE MEXICAN GRILL, INC.

610 NEWPORT CENTER DR.

NEWPORT BEACH, CA 92660

 

 

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Meeting Information

 

 
  Meeting Type:          Annual Meeting  
 
 

 

For holders as of:    March 26, 2019

 
 
 

 

Date: May 21, 2019   Time: 8:00 A.M., Pacific Time

 
   
 

 

Location:

  Hyatt Regency Newport Beach  
    1107 Jamboree Road  
      Newport Beach, CA 92660  

You are receiving this communication because you hold shares in the company named above.

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.

 

 


  

—  Before You Vote  —

How to Access the Proxy Materials

 

  

 

Proxy Materials Available to VIEW or RECEIVE:

 

COMBINED PROXY STATEMENT              ANNUAL REPORT

 

How to View Online:

 

Have the information that is printed in the box marked by the arrow LOGO (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 LOGO (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 May 7, 2019 to facilitate timely delivery.

 

  

 

—  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.

 

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 LOGO (located on the following page) 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.

 

SHAREHOLDER MEETING REGISTRATION

To register to attend the meeting, go to the “Register for Meeting” link at www.proxyvote.com. Please refer to the Proxy Statement for additional information regarding admission procedures at the meeting.

 


Voting Items         

The Board of Directors recommends you vote FOR

the following:

 

  1.

Election of Ten Directors

 

        

Nominees:

 

   
    01)   Al Baldocchi   06)   Robin Hickenlooper
    02)   Paul Cappuccio   07)   Scott Maw
    03)   Steve Ells   08)   Ali Namvar
    04)   Patricia Fili-Krushel   09)   Brian Niccol
    05)   Neil Flanzraich   10)   Matthew Paull
 

 

The Board of Directors recommends you vote FOR the following proposals:

 

  2.

An advisory vote to approve the compensation of our executive officers as disclosed in the proxy statement (“say-on-pay”).

 

  3.

Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2019.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

 

 

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