PRSS 2018 Proxy Statement

7 vote on executive compensation), Proposal 4 (advisory vote on the frequency of the advisory vote on executive compensation) and any other business that is properly proposed at the Annual Meeting of Stockholders, are not considered routine matters, and without your instruction, your broker cannot vote your shares regarding these matters. If your broker returns a proxy card but does not vote your shares, this results in a “broker non-vote.” Broker non-votes will be counted as present for determining a quorum. However, as brokers do not have discretionary authority to vote on Proposal 1, Proposal 3, Proposal 4 or on any other business that is properly proposed at the Annual Meeting of Stockholders, broker non-votes will not be counted for determining the number of votes cast on Proposal 1, Proposal 3, Proposal 4 or on any other business that is properly proposed at the Annual Meeting of Stockholders. Solicitation of Proxies We will pay the cost of making the proxy materials available to our stockholders, as well as printing and mailing proxy materials to those stockholders who request paper copies. In addition to the solicitation of proxies by mail, solicitation may be made by our directors, officers and other employees by personal interview, telephone or facsimile. No additional compensation will be paid to these persons for solicitation. At this time, we have not engaged a proxy solicitor. If we do engage a proxy solicitor, we will pay the customary costs associated with such engagement. We will reimburse brokerage firms and others for their reasonable expenses in forwarding solicitation materials to beneficial owners of our common stock. Important Please promptly vote via the Internet or, for those who receive paper copies of the proxy materials, by telephone or by signing, dating and returning the proxy card so that your shares can be voted. This will not limit your rights to attend or vote at the Annual Meeting of Stockholders.