Item 5.07 Submission of Matters to a Vote of Security Holders.
Salesforce, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders onJune 9, 2022 (the "Meeting"). The proposals considered at the Meeting are described in the Company's 2022 Proxy Statement filed with theSecurities and Exchange Commission onApril 28, 2022 (the "Proxy Statement"), and the final voting results are set forth below:
1.Election of directors:
For Against Abstain Broker Non-Votes Marc Benioff 696,430,586 46,710,174 1,853,018 104,376,173 Bret Taylor 724,805,886 19,480,793 707,099 104,376,173 Laura Alber 741,031,271 3,230,430 732,077 104,376,173 Craig Conway 706,414,651 37,045,170 1,533,957 104,376,173 Parker Harris 721,404,904 22,122,427 1,466,447 104,376,173 Alan Hassenfeld 693,115,662 49,744,751 2,133,365 104,376,173 Neelie Kroes 731,026,212 12,419,039 1,548,527 104,376,173 Oscar Munoz 713,386,888 30,848,291 758,599 104,376,173 Sanford Robertson 617,075,788 122,299,509 5,618,481 104,376,173 John V. Roos 724,204,949 19,140,864 1,647,965 104,376,173 Robin Washington 722,919,271 21,362,043 712,464 104,376,173 Maynard Webb 696,100,098 47,373,195 1,520,485 104,376,173 Susan Wojcicki 740,846,032 3,499,685 648,061 104,376,173
2. Amendment and restatement of the Company's 2013 Equity Incentive Plan:
For Against Abstain Broker Non-Votes
674,261,620 67,214,008 3,518,150 104,376,173
3. Amendment and restatement of the Company's 2004 Employee Stock Purchase Plan: For Against Abstain Broker Non-Votes 731,286,854 11,168,500 2,538,424 104,376,173
4. Ratification of
For Against Abstain Broker Non-Votes 778,962,193 69,859,838 547,920 0
5. Advisory approval of the fiscal 2022 compensation of the Company's named executive officers:
For Against Abstain Broker Non-Votes
662,376,599 78,905,359 3,711,820 104,376,173
6. Stockholder proposal regarding an independent chair of the board:
For Against Abstain Broker Non-Votes 256,061,405 437,914,527 51,017,846 104,376,173
7. Stockholder proposal regarding a racial equity audit:
For Against Abstain Broker Non-Votes 249,661,617 487,109,232 8,222,929 104,376,173
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As reported above, at the Meeting, the Company's stockholders approved an amendment to the Company's 2013 Equity Incentive Plan (the "Amended Equity Incentive Plan") to increase the number of shares reserved for issuance by 43.7 million shares. The Amended Equity Incentive Plan is described in more detail in the Proxy Statement. The Company's stockholders also approved an amendment to the Company's 2004 Employee Stock Purchase Plan (the "Amended Employee Stock Purchase Plan") to increase the number of shares reserved for issuance by 24 million shares. The Amended Employee Stock Purchase Plan is described in more detail in the Proxy Statement. The foregoing descriptions and the summaries contained in the Proxy Statement do not purport to be complete and are qualified in their entirety by reference to the full texts of the Amended Equity Incentive Plan and the Amended Employee Stock Purchase Plan, which are attached hereto as Exhibits 10.1 and 10.2.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description 10.1Salesforce, Inc. Amended and Restated 2013
Equity Incentive Plan
(incorporated by reference to Exhibit 4.3 to the
Company's Registration
Statement on Form S-8 filed onJune 13, 2022 ) 10.2Salesforce, Inc. Amended and Restated 2004
Employee Stock Purchase Plan
(incorporated by reference to Exhibit 4.4 to the
Company's Registration
Statement on Form S-8 filed onJune 13, 2022 ) 104 Cover Page Interactive Data File-the cover page
XBRL tags are embedded within
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