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The company said its stockholders approved an amendment and restatement of the 2013 Equity Incentive Plan at its annual meeting on June 27, 2024. The plan adds 36 million shares to the reserve for issuance of common stock and extends the plan term to March 21, 2034.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said its stockholders approved an amendment and restatement of the 2013 Equity Incentive Plan at its annual meeting on June 27, 2024. The plan adds 36 million shares to the reserve for issuance of common stock and extends the plan term to March 21, 2034.

  2. The company said it filed a Certificate of Amendment with the Secretary of State of Delaware on June 28, 2024, following stockholder approval of the amendment, and that it became effective immediately upon filing. The amendment provides for officer exculpation from liability to the fullest extent permitted by Delaware law and simplifies the director exculpation provision.

  3. The company said the charter amendment providing for officer exculpation received 655,406,576 votes for and 92,534,339 votes against. The advisory vote on fiscal 2024 executive compensation received 339,289,556 votes for and 404,773,012 votes against.

  4. The company disclosed voting results for all 13 director nominees. Marc Benioff received 717,997,280 votes for and 30,423,156 votes against. The stockholder proposal for an independent board chair received 159,928,637 votes for and 578,869,363 votes against, and the ratification of Ernst & Young LLP as auditor received 812,789,667 votes for.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

2013 Equity Incentive Plan Amended and Restated

The company said its stockholders approved an amendment and restatement of the 2013 Equity Incentive Plan at its annual meeting on June 27, 2024. The plan adds 36 million shares to the reserve for issuance of common stock and extends the plan term to March 21, 2034.

Source · Based on the filing body and exhibits

Officer Exculpation Charter Amendment Takes Effect

The company said it filed a Certificate of Amendment with the Secretary of State of Delaware on June 28, 2024, following stockholder approval of the amendment, and that it became effective immediately upon filing. The amendment provides for officer exculpation from liability to the fullest extent permitted by Delaware law and simplifies the director exculpation provision.

Source · Based on the filing body and exhibits

Officer Exculpation Amendment and Say-on-Pay Vote Results

The company said the charter amendment providing for officer exculpation received 655,406,576 votes for and 92,534,339 votes against. The advisory vote on fiscal 2024 executive compensation received 339,289,556 votes for and 404,773,012 votes against.

Source · Based on the filing body and exhibits

Director Election and Auditor and Stockholder Proposal Vote Results

The company disclosed voting results for all 13 director nominees. Marc Benioff received 717,997,280 votes for and 30,423,156 votes against. The stockholder proposal for an independent board chair received 159,928,637 votes for and 578,869,363 votes against, and the ratification of Ernst & Young LLP as auditor received 812,789,667 votes for.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.