Information document that the SEC requires to be provided to stockholders before they vote by proxy on corporate matters, such as a new or expanded stock option plan or the annual election of directors. The proxy statement contains biographical information on the members of the board of directors; the top five executive officers’ salaries, bonuses, and stock compensation; and any proposals from management or stockholders to be acted upon at the meeting. Proxy statements usually include information about any nonqualified deferred compensation plan operated by the company.