Additional Proxy Soliciting Materials (definitive) (defa14a)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

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

Check the appropriate box:

 

o		Preliminary Proxy Statement
o		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o		Definitive Proxy Statement
x		Definitive Additional Materials
o		Soliciting Material under Rule 14a-12
INSPERITY, INC.
(Name of registrant as specified in its charter)
(Name of person(s) filing proxy statement, if other than the registrant)
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o		Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
		(1)		Title of each class of securities to which transaction applies:
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The following information supplements the first paragraph under "Proposal Number 1: Election of Directors — Agreements with Starboard — 2016 Agreement" in our proxy statement dated April 28, 2017.

On May 17, 2017, following Starboard's aggregate beneficial ownership of our common stock falling below the Minimum Ownership Threshold, Carol R. Kaufman, a Class II director whose term expires in 2018, delivered to the Board a letter revoking her term reduction letter and confirming her intention to continue to serve as a director.