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. )
 
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[   ]   Confidential, For Use of the
Commission Only (as permitted
by Rule 14a-6(e)(2))		    
[   ]   Definitive Proxy Statement  
[X]   Definitive Additional Materials  

  WINDSTREAM HOLDINGS, INC.  
  (Name of Registrant as Specified In Its Charter)  
 
       
 
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
  

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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on May 14, 2015.

 


WINDSTREAM HOLDINGS, INC.


 







            WINDSTREAM HOLDINGS INC.
            4001 NORTH RODNEY PARHAM ROAD
            LITTLE ROCK, AR 72212







 
Meeting Information
Meeting Type:           Annual Meeting
For holders as of:      March 19, 2015
Date:     May 14, 2015       Time:  10:00 AM CDT
Location:      Meeting live via the Internet-please visit
www.virtualshareholdermeeting.com/WIN15.
 
The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/WIN15 and be sure to have the information that is printed in the box marked by the arrow →  XXXX XXXX XXXX XXXX   (located on the following page).
 
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 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. 2014 Annual Report, Proxy Statement and Form 10-K
 
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.
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 →  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 April 30, 2015 to facilitate timely delivery.

—  How To Vote  —
Please Choose One of the Following Voting Methods
 
 
 
Vote By Internet:
  Before The Meeting:
  Go to www.proxyvote.com. 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.
  During The Meeting:
  Go to www.virtualshareholdermeeting.com/WIN15. 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, which will include a proxy card.
 










Voting Items

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

 		 1.     Election of Directors
 
    Nominees:
     
    1a. Carol B. Armitage
       
    1b. Samuel E. Beall, III
       
    1c. Francis X. Frantz
       
    1d. Jeffrey T. Hinson
       
    1e. Judy K. Jones
 
    1f. William G. LaPerch
 
    1g.     William A. Montgomery
 
    1h. Michael G. Stoltz
 
  1i. Anthony W. Thomas
       
1j.

Alan L. Wells






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

2. To vote on an advisory (non-binding) resolution on executive compensation.
 
3.     To approve amendments to the Certificate of Incorporation and Bylaws of Windstream Holdings, Inc. to enable stockholders to call special meetings under certain circumstances.
 
4. To approve amendments to the Certificate of Incorporation and Bylaws of Windstream Holdings, Inc. to eliminate super-majority provisions.
 
5. To ratify the appointment of PricewaterhouseCoopers LLP as Windstream's independent registered public accountant for 2015.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof. You may attend the Meeting via the Internet and vote during the Meeting. Have the information that is printed in the box marked by the arrow available and follow the instructions.