01—Abstract
Summary
Summary of the 8-K filed June 18, 2025. Cited figures are marked; the original filing is the authoritative source.
Zoom Communications, Inc. (ZM) reported the results of its 2025 Annual Meeting of Stockholders, held June 12, 2025, in this Item 5.07 Current Report.
Stockholders voted on three proposals: the election of three Class III directors, the ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending January 31, 2026, and an advisory vote on the compensation of the named executive officers. All three proposals were approved. Each nominee for Class III director received more votes FOR than WITHHELD, with William R.
McDermott receiving 505,611,779 FOR and 26,393,487 WITHHELD, Michael Fenger receiving 514,541,003 FOR and 17,464,263 WITHHELD, and Santiago Subotovsky receiving 432,484,517 FOR and 99,520,749 WITHHELD. Stockholders ratified KPMG LLP with 575,422,363 votes FOR, 1,725,380 AGAINST and 182,319 ABSTAIN.
On the advisory say-on-pay proposal, 431,047,023 votes were cast FOR, 100,814,782 AGAINST and 143,461 ABSTAIN, with 45,324,796 broker non-votes. The compensation proposal passed, but the filing reports a substantially larger AGAINST count than was recorded for the other proposals.
02—Key points
Key Highlights
- Annual Meeting held June 12, 2025, with three proposals voted on by stockholders.
- All three Class III director nominees were elected to serve until the 2028 annual meeting: William R. McDermott, Michael Fenger and Santiago Subotovsky.
- Subotovsky received the most WITHHELD votes among the nominees at 99,520,749, compared with 26,393,487 for McDermott and 17,464,263 for Fenger.
- KPMG LLP was ratified as independent registered public accounting firm for the fiscal year ending January 31, 2026, with 575,422,363 votes FOR and 1,725,380 AGAINST.
- The advisory vote on named executive officer compensation was approved, with 431,047,023 votes FOR and 100,814,782 AGAINST.
- The say-on-pay proposal recorded 45,324,796 broker non-votes, the same figure reported for each director nominee.
03—Questions
Frequently Asked Questions
Which directors were elected at the 2025 Annual Meeting?
Stockholders elected William R. McDermott, Michael Fenger and Santiago Subotovsky as Class III directors. Each will serve until the 2028 annual meeting of stockholders or until a successor is duly elected and qualified.
Which accounting firm did stockholders ratify?
Stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2026. The vote was 575,422,363 FOR, 1,725,380 AGAINST and 182,319 ABSTAIN.
Did stockholders approve executive compensation?
Yes. In an advisory vote, stockholders approved the compensation of the Company's named executive officers, with 431,047,023 votes FOR, 100,814,782 AGAINST, 143,461 ABSTAIN and 45,324,796 broker non-votes.
How did the director votes compare across nominees?
All three nominees received more FOR votes than WITHHELD votes. McDermott received 505,611,779 FOR and 26,393,487 WITHHELD, Fenger received 514,541,003 FOR and 17,464,263 WITHHELD, and Subotovsky received 432,484,517 FOR and 99,520,749 WITHHELD.
04—Continue