SEC Filing | Nautilus, Inc.

View:


	Filed by the Registrant
	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
	Definitive Additional Materials
	Soliciting Material under Rule 14a-12

United States

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 14 A

Proxy Statement Pursuant To Section 14(a)
of the Securities Exchange Act of 1934

(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Payment of Filing Fee (Check all boxes that apply):


	No fee required
	Fee paid previously with preliminary materials.
	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Online

Go to www.investorvote.com/NLS or scan the

QR code — login details are located in the
shaded bar below.


Shareholder Meeting Notice

Important Notice Regarding the Availability of Proxy Materials for the
Nautilus, Inc. Shareholder Meeting to be Held on August 2, 2023.

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to shareholders are available at:

Easy Online Access — View your proxy materials and vote.

Step 1: Go to www.investorvote.com/NLS.

Step 2: Click on the icon on the right to view meeting materials.

Step 3: Return to the investorvote.com window and follow the instructions on the screen to log in.

Step 4: Make your selections as instructed on each screen for your delivery preferences.

Step 5: Vote your shares.

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.

Obtaining a Copy of the Proxy Materials – If you want to receive a copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before July 22, 2023 to facilitate timely delivery.

■

2 N O T

03U5FC

Shareholder Meeting Notice

The 2023 Annual Meeting of Shareholders of Nautilus, Inc. will be held on August 2, 2023, 8:00 a.m. PDT, virtually via the internet at www.meetnow.global/MZTV62J. To access the virtual meeting, you must have the information that is printed in the shaded bar located on the reverse side of this form.

Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.

The Board of Directors recommend a vote FOR all the nominees listed and FOR Proposals 2-4:

Election of Directors:

01 - James Barr, IV

02 - Anne G. Saunders

03 - Patricia M. Ross

04 - Shailesh Prakash

05 - Kelley Hall

06 - Ruby Sharma

To adopt an advisory resolution approving Nautilus’ executive compensation.

To approve an amendment and restatement of the Nautilus, Inc. Employee Stock Purchase Plan.

Ratification of appointment of Grant Thornton LLP as Independent Registered Public Accounting Firm.

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must go online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.

Here’s how to order a copy of the proxy materials and select delivery preferences:

Current and future delivery requests can be submitted using the options below.

If you request an email copy, you will receive an email with a link to the current meeting materials.

PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a copy of the proxy materials.

	–	Internet - Go to www.investorvote.com/NLS.
	–	Phone - Call us free of charge at 1-866-641-4276.
	–	Email - Send an email to investorvote@computershare.com with “Proxy Materials Nautilus, Inc.” in the subject line. Include your full name and address, plus the number located in the shaded bar on the reverse side, and state that you want a paper copy of the meeting materials.
		To facilitate timely delivery, requests for a paper copy of proxy materials must be received by July 22, 2023.