UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On February 25, 2020, salesforce.com, inc. (the “Company”) announced that Marc Benioff will serve as the Chairman and sole Chief Executive Officer of the Company. The Company announced that Keith Block has resigned from his positions as the Company’s Co-Chief Executive Officer and as a director of the Company. Mr. Block will continue to serve the Company as Advisor to the Chief Executive Officer through February 25, 2021 (the “Transition Period”).
The Company has entered into an agreement (the “Transition Agreement”) with Mr. Block setting forth the terms of Mr. Block’s transition from the Company. Mr. Block will serve as Advisor to the Chief Executive Officer during the Transition Period. The Transition Period may be terminated earlier by the Company for cause, as defined in the Transition Agreement, by Mr. Block for any reason upon ten days’ written notice, and the Transition Agreement provides for automatic termination upon Mr. Block’s acceptance of employment or other full-time services with a third party. Through May 31, 2020, Mr. Block’s cash compensation will be composed of salary at his current rate plus a monthly bonus amount calculated based on the amount of his annual bonus earned for fiscal 2020. For the remainder of the Transition Period, his cash compensation will be calculated based on a rate of $54,080 per year. Mr. Block will be entitled to receive his bonus for fiscal 2020 calculated and payable in the ordinary course. During the Transition Period, previously granted equity awards will continue to vest in accordance with their terms. The Transition Agreement provides for a customary release of claims by Mr. Block and reaffirmation of his obligations under an employee inventions and proprietary rights assignment agreement.
A copy of the Company’s press release announcing the foregoing leadership changes is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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| 104 |
Cover Page Interactive Data File—the cover page XBRL tags are embedded within the Inline XBRL document | |||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| salesforce.com, inc. | ||
| By: |
/s/ Amy Weaver | |
| Amy Weaver | ||
| President and Chief Legal Officer | ||
Dated: February 25, 2020