PRSS 2018 Proxy Statement
5 CAFEPRESS INC. PROXY STATEMENT INFORMATION CONCERNING VOTING AND SOLICITATION This Proxy Statement is being furnished to you in connection with the solicitation by the Board of Directors of CafePress Inc., a Delaware corporation, or the Board, of proxies to be used at our 2018 Annual Meeting of Stockholders and any adjournments or postponements thereof. Our 2018 Annual Meeting of Stockholders will be held at Frost Brown Todd LLC, 400 West Market Street, 32nd Floor, Louisville, KY 40202, beginning at 2:00 p.m., Eastern Time on May 8, 2018. This Proxy Statement and the form of proxy are being made available or mailed to stockholders on or about March 26, 2018. References to “the Company,” “we,” “us” or “our” throughout this Proxy Statement mean CafePress Inc. Appointment of Proxy Holders The Board asks you to appoint Phillip L. Milliner and Ekumene M. Lysonge as your proxy holders to vote your shares at the 2018 Annual Meeting of Stockholders. You may make this appointment by using one of the voting methods described below or by returning the proxy card if you received a paper copy of the proxy materials. If appointed by you, the proxy holders will vote your shares as you direct on the matters described in this Proxy Statement. In the absence of your direction, they will vote your shares as recommended by the Board. Unless you otherwise indicate on the proxy card, you also authorize your proxy holders to vote your shares on any matters not known by the Board at the time this Proxy Statement was made available to you and which, under our bylaws, may be properly presented for action at the Annual Meeting of Stockholders. Who Can Vote Only stockholders who owned shares of our common stock at the close of business on March 12, 2018, the record date for the Annual Meeting of Stockholders, can vote at the Annual Meeting of Stockholders. As of the close of business on March 12, 2018, we had 16,950,353 shares of common stock outstanding and entitled to vote. Each holder of common stock is entitled to one vote for each share held as of March 12, 2018. There is no cumulative voting in the election of directors. Notice of Internet Availability This year we are mailing a notice of availability over the Internet (the “Notice of Internet Availability”) of the proxy materials to our stockholders. The Notice of Internet Availability contains instructions on how to access our proxy materials and form of proxy on the Internet, as well as instructions on obtaining a paper copy. This process will allow us to reduce our costs to print and distribute our proxy materials as a full set of paper proxy materials will not be mailed to each stockholder. If you received the Notice of Internet Availability only and would like to receive a paper copy of the proxy materials, please follow the instructions printed on the Notice of Internet Availability to request that a paper copy be mailed to you. All stockholders who have previously requested to receive a paper copy of the materials, will receive a full set of paper proxy materials by U.S. mail. How You Can Vote You may vote your shares in one of several ways, depending upon how you own your shares. • By Internet . Stockholders of record may vote or submit proxies by following the Internet voting instructions on the Notice of Internet Availability or, if they received paper copies in the mail of the proxy materials, as described in the proxy card. Most stockholders who hold shares beneficially in street name may provide voting instructions by accessing the website specified on the voting instruction form provided by their brokers, banks or nominees rather than following the instructions on the Notice of Internet Availability and proxy card. Please check the voting instruction form for Internet voting availability. Please be aware that if you vote over the Internet, you may incur costs such as Internet access charges for which you will be responsible. The deadline for Internet voting is 11:59 p.m., Eastern Daylight Time, the day before the meeting date. • Voting by Telephone. Stockholders of record who received paper copies in the mail of the proxy materials, may vote by following the telephone voting instructions on the proxy cards. Most stockholders who hold shares beneficially in street name may provide voting instructions by telephone by calling the number specified on the voting instruction form provided by
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