APPLE INC.
1 Infinite LoopCupertino, California 95014NOTICE OF 2010 ANNUAL MEETING OF SHAREHOLDERSFebruary 25, 201010:00 a.m. Pacific Standard Time
To the shareholders of Apple Inc.:Notice is hereby given that the 2010 annual meeting of shareholders (the “
 Annual Meeting
”) of Apple Inc., aCalifornia corporation (the “
Company
”), will be held on Thursday, February 25, 2010 at 10:00 a.m. PacificStandard Time, in Building 4 of the Company’s principal executive offices located at the address shown abovefor the following purposes, as more fully described in the accompanying proxy statement (the “
ProxyStatement 
”):1. To elect the Company’s Board of Directors (the
 Board 
”). The Board intends to present for election thefollowing seven nominees, all of whom are current directors of the Company: William V. Campbell,Millard S. Drexler, Albert A. Gore, Jr., Steven P. Jobs, Andrea Jung, Arthur D. Levinson, Ph.D. andJerome B. York;2. To approve amendments to the Company’s 2003 Employee Stock Plan;3. To approve amendments to the Company’s 1997 Director Stock Option Plan;4. To hold an advisory vote on executive compensation;5. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered publicaccounting firm for 2010;6. To consider two shareholder proposals, if properly presented at the Annual Meeting; and7. To transact such other business as may properly come before the Annual Meeting and anypostponement(s) or adjournment(s) thereof.Only shareholders of record as of the close of business on December 28, 2009 are entitled to receive noticeof, to attend, and to vote at, the Annual Meeting.The Company is pleased to continue to take advantage of the Securities and Exchange Commission (the
SEC 
”) rules that allow issuers to furnish proxy materials to their shareholders on the Internet. The Companybelieves these rules allow it to provide you with the information you need while lowering the costs of deliveryand reducing the environmental impact of the Annual Meeting.You are cordially invited to attend the Annual Meeting in person. However, to ensure that your vote iscounted at the Annual Meeting, please vote as promptly as possible.Sincerely, / 
S
 / D. B
RUCE
S
EWELL
D. Bruce Sewell
Senior Vice President,General Counsel and Secretary
Cupertino, CaliforniaJanuary 12, 2010
 
APPLE INC.
1 Infinite LoopCupertino, California 95014PROXY STATEMENTFOR2010 ANNUAL MEETING OF SHAREHOLDERSGENERAL INFORMATIONWhy am I receiving these materials?
The Company has made these materials available to you on the Internet or, upon your request, has deliveredprinted versions of these materials to you by mail, in connection with the Company’s solicitation of proxies foruse at the Annual Meeting, to be held on Thursday, February 25, 2010 at 10:00 a.m. Pacific Standard Time, andat any postponement(s) or adjournment(s) thereof. These materials were first sent or given to shareholders onJanuary 12, 2010. You are invited to attend the Annual Meeting and are requested to vote on the proposalsdescribed in this Proxy Statement. The Annual Meeting will be held in Building 4 of the Company’s principalexecutive offices located at the address shown above.
What is included in these materials?
These materials include:This Proxy Statement for the Annual Meeting; andThe Company’s Annual Report on Form 10-K for the year ended September 26, 2009, as filed with theSEC on October 27, 2009 (the “
 Annual Report 
”).If you requested printed versions of these materials by mail, these materials also include the proxy card orvote instruction form for the Annual Meeting.
What items will be voted on at the Annual Meeting?
Shareholders will vote on seven items at the Annual Meeting:The election to the Board of the seven nominees named in this Proxy Statement (Proposal No. 1);Amendments to the Company’s 2003 Employee Stock Plan (Proposal No. 2);Amendments to the Company’s 1997 Director Stock Option Plan (Proposal No. 3);An advisory vote on executive compensation (Proposal No. 4);Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered publicaccounting firm for 2010 (Proposal No. 5);A shareholder proposal regarding a sustainability report (Proposal No. 6); andA shareholder proposal to amend the Company’s bylaws to establish a Board committee onsustainability (Proposal No. 7).1
 
What are the Board’s voting recommendations?
The Board recommends that you vote your shares:“FOR” each of the nominees to the Board (Proposal No. 1);“FOR” amendments to the Company’s 2003 Employee Stock Plan (Proposal No. 2);“FOR” amendments to the Company’s 1997 Director Stock Option Plan (Proposal No. 3);“FOR” the proposal regarding an advisory vote on executive compensation (Proposal No. 4);“FOR” ratification of the appointment of Ernst & Young LLP as the Company’s independent registeredpublic accounting firm for 2010 (Proposal No. 5);“AGAINST” the shareholder proposal regarding a sustainability report (Proposal No. 6); and“AGAINST” the shareholder proposal to amend the Company’s bylaws to establish a Board committeeon sustainability (Proposal No. 7).
Where are the Company’s principal executive offices located and what is the Company’s main telephonenumber?
The Company’s principal executive offices are located at 1 Infinite Loop, Cupertino, California 95014. TheCompany’s main telephone number is (408) 996-1010.
What is the Company’s fiscal year?
The Company’s fiscal year is the 52 or 53-week period that ends on the last Saturday of September. Unlessotherwise stated, all information presented in this Proxy Statement is based on the Company’s fiscal calendar.
Why did I receive a one-page notice in the mail regarding the Internet availability of proxy materialsinstead of a full set of proxy materials?
Pursuant to rules adopted by the SEC, the Company has elected to provide access to its proxy materials overthe Internet. Accordingly, the Company is sending a Notice of Internet Availability of Proxy Materials (the
 Notice
”) to the Company’s shareholders. All shareholders will have the ability to access the proxy materials onthe website referred to in the Notice or request to receive a printed set of the proxy materials. Instructions on howto access the proxy materials over the Internet or to request a printed copy may be found in the Notice. Inaddition, shareholders may request to receive proxy materials in printed form by mail or electronically by emailon an ongoing basis. The Company encourages shareholders to take advantage of the availability of the proxymaterials on the Internet to help reduce the environmental impact of the Annual Meeting.
I share an address with another shareholder, and we received only one paper copy of the proxy materials.How may I obtain an additional copy of the proxy materials?
The Company has adopted a procedure called “householding,” which the SEC has approved. Under thisprocedure, the Company is delivering a single copy of the Notice and, if applicable, this Proxy Statement and theAnnual Report to multiple shareholders who share the same address unless the Company has received contraryinstructions from one or more of the shareholders. This procedure reduces the Company’s printing costs, mailingcosts and fees. Shareholders who participate in householding will continue to be able to access and receiveseparate proxy cards. Upon written or oral request, the Company will deliver promptly a separate copy of theNotice and, if applicable, this Proxy Statement and the Annual Report to any shareholder at a shared address to2

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