Twitter, Inc. (NYSE:TWTR) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07Submission of Matters to a Vote of Security Holders
On May 30, 2018, Twitter, Inc. (the “Company”) held its annual meeting of stockholders (the “Meeting”). Present at the Meeting in person or by proxy were holders of 629,159,672 shares of shares of common stock of the Company, representing 83.6% of the voting power of the shares of common stock of the Company as of April 2, 2018, the record date for the Meeting, and constituting a quorum for the transaction of business.
The stockholders of the Company voted on the following items at the Meeting:
|
1. |
To elect four Class II directors to serve until the 2021 annual meeting of stockholders and until their successors are duly elected and qualified; |
|
2. |
To approve, on an advisory basis, the compensation awarded to the Company’s named executive officers; |
|
3. |
To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2018; |
|
4. |
To consider a stockholder proposal regarding the formation of a public policy committee of the board of directors; and |
|
5. |
To consider a stockholder proposal regarding a report on the Company’s content enforcement policies. |
1. Election of Directors
|
Nominee |
For |
Withheld |
Broker Non-Votes |
|
Martha Lane Fox |
451,528,323 |
4,007,970 |
173,290,424 |
|
David Rosenblatt |
450,045,279 |
5,500,777 |
173,290,422 |
|
Evan Williams |
440,900,431 |
14,674,011 |
173,290,424 |
|
Debra Lee |
448,322,883 |
7,197,310 |
173,290,425 |
Based on the votes set forth above, each director nominee was duly elected to serve until the 2021 annual meeting of stockholders and until his or her successor is duly elected and qualified.
2. Advisory Vote on the Compensation Awarded to the Company’s Named Executive Officer
|
For |
Against |
Abstain |
Broker Non-Votes |
|
447,372,807 |
7,826,583 |
669,857 |
173,290,425 |
Based on the votes set forth above, the stockholders advised that they were in favor of the compensation awarded to the Company’s named executive officers.
3. Ratification of Appointment of Independent Registered Public Accounting Firm
|
For |
Against |
Abstain |
|
621,307,465 |
6,084,605 |
1,767,602 |
There were no broker non-votes on this proposal.
Based on the votes set forth above, the stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.
4. Stockholder Proposal Regarding the Formation of a Public Policy Committee of the Board of Directors
|
For |
Against |
Abstain |
Broker Non-Votes |
|
13,019,762 |
441,118,016 |
1,731,470 |
173,290,424 |
Based on the votes set forth above, the stockholders did not approve the stockholder proposal regarding the formation of a public policy committee of the board of directors.
5. Stockholder Proposal Regarding a Report on the Company’s Content Enforcement Policies
|
For |
Against |
Abstain |
Broker Non-Votes |
|
162,513,507 |
292,315,061 |
1,040,679 |
173,290,425 |
Based on the votes set forth above, the stockholders did not approve the stockholder proposal regarding a report on the Company’s content enforcement policies.
About Twitter, Inc. (NYSE:TWTR)
Twitter, Inc. (Twitter) offers products and services for users, advertisers, developers and platform and data partners. The Company’s service is live-live commentary, live connections, live conversations. Its products and services for users include Twitter, and Periscope and Vine. Its Twitter is a platform for public self-expression and conversation in real time. Its promoted products enable its advertisers to promote their brands, products and services, and extend the conversation around their advertising campaigns. Its promoted products consist of promoted tweets, promoted accounts and promoted trends. Its Fabric platform offers modular software development kits that help developers build applications, gives them mobile analytics, the ability to generate revenue through Twitter’s mobile-focused advertising exchange, MoPub. It offers subscription access to its public data feed for partners wishing to access data beyond its public application program interface (API).