Welcome to the Special Meeting for ServiceNow. I'll now turn the call over to Bill McDermott, CEO of ServiceNow. You may begin.
Good morning, ladies and gentlemen. I am Bill McDermott, CEO of ServiceNow, Chairman of the Board of Directors, and Chairperson of this special meeting. It's a pleasure to welcome you to our special meeting of shareholders. I now call this meeting to order. I would now like to introduce the corporate officers who are with us this morning: Gina Mastantuono, President and Chief Financial Officer, and Russ Elmer, General Counsel and Corporate Secretary, who will also serve as Secretary of this meeting. I'd also like to introduce you to Lou Larsen, representing Broadridge, who will be serving as Inspector of Election for this meeting. Lou has executed the oath of Inspector of Election. Finally, we also have members of our Board of Directors joining us today. We will now conduct the formal business portion of the meeting. Russ will begin by reviewing the procedures for this meeting and the proposal.
Russ, over to you.
Thank you, Bill. I will now review the formal requirements for this meeting. As a reminder, today's special meeting is being conducted live via webcast, and all participants are attending virtually. By using a virtual-only platform for our special meeting, we hope to encourage greater attendance among shareholders while expanding the ability for shareholders to communicate with us. The format of today's meeting allows shareholders to attend and ask questions of management related to the proposal, regardless of their location. Additionally, this meeting is being conducted in accordance with the company's bylaws and meeting rules of conduct. The agenda and rules of conduct are posted on the virtual meeting website. In order to allow for an orderly meeting and permit sufficient time for any questions, we ask that you follow these rules.
Shareholders were permitted to submit questions related to the proposal in advance of our meeting and are allowed to do so during the course of this meeting. If you haven't done so already and you would like to submit a question at this meeting, please do so via the Ask a Question tool on the virtual meeting platform. All questions will be subject to the rules of conduct of this meeting. November 10th, 2025, was fixed as the record date for this special meeting. Only holders of the company's common stock as of the close of business on the record date received notice and are entitled to vote at this meeting. We have been presented an affidavit of Broadridge attesting that commencing on November 12th, 2025, the proxy materials were mailed to the holders of the company's common stock as of the close of business on the record date.
The affidavit of mailing of the notice will be attached to the minutes of this meeting. A certified list of the registered holders of the company's issued and outstanding shares of common stock as of the close of business on the record date was made available for inspection at least 10 days prior to this meeting, consistent with Delaware law. Broadridge has examined the proxies received and reports that 182,494,897 shares, or 87.95% of the total shares of common stock of ServiceNow entitled to vote, are represented by proxies at this virtual meeting. A majority of the shares of common stock entitled to vote are represented at this meeting either virtually or by proxy. A quorum is therefore present, and the meeting may now proceed.
I will now review the proposal and voting procedures. We have one proposal on which the shareholders will be voting, which is described in the proxy statement. The proposal is to approve an Amended and Restated Certificate of Incorporation to effect a 5:1 split of the company's common stock with a proportionate increase in the authorized shares of common stock. The board believes the stock split would help reset the market price of the common stock in a range that would make our common stock more accessible to a broader set of potential investors and give employees more flexibility in managing their ServiceNow shares. Accordingly, the board recommends a vote for this proposal. We will now take any questions or comments about this proposal. Again, you may submit your question via the Ask a Question tool on the special meeting platform. There are no questions, and so therefore we will move on.
Because no other business is scheduled to come before the current shareholders, it is now approximately 8:04 A.M. Pacific Time on December 5th, 2025, and the polls have been opened. You may vote now. If you previously voted via the internet, telephone, or mail, you don't need to take any further action. Until the polls close, any shareholder may revoke or change his or her vote on any matter online. However, once the polls close, no further ballots, proxies, or votes, or any revocations or changes will be accepted online. We will now allow time for any shareholders to vote their shares. It is now approximately 8:05 A.M. on December 5th, 2025, and I declare the polls to be closed.
We will now announce the preliminary results. The final results of the vote will be tallied by the Inspector of Election, recorded as stated in the minutes of this meeting, and also filed with the SEC in a current report on a Form 8-K within four business days. The vote required to approve the amended and restated Certificate of Incorporation to effect a 5:1 split of the company's common stock with a proportionate increase in authorized shares of common stock is the affirmative vote of the holders of a majority of all outstanding shares of common stock. The votes have been counted, and the shareholders approved the amendments to the Certificate of Incorporation to effect a 5:1 split of the company's common stock with a proportionate increase in authorized shares of common stock. This concludes the formal portion of the special meeting of shareholders, which we will now deem as officially adjourned.
I now turn it back over to Bill to close our meeting.
Thank you, Russ, and thank you very much to everyone for attending our special meeting of shareholders. Take care.
This concludes today's annual meeting. You may now disconnect.