Staples, Inc. Enhances Corporate Governance with Proxy Access

FRAMINGHAM, Mass.–(BUSINESS WIRE)–Staples, Inc. (Nasdaq: SPLS) announced today that the Company’s Board of
Directors has amended and restated the Company’s by-laws to implement a
proxy access procedure for stockholder director nominations.

“Our decision to adopt proxy access reinforces the Board’s commitment to
enhancing our governance standards to align with evolving best
practices,” said Vijay Vishwanath, Chair of the Nominating and Corporate
Governance Committee.

Proxy access provides an opportunity for shareholders to nominate
director candidates in Staples’ proxy statement. The by-law amendment
allows for a stockholder, or group of up to 25 stockholders, to include
in Staples’ proxy materials director nominees constituting up to two
individuals or 20% of the board, whichever is greater, provided that the
nominating stockholder(s) own a number of shares representing 3 percent
or more of the total voting power of the Company’s outstanding shares of
capital stock entitled to vote in the election of directors continuously
for at least three years. The proxy access procedure will be first
available to stockholders in connection with Staples’ 2016 annual
meeting of stockholders.

For further information please see Staples’ amended and restated by-laws
posted on the corporate
governance section
of Staples’ website.

About Staples

Staples makes it easy to make more happen with more products and more
ways to shop. Through its world-class retail, online and delivery
capabilities, Staples lets customers shop however and whenever they
want, whether it’s in-store, online or on mobile devices. Staples offers
more products than ever, such as technology, facilities and breakroom
supplies, furniture, safety supplies, medical supplies, and Copy and
Print services. Headquartered outside of Boston, Staples operates
throughout North and South America, Europe, Asia, Australia and New
Zealand. More information about Staples (SPLS) is available at


Staples, Inc.
Media Contact:
Kirk Saville, 508-253-8530

Chris Powers, 508-253-4632