EX-99.2 8 exhibit992s-4a1.htm EXHIBIT 99.2 Exhibit
Exhibit 99.2
PRELIMINARY SUBJECT TO COMPLETION

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VOTE BY INTERNET - www.proxyvote.com Use the internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you access the web site and follow the instructions to obtain your records and to create an electronic voting instruction form. HORTONWORKS, INC. ELECTRONIC DELIVERY OF FUTURE PROXY MATERIALS 5470 Great America Parkway If you would like to reduce the costs incurred by our company in mailing proxy Santa Clara, California 95054 materials, you can consent to receiving all future proxy statements, proxy cards and annual reports electronically via e-mail or the internet. To sign up for electronic delivery, please follow the instructions above to vote using the internet and, when prompted, indicate that you agree to receive or access proxy materials electronically in future years. VOTE BY PHONE - 1-800-690-6903 Use any touch-tone telephone to transmit your voting instructions up until 11:59 p.m. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY The Board of Directors recommends you vote FOR Proposals 1 and 2: For Against Abstain 1. To adopt the Agreement and Plan of Merger and Reorganization, dated as of October 3, 2018 (which we refer to as the merger agreement),by and among Hortonworks, Cloudera, Inc. and Surf Merger Corporation, and approve the 0 0 0 transactions contemplated by the merger agreement; and 2. To approve the adjournment of the Hortonworks special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to adopt the merger agreement and approve the 0 0 0 transactions contemplated by the merger agreement. NOTE: The proxies are authorized to vote on such other business as may properly come before the meeting or any adjournment, continuation or postponement thereof. For address change/comments, mark here. (see reverse for instructions) 0 Please sign exactly as your name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership, please sign in full corporate or partnership name by authorized officer. 0000391175_1 R1.0.1.17 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date




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0000391175_2 R1.0.1.17 available at Important NoticeRegardingtheAvailabilityofProxyMaterialsforAnnualMeeting: IMPORTANT. PROPOSALS NUMBERED1AND2.PLEASEVOTE,DATESIGNONTHEOTHER SIDEANDRETURNPROMPTLYINTHEENCLOSEDENVELOPE.YOURVOTEIS OF THEPROXIESUPONANYOTHERMATTERSWHICHPROPERLYCOMEBEFORE THEMEETING.IFNOINDICATIONISMADE,PROXIESSHALLVOTE“FOR” THIS PROXYWHENPROPERLYEXECUTEDWILLBEVOTEDINTHEMANNERDIRECTED BYTHESTOCKHOLDER(S)SIGNINGREVERSESIDEANDINDISCRETION telephone willnotaffectyourrighttovoteinpersonshouldyoudecideattendtheSpecial MeetingofStockholderstheCompany. complete andreturnthisproxycardsoyourvoteisreceivedpriortotheatSpecial MeetingofStockholderstheCompany.Submittingyourproxybymail,viainternetor thereof. ReceiptoftheProxyStatementforSpecialMeetingStockholdersisherebyacknowledged. all powersthattheundersignedwouldpossessifpresentatSpecialMeetingofStockholdersCompanytobeheldon[*]oranyadjournment,continuationpostponement of substitution,andherebyauthorizesthemtorepresentvoteallthesharescommonstockHortonworks,Inc.(the“Company”)standinginnameundersigned on[*],with The undersignedherebyappointsRobertBeardenandScottDavidsonasproxiesattorneys-in-factoftheundersigned,eachwithpowertoactwithoutother thepower In orderforyourvotetobesubmittedbythisproxy,youmust(i)properlycompletethetelephone orinternetvotinginstructionsnolaterthan11:59p.m.EasternTimeon[*](ii)properly www.proxyvote.com Address change/comments: PLEASE VOTETODAY (If younotedany AddressChangesand/orComments above,pleasemarkcorresponding boxonthereverseside.) THE BOARDOFDIRECTORSHORTONWORKS,INC. Continued and tobesignedonreverse side THIS PROXYISSOLICITEDONBEHALFOF Special MeetingofStockholders HORTONWORKS, INC. [*] at [*] The Form10-KandNotice&ProxyStatementare