2014 Regal-Beloit Proxy

Under Wisconsin law, if shareholders approve the Restatement, then the Restatement will become legally effective when we file the Restatement with the Wisconsin Department of Financial Institutions, which we intend to do as soon as practicable following the Annual Meeting. OUR BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” THE APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR ARTICLES OF INCORPORATION TO DECLASSIFY OUR BOARD OF DIRECTORS.

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