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
(Amendment No. )
Filed by the Registrant x Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement | |||
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |||
| ¨ | Definitive Proxy Statement | |||
| x | Definitive Additional Materials | |||
| ¨ | Soliciting Material Pursuant to §240.14a-12 | |||
Inphi Corporation | ||||
| (Name of Registrant as Specified In Its Charter) | ||||
| (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | ||||
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April 26, 2011
Dear Stockholder,
Due to a clerical error, our original proxy card mailed on April 21, 2011 for the 2011 Annual Meeting of Stockholders was printed incorrectly with respect to the Class 1 directors recommended for election. As disclosed in our proxy statement dated April 21, 2011, the Class I directors that our board of directors recommends for election under Proposal 1 are David Ladd and Lip-Bu Tan. For further information, please refer to page 4 of our proxy statement addressing this proposal.
Except as specifically supplemented by the information contained herein, all information set forth in the proxy statement remains unchanged.
Please use the enclosed revised proxy card to indicate your vote on all proposals; you may also vote via the internet at www.voteproxy.com or by telephone at 1-800-PROXIES (United States) or 1-718-921-8500 (international).
| Sincerely, |
| John Edmunds, CFO |
3945 Freedom Circle, Suite 1100, Santa Clara, CA 95054 USA Telephone: 408-217-7300
ANNUAL MEETING OF STOCKHOLDERS OF
INPHI CORPORATION
May 17, 2011
PROXY VOTING INSTRUCTIONS
INTERNET - Access “www.voteproxy.com” and follow the on-screen instructions. Have your proxy card available when you access the web page.
TELEPHONE - Call toll-free 1-800-PROXIES (1-800-776-9437) in the United States or 1-718-921-8500 from foreign countries from any touch-tone telephone and follow the instructions. Have your proxy card available when you call.
Vote online/phone until 11:59 PM EST on May 16, 2011.
MAIL - Sign, date and mail your proxy card in the envelope provided as soon as possible.
IN PERSON - You may vote your shares in person by attending the Annual Meeting.
COMPANY NUMBER
ACCOUNT NUMBER
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL: The Notice of Meeting, proxy statement and proxy card are available at http://investors.inphi.com/phoenix.zhtml c=237726&p=irol-irhome
Please detach along perforated line and mail in the envelope provided IF you are not voting via telephone or the Internet.
20233040000000000000 3
051711
BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ITEMS 1, 2 AND 3 AND 3 YEARS FOR ITEM 4.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x
1. Election of Class I directors:
FOR ALL NOMINEES
WITHHOLD AUTHORITY
FOR ALL NOMINEES
FOR ALL EXCEPT
(See instructions below)
NOMINEES:
O David Ladd
O Lip-Bu Tan
FOR AGAINST ABSTAIN
2. Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accountants.
3. An advisory vote on our executive compensation.
The Board of Directors recommends a vote for 3 years:
1 YEAR 2 YEARS 3 YEARS ABSTAIN
4. An advisory vote on the frequency of holding an advisory vote on our executive compensation.
5. In their discretion, the proxies are authorized to vote upon such other business that may properly come before the Annual Meeting and any adjournments or postponements thereof.
INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark “FOR ALL EXCEPT” and fill in the circle next to each nominee you wish to withhold, as shown here:
To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.
Signature of Stockholder Date: Signature of Stockholder Date:
Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.