Workday Inc.

06/11/2021 | Press release | Distributed by Public on 06/11/2021 14:42

— Submission of Matters to a Vote of Security Holders (Form 8-K)

- Submission of Matters to a Vote of Security Holders

Workday, Inc. ('Workday') held its Annual Meeting of Stockholders on June 8, 2021 (the 'Annual Meeting'). At the Annual Meeting, Workday's stockholders voted on four proposals, each of which is described in more detail in Workday's definitive proxy statement filed with the Securities and Exchange Commission on April 26, 2021. Present at the Annual Meeting in person or by proxy were holders representing 226,695,714 shares of Common Stock, representing 747,087,639 votes and approximately 97.39% of the eligible votes, constituting a quorum. The following is a brief description of each matter voted upon and the certified results, including the number of votes cast for or against each matter and the number of abstentions and broker non-votes, if applicable, with respect to each matter.

The stockholders of Workday voted on the following items at the Annual Meeting:

1.To elect to our Board of Directors the following nominees to serve as Class III directors until the 2024 Annual Meeting of Stockholders and until their successors are elected and qualified, subject to earlier resignation or removal: Aneel Bhusri, Ann-Marie Campbell, David A. Duffield, and Lee J. Styslinger III;
2.To ratify the appointment of Ernst & Young LLP as Workday's independent registered public accounting firm for the fiscal year ending January 31, 2022;
3.To approve, on an advisory basis, the compensation paid to Workday's named executive officers; and
4.To approve, on an advisory basis, the frequency of future advisory votes concerning the compensation of Workday's named executive officers.

The nominees for director proposed by Workday were elected to serve until Workday's 2024 Annual Meeting of Stockholders and until their successors are elected and qualified, subject to earlier resignation or removal. The voting results were as follows:

Director Name: Votes For Votes Withheld Broker Non-Votes
Aneel Bhusri 726,247,378 4,513,676 16,326,585
Ann-Marie Campbell 712,395,737 18,365,317 16,326,585
David A. Duffield 726,517,148 4,243,906 16,326,585
Lee J. Styslinger III 724,588,127 6,172,927 16,326,585

Stockholders ratified the appointment of Ernst & Young LLP as Workday's independent registered public accounting firm for Workday's fiscal year ending January 31, 2022. The voting results were as follows:

Votes For Votes Against Abstentions Broker Non-Votes
745,539,082 1,021,844 526,713 -

Stockholders approved, on an advisory basis, the compensation paid to Workday's named executive officers. The voting results were as follows:

Votes For Votes Against Abstentions Broker Non-Votes
696,013,165 34,288,552 459,337 16,326,585

On an advisory basis, stockholders voted to hold annual advisory votes concerning the compensation of Workday's named executive officers. The voting results were as follows:

1 Year 2 Years 3 Years Abstentions
729,381,663 68,042 940,011 371,338

Based on the results of the vote, and consistent with the Board of Director's recommendation, Workday will hold an annual advisory vote concerning the compensation of Workday's named executive officers until the next required advisory vote on the frequency of future votes concerning named executive officer compensation.