8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________

FORM 8-K

_________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 17, 2021

_________________________

Zoom Video Communications, Inc.

(Exact name of Registrant as Specified in Its Charter)

_________________________

Delaware	001-38865	61-1648780
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

55 Almaden Boulevard, 6th Floor

San Jose, California 95113

(Address of principal executive offices and Zip Code)

(888) 799-9666

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

_________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.001 par value per share	ZM	The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 17, 2021, Zoom Video Communications, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company’s stockholders (1) elected each of the Company’s nominees for Class II director, (2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2022, (3) approved, on an advisory basis, the compensation of the Company's named executive officers, and (4) approved, on an advisory basis, every one year as the preferred frequency for the solicitation of advisory stockholder approval of the compensation paid to the Company's executive officers. The final results with respect to each proposal are set forth below.

Proposal One – Election of Directors

The stockholders elected each of the three persons named below as Class II directors to serve until the 2024 annual meeting of stockholders or until their successors are duly elected and qualified. The results of such vote were:

	FOR	WITHHELD	BROKER NON-VOTE
Jonathan Chadwick	659,058,922	23,754,458	58,857,400
Kimberly Hammonds	656,619,550	26,194,099	58,857,400
Dan Scheinman	656,754,262	26,059,387	58,857,400

Proposal Two – Ratification of Selection of Independent Public Registered Accounting Firm

The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2022. The results of such vote were:

FOR	AGAINST	ABSTAIN
741,051,386	486,444	133,219

Proposal Three – Advisory Vote on Executive Compensation

The stockholders advised that they were in favor of the compensation of the Company's named executive officers. The results of such vote were:

FOR	AGAINST	ABSTAIN	BROKER NON-VOTE
644,601,293	38,077,168	135,188	58,857,400

Proposal Four – Advisory Vote on the Frequency of Solicitation of Advisory Stockholder Approval of Executive Compensation

The stockholders approved, on an advisory basis, every one year as the preferred frequency for the solicitation of advisory stockholder approval of the compensation paid to the Company's executive officers. The results of such vote were:

1 YEAR	2 YEARS	3 YEARS	ABSTAIN	BROKER NON-VOTE
669,973,698	68,318	12,651,827	119,806	58,857,400

Based on these results and consistent with the Company’s recommendation, the Company’s board of directors has determined that the Company will conduct future stockholder advisory votes on the compensation program for its named executive officers every one year.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Zoom Video Communications, Inc.
Dated: June 23, 2021	By:	/s/ Aparna Bawa
		Aparna Bawa
		Chief Operating Officer

XML

Cover	Jun. 17, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jun. 17, 2021
Entity Registrant Name	Zoom Video Communications, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38865
Entity Tax Identification Number	61-1648780
Entity Address, Address Line One	55 Almaden Boulevard, 6th Floor
Entity Address, City or Town	San Jose
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95113
City Area Code	(888)
Local Phone Number	799-9666
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, $0.001 par value per share
Trading Symbol	ZM
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001585521
Amendment Flag	false