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

 

Filed by a party other than the registrant

 

Check the appropriate box:

Confidential, for Use of the

Commission Only (as permitted

by Rule 14a-6(e)(2))

Preliminary Proxy Statement  
Definitive Proxy Statement  
Definitive Additional Materials  
Soliciting material under Rule 14a-12  

 

MGC Diagnostics Corporation

(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):

 

No fee required
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:

 

Fee paid previously with preliminary materials.

 

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
Shareholder Meeting to Be Held on March 20, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MGC DIAGNOSTICS CORPORATION

 

Meeting Information

 

 

 

 

 

 

 

  Meeting Type:  Annual Meeting

 

 

 

  For holders as of:  January 23, 2014

 

 

 

 

 

 

 

  Date:  March 20, 2014       Time: 3:30 PM CDT

 

 

 

 

 







  

 

  Location: 

350 Oak Grove Parkway
Saint Paul, Minnesota 55127

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

You are receiving this communication because you hold shares in the above named company.

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 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.

 

 

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 Before You Vote 

 

 

 

   

 

 

 

 

 

How to Access the Proxy Materials

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proxy Materials Available to VIEW or RECEIVE:

 

 

 

 

 

 

1. Annual Report     2. Notice & Proxy Statement

 

 

 

 

 

 

 

How to View Online:

 

 

 

Have the information that is printed in the box marked by the arrow  (IMAGE)  XXXX XXXX XXXX  (located on the following page) and visit: www.proxyvote.com.

 

 

 

 

 

 

 

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:

1-800-579-1639

 

 

 

 

 

3)

BY E-MAIL*:

sendmaterial@proxyvote.com

 

 

 

 

 

 

 

* 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 (IMAGE)  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 February 28, 2014 to facilitate timely delivery.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 How To Vote 

 

 

 

   

 

 

 

 

 

Please Choose One of the Following Voting Methods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.

 

 

 

 

 

 

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow  (IMAGE)  XXXX XXXX XXXX  available and follow the instructions.

 

 

 

 

 

 

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.

 

 

 

 

 

 

 

 

 

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Voting items

 

The Board of Directors recommends that you
vote FOR the following:

 

 

 

 

 

 

 

 

 

 

1.

Election of Directors

 

 

 

 

 

 

 

Nominees

 

 

 

 

 

 

 

 

01

Mark W. Sheffert

 

02  Gregg O. Lehman, Ph.D.

 

03  John R. Baudhuin

 

04  Wendy D. Lynch, Ph.D.

 

05  Robert E. Munzenrider

06

Hendrik Struik

 

 

 

 

 

 

 

 

The Board of Directors recommends you vote FOR the following proposal (s):

 

 

2

Ratification of the appointment of Baker Tilly Virchow Krause, LLP as the independent registered public accounting firm for the fiscal year ended October 31, 2014.

 

 

3

Advisory approval of the company’s executive compensation.


 

 

 

NOTE:  THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY THE UNDERSIGNED. IF NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR THE ELECTION OF ALL NOMINEES AND FOR PROPOSALS 2 AND 3. PLEASE SIGN, DATE AND RETURN THIS PROXY FORM.

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Voting Instructions

 

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