Summary
This Form 8-K filing from Salesforce.com, Inc. (CRM) on June 15, 2011, primarily reports the outcomes of its 2011 Annual Meeting of Stockholders held on June 9, 2011. A significant majority of outstanding shares were represented, indicating strong shareholder engagement. Key votes included the election of directors, ratification of the independent auditor, and advisory votes on executive compensation and board structure. Furthermore, the filing discloses a preliminary settlement reached in a California state wage and hour lawsuit filed earlier in 2011. The company anticipates an approximate expense charge of $0.04 per diluted share, which will impact its financial results for the fiscal quarter ending July 31, 2011, affecting both GAAP and non-GAAP diluted projected results. While this settlement is subject to court approval, management did not otherwise update its current guidance for the quarter.
Key Highlights
- 1High shareholder turnout at the 2011 Annual Meeting of Stockholders, with 90.1% of outstanding shares represented.
- 2All three nominated Class I directors (Marc Benioff, Craig Conway, and Alan Hassenfeld) were overwhelmingly elected for a three-year term.
- 3Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending January 31, 2012.
- 4An advisory resolution on executive compensation was approved by a significant majority of shareholders.
- 5Shareholders voted overwhelmingly in favor of holding advisory votes on executive compensation on an annual basis (1 Year frequency).
- 6A proposal to repeal the classified board structure was supported by a majority of votes cast, though it remains an advisory resolution.
- 7Salesforce reached a preliminary settlement in a California wage and hour lawsuit, expected to incur an expense of approximately $0.04 per diluted share in Q3 FY2012.