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Form DEFA14A EMERSON ELECTRIC CO

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December 9, 2016 11:22 AM EST

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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.    )
Filed by the Registrant  ý                            
Filed by a Party other than the Registrant  ¨
Check the appropriate box:
o
 
Preliminary Proxy Statement
o
 
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o
 
Definitive Proxy Statement
ý
 
Definitive Additional Materials
o
 
Soliciting Materials Pursuant to § 240.14a-12
EMERSON ELECTRIC CO.
(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box)
ý
 
No Fee required.
o
 
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1)
Title of each class of securities to which transaction applies:
_______________________________________________________________________________________

(2)
Aggregate number of securities to which transaction applies:
_______________________________________________________________________________________
(3)
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
_______________________________________________________________________________________
(4)
Proposed maximum aggregate value of transaction:
_______________________________________________________________________________________
(5)
Total fee paid:
_______________________________________________________________________________________



o
 
Fee paid previously with preliminary materials.
o
 
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

(1)
Amount Previously Paid:
_______________________________________________________________________________________

(2)
Form, Schedule or Registration Statement No.:

_______________________________________________________________________________________
(3)
Filing Party:

_______________________________________________________________________________________
(4)
Date Filed:

_______________________________________________________________________________________



*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on February 7, 2017.
EMERSON ELECTRIC CO.

Meeting Information
Meeting Type: Annual
For holders as of: November 29, 2016
Date: February 7, 2017  Time: 10:00 A.M., CST
Location: Emerson Electric Co. Headquarters
 
8000 West Florissant Avenue
St. Louis, MO 63136
emersonlogoeproxy12072015a01.jpg
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, scan the QR Barcode on the reverse side, 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:

1. NOTICE OF 2017 ANNUAL MEETING OF STOCKHOLDERS, PROXY STATEMENT AND FORM OF PROXY
2. 2016 LETTER TO SHAREHOLDERS
3. ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED SEPTEMBER 30, 2016
How to View Online:
Have the information that is printed in the box marked by the arrow —>xxxx xxxx xxxx xxxx (located on the following page) and visit: www.proxyvote.com, or scan the QR Barcode below.
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- I 639
3) BY E-MAIL*: [email protected]
* 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 —>xxxx xxxx xxxx xxxx (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 January 24, 2017 to facilitate timely delivery.
 How To Vote
    Please Choose One of the Following Voting Methods
qrcodegraphica05.jpg
Vote In Person: A ticket is required for admission to the meeting. If you plan to attend and are a stockholder of record, you will need to request a paper or email copy of the proxy materials which will include an admission ticket. You may request a paper or email copy of the materials by following the instructions above. Please contact the Company at 314-553-2197 to obtain directions to the meeting. At the meeting, you will need to request a ballot or legal proxy to vote these shares.
Vote By Internet: Go to www.proxyvote.com, or from a smart phone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow —>xxxx xxxx xxxx xxxx (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 (as described above), which will include a proxy card.




Voting Items
 

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR
THE FOLLOWING NOMINEES:
1.    ELECTION OF DIRECTORS FOR TERMS ENDING IN 2020
Nominees:
1) D. N. Farr
 
 
 
 
2) W.R. Johnson
 
 
 
 
3) M.S. Levatich
 
 
 
 
ELECTION OF DIRECTORS FOR TERMS ENDING IN 2018
4) J.W. Prueher
 
 
 
 
        
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE FOLLOWING:
 
THE BOARD OF DIRECTORS RECOMMENDS A VOTE AGAINST THE FOLLOWING:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.
Approval, by non-binding advisory vote, of Emerson Electric Co. executive compensation.
 
5.
Approval of the stockholder proposal to adopt an independent Board Chair policy as described in the proxy statement.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR EVERY ONE (1) YEAR:
 
6.
Approval of the stockholder proposal requesting issuance of a political contributions report as described in the proxy statement.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.
Advisory vote on the frequency of executive compensation advisory votes.
 
7.
Approval of the stockholder proposal requesting issuance of a lobbying report as described in the proxy statement.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE FOLLOWING:
 
8.
Approval of the stockholder proposal on greenhouse gas emissions as described in the proxy statement.
4.
Ratification of KPMG LLP as Independent Registered Public Accounting Firm.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
To act upon such other business as may properly come before the meeting, or any adjournment or postponement thereof.








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