Washington, D.C. 20549




Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934



Filed by the Registrant  ☒                             Filed by a Party other than the Registrant  ☐

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  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 Pursuant to § 240.14a-12


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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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•    Or scan the QR code with your smartphone


•    Follow the steps outlined on the secure website     



Important Notice Regarding the Availability of Proxy Materials for the

TreeHouse Foods, Inc. Stockholder Meeting to be Held on Thursday, April 27, 2017

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual stockholders’ 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, Annual Report and other proxy materials are available at:




   LOGO    Easy Online Access — A Convenient Way to View Proxy Materials and Vote


When you go online to view materials, you can also vote your shares.



Step 1: Go to to view the materials.



Step 2: Click on Cast Your Vote or Request Materials.



Step 3: Follow the instructions on the screen to log in.



Step 4: Make your selection as instructed on each screen to select delivery preferences and vote.

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




   LOGO    Obtaining a Copy of the Proxy Materials – If you want to receive a copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before April 14, 2017 to facilitate timely delivery.




Stockholder Meeting Notice


Dear TreeHouse Foods, Inc. Stockholder:

The 2017 Annual Meeting of Stockholders of TreeHouse Foods, Inc. (“the Company”) will be held at 2015 Spring Road, Lower Level, Conference Room A, Oak Brook, IL 60523 on Thursday, April 27, 2017 at 9:00 AM Central Daylight Time.

Proposals to be considered at the Annual Meeting:


  (1) To elect three directors to hold office until the 2020 Annual Meeting of Stockholders.


  (2) To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2017.


  (3) To provide an advisory vote to approve the Company’s executive compensation;


  (4) To provide an advisory vote to approve the frequency of future advisory votes on the Company’s executive compensation; and


  (5) To approve the amendment of the TreeHouse Foods, Inc. Equity and Incentive Plan, including an increase in the number of shares subject to the plan.

Management recommends a vote “FOR” Items 1, 2, 3 and 5 and a vote for the

“1 YEAR” frequency option in Item 4.

The Board of Directors has fixed the close of business on February 27, 2017 as the record date (the “Record Date”) for the determination of stockholders entitled to receive notice of and to vote at the Annual Meeting or any adjournment(s) thereof.

Stockholders of record as of the Record Date are encouraged and cordially invited to attend the Annual Meeting. Directions to attend the annual meeting where you may vote in person can be found on our website,

Meeting Location:

2015 Spring Road

Lower Level

Conference Room A

Oakbrook, IL 60523

The following materials are available for you to review online:


    the Company’s 2017 Proxy Statement (including all attachments thereto);


    the Company’s 10-K for the year ended December 31, 2016; and


    any amendments to the foregoing materials that are required to be furnished to stockholders.

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote 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 a future delivery preference:


Paper copies: Current and future paper delivery requests can be submitted via the telephone, Internet or email options below.


Email copies: Current and future email delivery requests must be submitted via the Internet following the instructions below. If you request an email copy of current materials you will receive an email with a link to the materials.


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

  g    Internet – Go to Click Cast Your Vote or Request Materials. Follow the instructions to log in and order a copy of the current meeting materials and submit your preference for email or paper delivery of future meeting materials.
  g    Telephone – Call us free of charge at 1-866-641-4276 and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future meetings.
  g    Email – Send email to with “Proxy Materials TreeHouse Foods, Inc.” in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive a paper copy for future meetings.
     To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by April 14, 2017.