SALESFORCE.COM, INC. Item 5.07 Submission of Matters to a Vote of Security Holders.Salesforce.com , inc. (the "Company") held its 2020 Annual Meeting of Stockholders onJune 11, 2020 (the "Meeting"). The proposals considered at the Meeting are described in the Company's 2020 Proxy Statement filed with theSecurities and Exchange Commission onMay 1, 2020 , as amended onJune 1, 2020 (together, the "Proxy Statement"), and the final voting results are set forth below: 1.Election of directors: Broker For Against Abstain Non-Votes Marc Benioff 673,434,858 26,983,093 7,438,953 81,876,989 Craig Conway 681,140,657 22,991,698 3,724,549 81,876,989 Parker Harris 693,324,819 10,879,305 3,652,780 81,876,989 Alan Hassenfeld 674,183,712 29,910,602 3,762,590 81,876,989 Neelie Kroes 699,066,851 5,051,385 3,738,668 81,876,989 General Colin Powell 699,482,213 4,741,706 3,632,985 81,876,989 Sanford Robertson 662,156,113 38,135,963 7,564,828 81,876,989 John V. Roos 696,362,000 7,260,212 4,234,692 81,876,989 Robin Washington 694,845,718 9,270,691 3,740,495 81,876,989 Maynard Webb 674,350,495 29,752,795 3,753,614 81,876,989 Susan Wojcicki 703,818,415 334,883 3,703,606 81,876,989 2. Amendment and restatement of the Company's 2013 Equity Incentive Plan: For Against Abstain Broker Non-Votes
648,700,813 55,263,621 3,892,470 81,876,989
2. Amendment and restatement of the Company's 2004 Employer Stock Purchase
Plan:
For Against Abstain Broker Non-Votes
696,287,907 7,861,828 3,707,169 81,876,989
4. Ratification of Ernst & Young LLP as the Company's independent auditor for
fiscal 2021:
For Against Abstain Broker Non-Votes
723,603,654 62,464,749 3,665,490 0
5. Advisory approval of the fiscal 2020 compensation of the named executive
officers:
For Against Abstain Broker Non-Votes
657,423,255 46,443,266 3,990,383 81,876,989
6. Stockholder proposal requesting the ability of stockholders to act by
written consent:
For Against Abstain Broker Non-Votes
196,167,012 506,847,009 4,842,883 81,876,989
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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
amendments to the Company's 2013 Equity Incentive Plan (the "Amended Plan") to
increase the number of shares authorized for grant by 31.5 million and
amendments to the Company's 2004 Employee Stock Purchase Plan (the "Amended
ESPP") to increase the number of shares authorized for employee purchase by 10
million. The Amended Plan and the Amended ESPP are each described in more detail
in the Proxy Statement.
The foregoing description 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 Plan and the Amended ESPP, which are incorporated
by reference as Exhibits 10.1 and 10.2.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Incorporated by Reference
Exhibit No. Description
Provided Herewith Form SEC File Exhibit Filing Date
Amended and Restated 2013
10.1 Equity Incentive Plan S-8 333-239105 4.3 June 12, 2020
Amended and Restated 2004
10.2 Employee Stock Purchase Plan S-8 333-239105 4.4 June 12, 2020
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: June 12, 2020 salesforce.com , inc.
/s/ Amy Weaver
Amy Weaver
President and Chief Legal Officer© Edgar Online, source
