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Dear Member,
You are invited to attend the Pacific Mutual Holding Company (Pacific
Mutual) Annual Meeting of Members (Annual Meeting), which will be
held on Wednesday, May 20, 2015, at 11:30 a.m., Pacific time, at 700
Newport Center Drive, Newport Beach, California 92660. As a policy2015 V O T I N G I N F O R M AT I O N S TAT E M E N T
holder and/or contract holder of Pacific Life Insurance Company (Pacific
Life), you are automatically a member of Pacific Mutual and entitled to
vote in the election of its directors.
If you cannot attend the Annual Meeting, please submit your proxy via
the Internet, telephone, or mail, as more fully described on the enclosed
proxy card.
We understand that you have a choice when choosing a company to
protect your financial future. On behalf of the Board of Directors and
management, thank you for choosing Pacific Life.
Sincerely,
James T. Morris
Chairman and Chief Executive Officer
DIRECTORS STANDING FOR ELECTION
Dwight W. Decker, age 65, is the retired chairman and chief executive
officer of Conexant Systems, Inc. Mr. Decker has been a director of
Pacific Mutual since 2002 and serves on the Audit Committee and on
the Investment, Finance, and Financial Market Risk Committee
(chairman). Mr. Decker received his bachelor’s degree in
mathematics and physics from McGill University and his doctorate in applied
mathematics from the California Institute of Technology.
John Gottschalk, age 71, is the retired chairman and chief executive
officer of the Omaha World-Herald Company. Mr. Gottschalk has been
a director of Pacific Mutual since 2006 and serves on the Governance
and Nominating Committee (chairman) and on the Compensation and
Personnel Committee. He is also a director of Cabela’s, Inc., the
McCarthy Group, and World’s Foremost Bank.
J. Michael Shepherd, age 59, is chairman and chief executive officer
of Bank of the West and BancWest Corporation. Mr. Shepherd has
been a director of Pacific Mutual since 2008 and serves on the
Compensation and Personnel Committee and on the Investment,
Finance, and Financial Market Risk Committee. He is also a director of
First Hawaiian Bank, Promontory Interfinancial Network and The Clearing House. Mr.
Shepherd received his bachelor’s degree from Stanford University and his law degree
from the University of Michigan.
Scott D. Stowell, age 57, is chief executive officer and president of
Standard Pacific Homes. Mr. Stowell has been a director of Pacific
Mutual since 2014 and currently serves on the Compensation and
Personnel Committee and the Investment, Finance and Financial
Market Risk Committee. Mr. Stowell received his bachelor’s degree
from Brigham Young University and his master’s degree in business administration from
the University of California, Irvine.
Khanh T. Tran, age 58, is president of Pacific Life and has been a
director of Pacific Mutual since 2012. He previously served as chief
financial officer, executive vice president, and chief investment
officer of Pacific Life. Mr. Tran has a bachelor’s degree in economics
and political science from Whittier College and a master’s degree in
business administration from the University of California, Los Angeles.
ELECTION OF DIRECTORS
The Pacific Mutual Board of Directors currently has ten directors divided
into three classes. Members elect one class of directors at the annual
meeting each year to serve a three-year term. The Pacific Mutual Board
of Directors proposes that members vote in favor of the election of
Dwight W. Decker, John Gottschalk, J. Michael Shepherd, Scott D.
Stowell, and Khanh T. Tran as directors of Pacific Mutual to serve until
the annual meeting in 2018. All nominees currently serve on the Board of
Directors and have indicated that they will continue to serve, if elected.
For additional information regarding the Pacific Mutual directors, please
visit our website at www.PacificMutual.com.
DIRECTORS CONTINUING IN OFFICE
DOUGLAS D. ABBEY
Chairman
Swift Real Estate Partners
MARIANN BYERWALTER
Chairman
SRI International
JAMES T. MORRIS
Chairman and
Chief Executive Officer
Pacific Life Insurance
Company
SUSAN WESTERBERG
PRAGER
Dean and
Chief Executive Officer
Southwestern Law School
JULIA S.GOUW
President and
Chief Operating Officer
East West Bank
ANSWERING YOUR QUESTIONS
ABOUT THE ANNUAL MEETING
Q. Is there any item of business to be voted upon at the Annual Meeting other than the
election of directors?
A. No. The election of five directors is the only item to be considered and voted upon at the
Annual Meeting.
Q. I have more than one Pacific Life policy/contract, but I received only one proxy card.
Why?
A. In accordance with insurance laws and the Pacific Mutual bylaws, each member is
entitled to one vote regardless of the number of policies or contracts owned, therefore,
only one proxy card is provided.
Q. How can I request electronic delivery of these Annual Meeting materials as well as
other Pacific Mutual communications and materials from Pacific Life?
A. Go to www.webvotedirect.com, enter the control number found on your proxy card and,
when prompted to do so, indicate your desire to receive materials electronically.
If you have additional questions concerning the Annual Meeting and the voting
process, please submit them to us via email at AnnualMeeting@PacificMutual.com or
call us at (800) 800-7646, ext. 3200.
For further information about Pacific Mutual or Pacific Life, please visit our websites at
www.PacificMutual.com or www.PacificLife.com.
Register to receive your communications electronically at www.webvotedirect.com
P R I N TE D O N R E C Y C L E D PA P ER