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AGM 2019

Jun 6, 2019

Speaker 1

All right. Good afternoon, everybody. I'm Marc Benioff, the Chairman of the Board of Directors and Co CEO of Salesforce. And it's my pleasure on behalf of the Board and the officers of Salesforce to welcome you and to express our appreciation for attending this meeting. I'd also like to welcome our stockholders who are listening to the webcast of this event.

I will act as Chairman of the meeting and Amy Weaver, right here, our President of Legal and Corporate Affairs and our General Counsel, act as secretary. I'm pleased to introduce our Director. Sitting here in the front row, we have Keith Blockman, our Co CEO Parker Harris, Ray Conway, Alan Hassentheel, Neely Kroes, General Colin Powell, Sandy Robertson, John Roos, Bernard Tyson, Robin Washington, Maynard Webb and Susan Waheke. Also are several other company officers and employees in the audience. Also present is Guy Wagner of Ernst and Young, our independent registered public accounting firm.

Amy will now report on the existence of a quorum and cover the procedural and voting matters.

Speaker 2

Great. Thank you, Mark. At the outset, let me say that this meeting will be conducted in accordance with the agenda and rules of procedure. Copies of these documents should have been attributed to you. If you don't have a copy, please try and then we will provide 1.

Great. So we have appointed Christina Zico as the representative of the Broadridge to act as a successor of elections. Most staff members have already voted. If you have completed ballots or proxies to be counted that you brought with you today, please raise your hand so we can collect them now. Okay, terrific, we will send someone over to collect those.

If you've already voted, you do not need to take any further action. If you did not turn in a proxy or if you wish to vote in person or revoke an earlier proxy, please raise your hand. So our notice of data was mailed and our proxy materials and annual reports were made available beginning on April 25, 2019, to stockholders of record as of the record date, April 10, 2019. The Inspector of Elections has confirmed that a majority of company issued an outstanding shares entitled to vote is represented in person or by proxy at today's meeting. Therefore, a quorum is present in the business that the committee may be conducted.

Since no stockholder nominations or additional proposals will be recognized by the Corporate Secretary in advance of this meeting. The business of this meeting is limited to the leverage set forth in the company's proxy statement. The first item of business today is election of directors. 13 directors are at the elected estate meeting. The vote counts for each nominee's election must exceed the votes cast against the January election in order for the nominee to be elected as a Director.

As set forth in the company's proxy statement, the Board of Directors has nominated the following persons to be elected: Marc Benioff, Keith Block, Parker Harris, Craig Conway, Alan Kasufel, Neely Curtis, General Colin Powell, Sandy Robertson, John Roos, Bernard Tyson, Robin Washington, Maynard Webb and Susan Leshy King. The Board recommends a favor vote in favor of each nominee. With respect to the 2nd items of business being proposed to our stockholders today, the Board also recommends a vote for each proposal. Proposal 2 is the amendment of the company's certificates and corporation to remove super majority of the voting provisions from the company's charter and bylaws. Approval of proposal 2 requires 2 thirds of the outstanding shares entitled to those at the meeting.

Approval of the remaining proposals 3 to 6 requires the affirmative vote of a majority of the votes cast to prove its headway or negatively on the matter. Proposal 3 is the amendment of the company's 2013 Equity Incentive Plan to, among other things, increase the number of shares authorized for issuance by 35,500,000 shares. Proposal 4 is the ratification of the appointment of Ernst and Young, LLP as the company's independent registered public accounting firm for the fiscal year ending January 31, 2020. Proposal 5 is an advisory vote to approve the compensation of the named executive officers for fiscal 2019. With respect to proposal 6, the Board recommends a vote against the proposal.

Proposal 6 is a stockholder submitted proposal for driving true diversity in foreign policy. Here today to present Proposal 6 on behalf of the stockholder proponent is Justin Ganoff. Can you please make sure Mr. Ganoff has the microphone?

Speaker 3

And I

Speaker 1

moved to Public Works this

Speaker 3

afternoon, which seeks to increase diversity on the company's Board of Directors. Across corporate America, company after company are adopting board diversity policies that are based on race and gender. These procedures have a noble goal, reducing core recruitment. They require companies to interview an underrepresented minority and a woman for each of the board slots. I'm here to tell you that's not what diversity is.

That's actually racism and not sexism. Not all women think alike based on the fact that they are women. Similarly, not all Asian or Latino or Black Americans think the same based on their respective skin color. Diversity is not what someone looks like. It's a sum of what that person thinks and feels and believes.

Speaker 1

It's their ego. It's

Speaker 3

who they are. When the company takes overtly political positions on legal and policy issues, we think it would benefit you all to have voices from

Speaker 1

both sides of the island and room.

Speaker 3

At Salesforce, you guys spend a significant capital at the same far left positions. For example, the company threatened to divest from Georgia over that state's consideration of a religious freedom law, falsely suggesting that the measure was designed to disjourney. The company also signed a human rights campaign, highly disingenuous amortiscreens in a master piece cake shop. The company's position there would have allowed states to compel speech to private businesses and citizens, all while further eroding religious freedom. And just last week, the Washington Post reported that Salesforce has instituted a new policy taking aim of the Second Amendment, specifically the company is barring its clients to sell certain guns, clients such as Camping World from using its technology to market products, manage customer service operations and put no orders.

This could damage the company as existing clients may leave and new clients may enter other options. Whether you're willing to admit your biases is actually beyond the point because in business perception is often reality. And our proposal provides a tangible business way for the company to combat it. We believe that boards that incorporate diverse perspectives can think more critically and oversee corporate managers more effectively. Appointing a few conservatives may help the company act suitable to group think.

That's a win for investors and for university. Thank you and please join me voting yes on the proposal number 6.

Speaker 2

Okay. Thank you very much. Because no further business is scheduled to come before the stockholders, I declare the poll for each matter to be filled in on at this meeting open and direct them to vote with the stockholders to be taken on the matters previously discussed. If you have previously voted, you do not need to take further action. If you did not turn in a valid or proxy or wish to vote in person or revoke your earlier ballot, please vote at this time and the ballots previously determined to you.

Once you have voted, please raise your hand and the ballot will be collected. There are no additional ballots or properties, and I hereby declare it in full for each matter voted upon at this meeting close. Based on the preliminary voting results, the has confirmed that all 13 nominees have each received more votes cast for his or her election than again. Accordingly, each nominee has been elected as the Director of the company to serve until the next annual meeting and until his or her successor has been duly elected and qualified. The Inspector of Elections has also confirmed that based on preliminary votes, all of the proposed and following proposals have received sufficient votes in favor to cast the amendment of the company's Certificate of Incorporation, the amendment of the 2013 Equity Acceptance Plan, the ratification of the appointment of Ernst and Young and the advisory approval of the compensation of their named executive officers.

The investor of elections will provide a final voting report, which will be included in the minutes of this meeting and the final voting results will also be filed with the SEC.

Speaker 1

As there is no further business to come before this meeting, this meeting is hereby determined. Thank you very much for attending today's meeting and for your continued support of our company. Thank you, Ian Lewis. Thank you very much. What's that?

Speaker 2

Do you want to take your questions?

Speaker 3

Oh, I'd be happy to. What questions do you

Speaker 2

have? So the meeting is officially adjourned, but we do typically take a few questions for Q and A. If there are questions, it sounds

Speaker 4

like. Yes, my name is Kyle Kellerman, and I'm a non current stockholder. So I actually made it to 100 being

Speaker 3

and then

Speaker 4

with Bill Hamburg, Hamburg and Quest. I've seen 4 different cycles. So I love the difference between sizzle and steak. I'm an engineer. I really like steak, and you guys are fantastic with the sizzle.

So you promote artificial intelligence and machine learning and all these other things. Now this is in a row. I see 4 cycles. Last time I said something, here's what I said 3, 9 years ago about artificial intelligence. It is still not possible these computers will final view of judgment as needed.

We cannot effectively computerize judgment because human pattern recognition and decision making are not well enough understood. I stand by that 49 years ago, we published in this submission and over. So my question is, there's lots of buzzwords. You have a great field, greenfield field right now in mobile and cloud. Do you have to push something that says artificial intelligence, machine learning, AR, VR and all those words?

In my opinion, what happened for another 5 to 8 years?

Speaker 1

Well, I completely disagree with you. I mean, I just the advancements that I've seen in artificial intelligence, machine intelligence, machine learning and deep learning have been incredible. The stuff that I've seen the company produce, especially in the last 24 months, have shocked even me. I don't know if you've seen any of our recent demonstrations or came to our Trailhead DX conference last week and saw some of the new technology or how it's already been deployed by thousands and thousands of our customers, but it's unlike any computer science that I've seen. Maybe you have a better understanding than I do.

The head of our research department is Richard Soetzer, who runs the number one computer science class at Stanford, has a PhD in artificial intelligence and machine learning and helped them create deep learning. It's a golden time of innovation. When you look at our platform, our job is to take these technologies and make them available to everybody. We make them easy. So when we look at not just the cloud, not just mobile, but also AI, blockchain is another area that's incredible what's happening.

We've ingested those into our platform, and then we make all that available very simply and easily to our trailblazers. And if you haven't had an opportunity to get your hands on it or come to one of our events and conferences, I'm happy to give you the schedule of those programs. I think you'll be quite shocked to see the tremendous advancements that have mostly happened, I think, in the last 5 years and really made into the commercial markets in the last 2 to 3. But as one example, the ability to do vision with artificial intelligence by just having a simple commodity camera like on your phone and for it to be able to interpret our physical world is not something that we were really able to offer our customers through our platform just a short time ago and now it is. Another example is the ability for our software to be able to interpret a voice and then make the leap from what you're saying, not just voice recognition like the words, but to understand it and to insert updates and deletes into the database.

We've never been able to do that before, but now we can. So there's a lot of examples, and I'd be happy to, like I said, invite you to one of our programs so you can take a look at that. Or maybe we're at our Trailhead Diet conference last week, but I'd be happy to go through it. But thank you very much.

Speaker 4

If you go to Cambridge and Oxford, It's a difference in the view point between Europe and the United States. But are we hearing the next slide here? It's just about

Speaker 1

customer value. That's it. Are we able to offer our customers more value based on this amazing technology? And the value that we're offering our customers is incredible. So that's what I'm excited about.

Speaker 2

Thank you for that question. One thing I should have noted in the comments earlier, I confirmed everything that I had passed. In this year, the elections also has confirmed that based on preliminary results, the stockholder proposal regarding improved diversity did not receive the

Speaker 1

All right. Well, no other questions. I think we will call the meeting closed. Thank you very much for joining our shareholder meeting.

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