AGM 2019

May 28, 2019

Good morning, and welcome to the Five9 Incorporated Annual Meeting of Stockholders. I would now like to turn the conference over to Mr. Mike Burkland, Executive Chairman. Please go ahead. Thank you for joining us today. I'm Mike Burkland, Executive Chairman of the Board of Directors of Five9 Inc. I will be presiding on over this meeting and the meeting is now called to order. Along with my fellow directors and executive officers of the company, I'd like to welcome you to our Annual Meeting of Stockholders. We appreciate your attendance, your interest and your support of Five9. This Annual Meeting of Stockholders is held pursuant to the bylaws of the company and written notice to all stockholders. We request that if you have questions pertaining to the proposals being considered at this meeting, please enter and submit them in the space provided on the virtual meeting screen. Stockholders wishing to ask other questions will be given an opportunity to do so following the meeting. After introducing the directors and officers in attendance and dealing with a few procedural matters, we will take up the items to be acted upon. We would like to introduce the directors of Five9 who are on the webcast today. Please welcome David Welsh, our Lead Independent Director and Chairman of our Nominating and Governance Committee Jack Acosta, the Chairman of our Audit Committee Robert Zollars, the Chairman of our Compensation Committee Kimberly Alexei, David DeWalt and Michael Berdyek. The Five9 executives who are in attendance are Rowan Trollope, our CEO and also a Director Barry Zwarenstein, our CFO and Corporate Secretary and Dan Burkland, our President. We would like to introduce Tim Curry from our outside law firm, Jones Day. In accordance with our bylaws, I will act as Chairman of the meeting and Mr. Zwarenstein will act as Secretary of the meeting. Mr. Zwarenstein, please proceed with the introduction of our auditors. Attending this meeting are Dave Miller of KPMG, our independent auditors. Although KPMG has indicated that it does not wish to make a statement, Mr. Miller is available to respond to appropriate questions during the general question and answer period. In addition, Kathy Blackwell, a Broadreach Financial Solutions has been appointed and will serve as the independent Inspector of the election for this meeting. She has filed an oath of office with me for inclusion in the minutes of this meeting. The polls for voting on all matters are open. All Five9 stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted or if you want to change your previously cast vote, please do so on the website used to access this meeting. Please remember that if you have already voted by proxy, it is not online ballot. After voting has been completed on all matters on the agenda, the ballots will be collected and counted. The Inspector of Election will collect any ballots submitted online during the meeting. The named proxy for the stockholders meeting are Rowan, Tolop and me. If you have returned your proxy card, the proxy holders will vote your shares as you indicated on the proxy card. After the votes for all matters are collected and tabulated, the polls will be closed and Mike will ask for the inspector to provide the preliminary results of such voting. Broadridge has delivered to us an affidavit of mailing certifying that the notice of this meeting has been mailed to stockholders of record at the close of business on April 1, 2019. Broadreach has commenced such mailing to stockholders on April 15, 2019. The company's annual report on Form 10 ks and the proxy materials for this meeting were furnished to stockholders entitled to vote at this meeting over the Internet beginning on April 15, 2019 and such materials are available on the website used to access this meeting. The list of stockholders of record of the company as of the close of business on April 1, 2019, is available for inspection the website used to access this meeting by any stockholder during this meeting. With the Executive Chairman, on April 1, 2019, the record date for this annual meeting, they were outstanding and entitled to vote a total of 59,000,000 636,995 shares of common stock. I have been informed by the Inspector of Elections that there are 54,605,497 shares of stock represented by proxy at this meeting or approximately 91.56% of all the shares entitled to vote at this annual meeting. The shares so represented exceed 30% of the total shares entitled to vote at this meeting and thus constitute a quorum. Thank you, Barry. On the basis of the report of the Secretary and the Inspector of Election, proper notice has been given and a quorum is present. Accordingly, this meeting has been properly convened. The next matter to come before the meeting is the approval of the following proposals. Barry, please review the proposals. The first proposal to come before the meeting is a nomination of candidates for election as directors. At this meeting, we will be electing 3 directors of Class 2 directors for a term expiring at the 2022 Annual Meeting of Stockholders. The nominees are Jack Acosta, Rowan Trollope and David Welsh. Information concerning their principal occupation, service with Five9, skills and qualifications and other matters which may be of interest are contained in the proxy statement. The Board of Directors recommends that our stockholders vote for each such nominee. No other nominations will receive prior to the deadline established by the company's bylaws. Therefore, no additional nominations may be made at this meeting and I declare the nominations to be closed. Proposal 2, the advisory note on executive compensation. The next matter to come before the meeting is the non binding advisory vote on the compensation of our named executive officers as disclosed in our proxy statement. The Board of Directors recommends that our stockholders vote for the resolution approving on a non binding advisory basis the compensation of our named executive officers as disclosed in our proxy statement. The next matter to come before the meeting is the ratification of the appointment of KPMG as the company's independent registered public accounting firm. The Board of Directors recommend that the appointment of the independent registered public accounting firm of KPMG to serve as the company's independent registered public accounting firm and to audit the company's financial statements for the Q1 year ending December 31, 2019 be ratified. Are there any questions on proposals 1 through 3? There are no questions which have been submitted via the website. Since all those desiring to vote have done so, I hereby declare the polls closed at 8:0:7 a. M. Pacific Daylight Time. The Inspector of Election has tallied the ballots and proxies and has delivered the preliminary report to Barry as Secretary. He will now announce the preliminary results. Mr. Executive Chairman, the Inspector election has tallied the ballots and proxies cast for the proposals presented at this meeting and has submitted her preliminary report. A, each of the 3 persons nominated for director has received a plurality of the votes cast and has been elected as a Director of the company to serve for a 3 year term that will expire in 2022. C, the compensation of our named executive officers as disclosed in our proxy statement was approved on a non binding advisory basis. C, the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending December 31, 2019 has been ratified. That concludes the business of this meeting. The meeting is now adjourned. I now invite you to ask any questions you may have regarding the company and its business. Please follow the instructions provided on the website used to access this call to submit questions.