VMWARE, INC. (NYSE:VMW) Files An 8-K Other EventsItem 8.01 Other Events.
Deadlines and Procedures for Submitting Stockholder Proposals
The date of VMware, Inc.’s (“VMware” or the “Company”) 2018annual meetingof stockholders is scheduled for July 19, 2018 (the “2018 Annual Meeting”), more than 30 days later than the anniversary of the Company’s 2017annual meetingof stockholders, which was held on June 8, 2017. Therefore, the deadlines for stockholders to submit proposals and nominations of directors for the 2018annual meetingof stockholders have been adjusted as described below.
toRule 14a-8under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to be eligible for inclusion in the Company’s 2018 proxy statement stockholder proposals must be received by the Company no later than the close of business on February 20, 2018. All stockholder proposals requested to be included in the Company’s proxy statement must also comply with the requirements set forth in the federal securities laws, includingRule 14a-8 of the Exchange Act. Stockholder proposals must be addressed to: VMwareInc. Legal Department, 3401HillviewAvenue, Palo Alto, California,94304.
The Company’s bylaws establish an advance notice procedure with regard to matters to be brought before anannual meetingof stockholders, including nominations of persons for election as directors and stockholder proposals submitted outside the processes ofRule 14a-8. Class A common stockholders must also comply with the procedural requirements in our bylaws, which are available at ir.vmware.com. Any holder of our ClassA common stock who wishes to bring a proposal or nominate a person for election to the Board at the 2018 Annual Meeting must provide written notice of the proposal or nomination to the attention of VMware’s Secretary, Legal Department, at the address specified above, on or after March 21, 2018 and no later than April 20, 2018.
VMware’s bylaws also provide that until such time that Dell Technologies Inc. (“Dell”) ceases to hold at least a majority of the voting power of VMware’s ClassA common stock and ClassB common stock voting together as a single class, Dell is entitled to propose business to be considered at any meeting of stockholders and to nominate persons for election to the Board without compliance with the notice procedure described in the preceding paragraph.
About VMWARE, INC. (NYSE:VMW)
VMware, Inc. is a provider of virtualization infrastructure solutions and cloud infrastructure solutions. The Company develops and markets its product and service offerings within three product groups, which include software-defined data center (SDDC), hybrid cloud computing and end-user computing (EUC). Its compute virtualization includes offerings that allow organizations to manage Information technology (IT) resources across private clouds and complex multi-cloud, and multi-device environments. Its SDDC is designed to transform the data center into an on-demand service. Its cloud strategy has three components, which include continue to expand beyond compute virtualization in the private cloud, extend the private cloud into the public cloud, and connect and secure endpoints across a range of public clouds. Its End-User Computing portfolio enables IT organizations to deliver secure access to applications, data and devices for their end users.