Twilio Inc. (NYSE:TWLO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On June12, 2017, the Compensation Committee of the Board of
Directors of Twilio Inc. (the Company) approved
an award of a specialone-time cash bonusto Ms.Karyn Smith, the
Companys General Counsel, in the amount of $125,000, to be paid
in accordance with the Companys normal payroll practices and
subject to applicable employee tax withholding. The cash bonus
was awarded to Ms.Smith in recognition of her services and
contribution to the Company as its interim Chief People Officer.
Item 5.07. Submission of Matters to a Vote of Security
Holders.
On June12, 2017, the Company held its 2017 Annual Meeting of
Stockholders (the Meeting). The Companys
stockholders voted on three proposals at the Meeting, each of
which is described in more detail in the Companys definitive
proxy statement filed with the Securities and Exchange Commission
on April24, 2017. Holders of the Companys ClassA Common Stock
were entitled to one vote for each share held as of the close of
business on April17, 2017 (the Record Date) and
holders of the Companys ClassB Common Stock were entitled to ten
votes for each share held as of the close of business on the
Record Date. The ClassA Common Stock and ClassB Common Stock
voted as a single class on all matters. Present at the Meeting in
person or by proxy were holders of 74,401,489 shares of ClassA
and ClassB Common Stock, together representing a total of
262,702,253 votes, or more than 75% of the eligible votes as of
the Record Date, and constituting a quorum. The final results
with respect to each such proposal are set forth below:
Proposal 1 Election of Directors.
The stockholders elected each of the two persons named below as
ClassI directors to serve until the 2020 annual meeting of
stockholders and until their successors are duly elected and
qualified. The results of such vote were:
|
|
VotesFor |
|
VotesWithheld |
|
BrokerNon-Votes |
|
|
Richard Dalzell |
236,512,505 |
5,006,805 |
21,182,943 |
|||
|
Erika Rottenberg |
233,672,644 |
7,846,666 |
21,182,943 |
Proposal 2 Ratification of Appointment of Independent
Registered Public Accounting Firm.
The stockholders ratified the appointment of KPMGLLP as the
Companys independent registered public accounting firm for the
fiscal year ending December31, 2017. The results of such vote
were:
|
For |
|
Against |
|
Abstain |
|
262,132,516 |
370,600 |
199,137 |
Proposal 3 To ratify the Companys 2016 Stock Option and
Incentive Plan.
The stockholders ratified the Companys 2016 Stock Option and
Incentive Plan to preserve the Companys ability to receive
corporate income tax deductions that may become available to
Section162(m)of the Internal Revenue Code of 1986, as amended.
The results of such vote were:
|
For |
|
Against |
|
Abstain |
|
BrokerNon-Votes |
|
221,883,260 |
19,542,689 |
93,361 |
21,182,943 |
About Twilio Inc. (NYSE:TWLO)
Twilio Inc. provides a cloud communications platform that enables developers to build, scale and operate communications within software applications through the cloud primarily as a pay-as-you-go service. The Company’s product offerings are categorized as Programmable Voice, Programmable Messaging and Programmable Video. The Company also provides use case products, such as a two-factor authentication solution. The Company’s platform approach consists of Programmable Communications Cloud, Super Network and Business Model for Innovators. The Company offers voice or video solution, which include phone to phone, application to phone, application to application, many to many and carrier connectivity. The Company allows the user to create multi-party video and high-definition (HD) audio experiences in mobile and Web applications. It offers Elastic SIP Trunking, which provides global voice connectivity for Voice over Internet Protocol (VoIP) infrastructure.