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. 1)
Filed by the Registrant ☑
Filed by a Party other than the Registrant ☐
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| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☑ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
ARCHER-DANIELS-MIDLAND COMPANY
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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ARCHER-DANIELS-MIDLAND COMPANY
77 West Wacker Drive, Suite 4600, Chicago, Illinois 60601
AMENDMENT NO. 1 TO ARCHER-DANIELS-MIDLAND COMPANY
PROXY STATEMENT
FOR ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD THURSDAY, MAY 3, 2018
EXPLANATORY NOTE
This Amendment No. 1 to Schedule 14A (“Amendment No. 1”) is being filed to amend Archer-Daniels-Midland Company’s definitive proxy statement for its Annual Meeting of Stockholders to be held on Thursday, May 3, 2018 (the “Proxy Statement”), which was filed with the Securities and Exchange Commission on March 23, 2018, in order to correct an error to Juan R. Luciano’s compensation set forth in the “Proxy Summary” section on page 1 of the Proxy Statement. All other items of the Proxy Statement are incorporated herein by reference without changes. Except as specifically discussed in this Explanatory Note, this Amendment No. 1 does not otherwise modify or update any other disclosures presented in the Proxy Statement. In addition, this Amendment No. 1 does not reflect events occurring after the date of the Proxy Statement or modify or update disclosures that may have been affected by subsequent events.
CHANGE TO PROXY STATEMENT
The “Executive Compensation” subsection of the “Proxy Summary” section on page 1 of the Proxy Statement is amended as follows:
Executive Compensation
See pages 37–47
CEO: Juan R. Luciano
CEO 2017 TOTAL DIRECT COMPENSATION:
| • | Salary: $1,300,008 |
| • | Non-Equity Incentive Plan Compensation: $2,251,600 |
| • | Long-Term Incentives: $12,166,416 |
CEO Employment Agreement: No
Change-in-Control Agreement: No
Stock Ownership Guidelines: Yes
Hedging Policy: Yes
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
STOCKHOLDER MEETING TO BE HELD ON MAY 3, 2018:
THIS AMENDMENT NO. 1, THE PROXY STATEMENT AND ANNUAL REPORT TO
STOCKHOLDERS ARE AVAILABLE AT
https://www.proxy-direct.com/MeetingDocuments/29653/ARCHER-DANIELS-MIDLAND.pdf.