UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

May 14, 2012

 

Commission File Number: 000-50799

 


 

XYRATEX LTD

(Translation of registrant’s name into English)

 

Langstone Road

Havant

PO9 1SA

United Kingdom

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or 40-F. Form 20-F x  Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) o

 

 

 



M47572-P26989 You are receiving this communication because you hold shares in the above named company. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. XYRATEX LTD *** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on June 26, 2012. XYRATEX LTD ATTN: MALCOLM RULE LANGSTONE ROAD HAVANT HAMPSHIRE PO9 1SA UNITED KINGDOM Meeting Information Meeting Type: Annual Meeting For holders as of: April 27, 2012 Date: June 26, 2012 Time: 14:00 Local Time Location: Crowne Plaza Euralille Hotel 335 Boulevard de Leeds 59777 Lille, France See the reverse side of this notice to obtain proxy materials and voting instructions.

 


Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: How To Vote Please Choose One of the Following Voting Methods Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before June 12, 2012 to facilitate timely delivery. How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. NOTICE AND PROXY STATEMENT FORM 20-F . XXXX XXXX XXXX . XXXX XXXX XXXX . XXXX XXXX XXXX M47573-P26989 Proxy Materials Available to VIEW or RECEIVE:

 


Voting Items 2. Re-appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of Xyratex Ltd for its fiscal year ending November 30, 2012 and to authorize the Audit Committee of the Board of Directors to agree to the remuneration of the independent registered public accounting firm. 3. Approval of the Company’s Amended and Restated 2006 Incentive Award Plan (the “Restated Plan”) and the reservation of an aggregate of 8,832,648 common shares for issuance pursuant to the Restated Plan. 1a. Steve Barber 1b. Jonathan Brooks 1. Election of Directors Nominees: The Board of Directors recommends you vote FOR the following: The Board of Directors recommends you vote FOR the following proposals: NOTE: To consider such other business as may properly come before the meeting or any adjournment thereof. M47574-P26989

 


M47575-P26989

 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

XYRATEX LTD

 

 

(Registrant)

 

 

 

Date: May 14, 2012

By:

/s/ Richard Pearce

 

 

 

 

 

Name: Richard Pearce

 

 

Title: Chief Financial Officer