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AFLAC INCORPORATED
2017 PROXY STATEMENT
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The Board is not aware of any matters that are expected to come before the 2017 Annual
Meeting other than those referred to in this Proxy Statement. If any other matter should come
before the Annual Meeting, the Proxy Committee intends to vote the proxies in accordance
with its best judgment.
Submission of Shareholder Proposals and Nominations for
the 2018 Annual Meeting
Proposals for Inclusion in our 2018 Proxy Materials
SEC rules permit shareholders to submit proposals to be included in our materials if the
shareholder and the proposal satisfy the requirements specified in Rule 14a-8 under the
Securities Exchange Act. For a shareholder proposal to be considered for inclusion in our
proxy materials for the 2018 Annual Meeting of Shareholders, the proposal must be received at
the address provided below by November 17, 2017.
Director Nominations for Inclusion in our 2018 Proxy Materials
Pursuant to our Proxy Access Bylaw
Our proxy access Bylaw permits a shareholder (or a group of up to twenty shareholders) who
owns shares of our outstanding capital stock representing at least 3% of the votes entitled to
be cast on the election of directors, and who has owned such shares continuously for at least
three years, to nominate and include in our proxy materials director candidates constituting
up to 20% of the Board, if the nominating shareholder(s) and the nominee(s) satisfy the
requirements specified in our Bylaws. For the 2018 Annual Meeting of Shareholders, notice of
a proxy access nomination must be received at the address provided below between October
18, 2017, and November 17, 2017.
Other Proposals or Director Nominations to be brought before our
2018 Annual Meeting
Our Bylaws set forth procedures for shareholders who wish to propose items of business or
to nominate director candidates that are not intended to be included in our proxy materials.
For the 2018 Annual Meeting of Shareholders, notice of such proposals or nominations must
be received at the address provided below between January 1, 2018, and January 31, 2018.
In the unlikely event the Company moves the 2018 Annual Meeting of Shareholders to a date
that is more than 25 days before or after the date that is the one year anniversary of this year’s
Annual Meeting date (i.e., May 1, 2018), the Company must receive such notice no later than
the close of business on the 10th day following the day on which notice of the meeting date
is first mailed to shareholders or the Company makes a public announcement of the meeting
date, whichever occurs first.
Address for Submission of Notices and Additional Information
All shareholder nominations of individuals for election as directors or proposals of other items
of business to be considered by shareholders at the 2018 Annual Meeting of Shareholders
(whether or not intended for inclusion in our proxy materials) must be submitted in writing
to our Corporate Secretary at Aflac Incorporated, 1932 Wynnton Road, Columbus, Georgia
31999.
Both the proxy access and the advance notice provisions of our Bylaws require a shareholder’s
notice of a nomination or other item of business to include certain information. Director
nominees also must meet certain eligibility requirements. If you wish to introduce a nomination
or other item of business, please review our Bylaws.
Other Matters