Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant x    Filed by a Party other than the Registrant ¨

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¨ Preliminary Proxy Statement

 

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¨ Definitive Proxy Statement

 

x Definitive Additional Materials

 

¨ Soliciting Material Pursuant to § 240.14a-12

PARAMETRIC TECHNOLOGY CORPORATION

 

(Name of Registrant as Specified in Its Charter)

 

 

 

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on March 9, 2011.

 

PARAMETRIC TECHNOLOGY

CORPORATION

 

 

 

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PARAMETRIC TECHNOLOGY CORPORATION

140 KENDRICK STREET

NEEDHAM, MA 02494

 

       
 

Meeting Information

 

   
  Meeting Type:        Annual Meeting    
  For holders as of:   January 7, 2011    
  Date:    March 9, 2011     Time: 8:30 AM EST    
  Location:    Ritz Carlton Hotel & Resort    
 

                     280 Vanderbilt Road

                     Naples, Florida 34108

 

   
   
 

 

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.

 

 
 
  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:

 

NOTICE AND PROXY STATEMENT                                FORM 10-K

 

How to View Online:

 

Have the information that is printed in the box marked by the arrow g XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.

 

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—  How To Vote  —

Please Choose One of The Following Voting Methods

 

 
          

 

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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 g XXXX XXXX XXXX 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.

 

   
      


 

  Voting Items          
 

The Board of Directors recommends you
vote FOR the following:

 

         
 

 

1.

 

 

Elect one Class III Director to serve for the next three years:

         
   

 

Nominees:

         
    01)    C. Richard Harrison          
 

 

The Board of Directors recommends you vote FOR the following proposals:

 
 

 

2.

 

 

Approve an increase to 26,800,000 in the total number of shares issuable under the 2000 Equity Incentive Plan.

 

 
 

 

3.

 

 

Approve the performance goals under the 2000 Equity Incentive Plan.

 

 
 

 

4.

 

 

Advisory vote to approve the compensation of our named executive officers.

 

 
 

 

The Board of Directors recommends you vote for a 1 year frequency:

 
 

 

5.

 

 

Advisory vote on the frequency of holding an advisory vote on the compensation of our named executive officers.

 

 
 

 

The Board of Directors recommends you vote FOR the following proposal:

 
 

 

6.

 

 

Confirm the selection of PricewaterhouseCoopers LLP as PTC’s independent registered public accounting firm for the current fiscal year.

 

 

 

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