01—Abstract
Summary
Summary of the 8-K filed June 18, 2024. Cited figures are marked; the original filing is the authoritative source.
Zoom Video Communications, Inc. (now Zoom Communications, Inc.) reported the results of its 2024 Annual Meeting of Stockholders, held June 13, 2024.
Stockholders elected three Class II directors, Jonathan Chadwick, Cindy Hoots, and Dan Scheinman, to serve until the 2027 annual meeting or until their successors are duly elected and qualified. Stockholders also ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending January 31, 2025. Stockholders approved, on an advisory basis, the compensation of the company's named executive officers.
The say-on-pay proposal received 419,708,225 votes for, 93,468,494 against, 444,436 abstentions, and 57,037,427 broker non-votes. The filing does not describe any other matters voted on at the meeting.
For investors, the filing shows routine governance outcomes: board composition, auditor ratification, and a non-binding endorsement of executive pay. Vote totals for Ms. Hoots show substantially more votes withheld than for the other two director nominees, which investors may wish to note.
02—Key points
Key Highlights
- Annual Meeting of Stockholders held June 13, 2024
- Elected Jonathan Chadwick, Cindy Hoots, and Dan Scheinman as Class II directors, with terms running until the 2027 annual meeting
- Jonathan Chadwick received 458,150,033 votes for and 55,471,122 withheld
- Cindy Hoots received 369,053,047 votes for and 144,568,108 withheld, the highest withhold count among the three nominees
- Dan Scheinman received 437,624,893 votes for and 75,996,262 withheld
- Ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending January 31, 2025, with 567,740,043 votes for, 2,005,751 against, and 912,788 abstentions
- Advisory say-on-pay proposal approved with 419,708,225 votes for and 93,468,494 against
03—Questions
Frequently Asked Questions
Who was elected to the board at the 2024 Annual Meeting?
Stockholders elected Jonathan Chadwick, Cindy Hoots, and Dan Scheinman as Class II directors. Each will serve until the 2027 annual meeting of stockholders or until a successor is duly elected and qualified.
Which auditor did stockholders ratify, and for what period?
Stockholders ratified KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending January 31, 2025. The vote was 567,740,043 for, 2,005,751 against, and 912,788 abstaining.
Did stockholders approve the executive compensation?
Yes. In an advisory vote, stockholders approved the compensation of the company's named executive officers, with 419,708,225 votes for, 93,468,494 against, 444,436 abstentions, and 57,037,427 broker non-votes.
Why did Cindy Hoots receive more withheld votes than the other nominees?
The filing reports Ms. Hoots received 144,568,108 withheld votes, compared with 55,471,122 for Mr. Chadwick and 75,996,262 for Mr. Scheinman. The filing does not state the reasons for the withheld votes.
What are the broker non-votes reported in the filing?
Broker non-votes were 57,037,427 for each director election and for the advisory say-on-pay proposal. The filing reports these as broker non-votes but does not describe the cause of them.
04—Continue