Callidus Software Inc. (NASDAQ:CALD) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders.

Callidus Software Inc. (“Company”) held a Special Meeting of Stockholders (“Special Meeting”) on March29, 2018 at the Company’s headquarters. An aggregate of 66,460,419 shares of Company common stock were entitled to vote at the Special Meeting, and a total of 55,373,301 shares, constituting a quorum, were represented in person or by proxy.

At the Special Meeting, the stockholders of the Company voted on the following proposals: (i)to adopt the Agreement and Plan of Merger, dated as of January29, 2018, by and among SAP America,Inc., a Delaware corporation (“SAP”), Emerson One Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of SAP, and the Company, as such agreement may be amended from time to time (“Merger Agreement”) (such proposal, “Proposal One”); (ii)to approve, on a non-binding advisory basis, the compensation that may be paid or become payable to the Company’s named executive officers that is based on or otherwise relates to the merger (such proposal, “Proposal Two”); and (iii)to approve the adjournment of the special meeting to a later date, if the Board determines that it is necessary or appropriate and is permitted by the Merger Agreement, to solicit additional proxies if there is not a quorum present or there are not sufficient votes in favor of the adoption of the Merger Agreement at the time of the special meeting (such proposal, “Proposal Three”). Each of these proposals is described in more detail in the Company’s definitive proxy statement, dated February22, 2018. The voting results for each of the proposals are detailed below:

Proposal One. The Company’s stockholders approved Proposal One. The voting results were as follows:

Proposal Two. The Company’s stockholders approved Proposal Two. The voting results were as follows:

Proposal Three. There being a quorum present and sufficient votes in favor of Proposal One and Proposal Two, the stockholders were not asked to vote with respect to Proposal Three.