AGM 2018

May 18, 2018

Good morning, and welcome to the Five9 Annual Meeting of Stockholders. I would now like to turn the conference over to Mike Burkland, Executive Chairman of the Board of Directors for Five9. Please go ahead. Thank you for joining us today. I'm Mike Berkeland, Executive Chairman of the Board of Directors at Five9. I will be presiding at this meeting and the meeting is now called to order. Along with my fellow directors and executive officers of the company, would 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 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 the 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 active on. 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 Michael Berdyek and Rowan Trollope, a Director and Art CEO. The other 59 executives who are in attendance are 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 and Kaye Hinklemeyer 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 of Broadridge 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 necessary to vote again by the 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 this meeting. The named proxies for the stockholder meeting are Dan Burkland and me. If you have returned your proxy card, the proxy holders will vote your cards 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 the inspector to provide the preliminary results of such voting. Broadridge has delivered to us an affidavit of maven certifying that the notice of this meeting has been mailed to stockholders of record at the close of business on March 22, 2018. Broadridge commenced such mailing to stockholders on April 3, 2018. The company's annual report on the 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 3, 2018 and such materials are available on the website used to access this meeting. The lessor stockholders of record of the company as of the close of business on March 22, 2018 is available for inspection on the website used to access this meeting by any stockholder during this meeting. Mr. Chairman, on March 22, 2018, the record date for this annual meeting, they were outstanding and entitled to vote a total of 57,653,677 shares of common stock. I've been informed by the Inspector of the Election that there are 52,977,000 689 shares of stock represented by proxy at this meeting or approximately 92% of all shares entitled to vote at this annual meeting. The shares so represented exceed 50% 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. Terry, 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 2 directors as Class 1 directors for a term expiring at the 2021 Annual Meeting of Stockholders. The nominees are Michael Berdiak and David DeWalt. Information concerning their principal occupations, service with 59, skills and qualifications and other matters which may be of interest are contained in the proxy statements. The Board of Directors recommend that our stockholders vote for each such nominee. No other nominations were received prior to the deadline established in the company's bylaws. Therefore, no additional nominations may be made at this meeting, and I declare the nominations to be closed. The next matter to come before the meeting is the non binding advisory vote on the compensation for 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 basis a non binding advisory basis the compensation of our named executive officers as disclosed in our proxy statements. The next matter to come before the meeting is the non binding advisory vote on how frequently to hold an advisory hold advisory notes on executive compensation. The Board of Directors recommends that our stockholders vote for the holding for holding advisory votes on executive compensation every 1 year. 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. Board of Directors recommends 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 fiscal year ending December 31, 2018, be ratified. Are there any questions on proposals 1 through 4? 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 8:0:8 am Pacific Daylight Time. The Inspector of Election has tallied the ballots and proxies and has delivered the preliminary report to Barry as Secretary, who will now announce the preliminary results. Mr. Chairman, the Inspector of 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 2 persons appointed 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 2021. B, the compensation of our named executive officers as disclosed in our proxy statement was approved on a non binding advisory basis. C, stockholders chose every 1 year as a frequency in which we should hold future advisory votes on executive compensation. E, the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending December 31, 2018 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.