Salesforce, Inc. (CRM) Earnings Call Transcript & Summary

Good morning, and welcome to the Salesforce 2021 Annual Meeting of Stockholders. I would now like to introduce the first presenter, Marc Benioff.

Well, thank you so much, and hello, everyone. I'm Marc Benioff. I'm the Chair and CEO of Salesforce. And I'd like to welcome you to today's call and express our appreciation for participating in this meeting. And I hope wherever you are, that you're safe and well, that your family as well. And all of our thoughts are -- remain with everyone who's going through so much in the world regarding this pandemic. I'm going to act as Chair of the meeting; and Sarah Dods, our Corporate Secretary, is going to act as the secretary. And I'm pleased to introduce the other directors joining today with me here: Craig Conway; Parker Harris; Alan Hassenfeld; Neelie Kroes; General Colin Powell; Sandy Robertson; John Roos; Robin Washington; Maynard Webb; and Susan Wojcicki. Several members of management are also present, and we also have Matt Stone, who just joined. He is with Ernst & Young, our independent registered public accounting firm, and he's on the line. So thanks, Matt, for dialing in, and we really appreciate it. All right, Sarah. Now can you just walk through this procedural and voting issue?

Thank you, Marc. Sure. This meeting will be conducted in accordance with the agenda and Rules of Procedure, which are posted on the meeting website. They outline how we'll proceed. To conduct an orderly and productive meeting, we ask participants to abide by these rules. As stated in the Rules of Procedure, if you'd like to submit a question, you may do so by following the instructions on the meeting website. Please note that we will first conduct the formal portion of this meeting. During this portion of the meeting, we'll present the proposals and can address any questions on them. After the formal portion of the meeting, we will keep the line open to address other questions that relate to the company's business and are of general interest to stockholders. Now as some important procedural matters. Our notice of meeting was mailed, and our proxy materials and annual report were made available beginning on April 29, 2021, to stockholders of record as of the record date, April 15, 2021. Our inspector of elections, who's a representative of Broadridge, has confirmed that at least a majority of the company's issued and outstanding shares entitled to vote are present or represented by proxy at today's virtual meeting and that, therefore, a quorum is present and the business of this meeting can be conducted. The voting polls were opened at the beginning of the meeting, and they will close on all matters immediately after the presentation and discussion of today's proposals. Most of you have already voted by proxy, and your shares will be voted accordingly. You do not need to vote again now unless you wish to change your vote or requested a legal proxy. If you would like to vote now or revoke a prior vote, please follow the instructions on the meeting website before the polls close. We encourage you to vote as early as possible. The first item of business is the election of directors. 11 directors are to be elected at today's meeting. The votes cast for each nominee's election must exceed the votes cast against in order for the nominee to be elected. As set forth in the proxy statement, the Board has nominated the following persons to be elected: Marc Benioff; Craig Conway; Parker Harris; Alan Hassenfeld; Neelie Kroes; General Colin Powell; Sandy Robertson; John Roos; Robert -- Robin Washington; Maynard Webb; and Susan Wojcicki. The Board recommends a vote in favor of each nominee. Approval of the remaining items of business requires the affirmative vote of a majority of the votes cast affirmatively or negatively on the matter. Please note that under New York Stock Exchange rules, abstentions on the equity plan proposal will be counted as votes cast against the proposal. I'll now introduce the second through fourth proposals. The Board recommends a vote for each of these proposals. Proposal 2 is the amendment of our 2013 Equity Incentive Plan to increase the number of shares authorized for issuance. Proposal 3 is the ratification of the appointment of Ernst & Young as our independent auditor. Proposal 4 is an advisory vote to approve the compensation of our named executive officers. Proposal 5 was submitted by a stockholder and requests that the Board take the necessary steps to transition Salesforce to become a public benefit corporation. Operator, can you please open the line now to allow proposal 5 to be introduced?

Ms. Sara Murphy, your line is open.

Thank you. Can you hear me? Can you hear me?

Yes, we can hear you. Thank you.

Okay. Thank you.

Yes. Please proceed.

Shareholders request that our Board take the necessary steps to convert Salesforce to a public benefit corporation, especially given its adoption of the Business Roundtable Statement on the Purpose of a Corporation, which commits Salesforce to deliver value for all stakeholders. While we believe our Board genuinely desires to make good on these statements, our directors are fundamentally precluded from doing so under Salesforce's current corporate form. Salesforce was ostensively founded on the Hawaiian concept of Ohana, and the company describes its community as a deep-seated support system, not just for employees, but for partners, customers and communities where it operates. And yet, Salesforce laid off 1,000 employees during a global pandemic. A former Salesforce employee who was a black woman described the work atmosphere of bullying, gaslighting and manipulation, saying Salesforce was not a safe place for her to go to work. In her words, "I'm disappointed because this company sets an expectation that equality is a value, that you stand with the black community. Words must be followed with action. And if they can't be, there should be no words." Because Salesforce is a conventional Delaware corporation, our directors' hands are tied by a legal obligation to privilege the company's internal financial returns above all other considerations. That's a terrible deal for Salesforce's diversified shareholders because a healthy global economy is a key driver of long-term investment success and a far greater value booster for diversified portfolios than the profits of any one company within those portfolios. Virtually all investors have permanent exposure to systematic market risk, which determines 75% to 95% of their return. A recent study determined that listed companies create annual social and environmental costs of $2.2 trillion, equal to more than 2.5% of global GDP. These costs have many sources, including climate change and racial inequality. That matters to Salesforce's shareholders, the majority of whom are beneficial owners with broadly diversified interests. Such shareholders and beneficial owners are unalterably harmed when companies follow Delaware's shareholder primacy model and imposed costs on the economy that lower GDP, which reduces equity value. In other words, while Salesforce may increase its isolated return to shareholders by applying the company first shareholder primacy model and neglecting the cost that it externalizes, its diversified shareholders will ultimately pay these costs. As a public benefit corporation, Salesforce could prioritize reducing these costs. Directors of public benefit corporations must balance the interests of shareholders, stakeholders and a specified benefit, which would give legal status to Salesforce's otherwise empty commitment to Ohana. Shareholders are entitled to vote on a change that would serve their interests and ensure Salesforce's commitments to stakeholders are authentic and lasting. At the shareholder comments, we have deep experience in benefit corporation law, and we would be happy to help the Board to navigate Salesforce's conversion. Please vote for item 5.

Thank you very much for presenting that proposal. The Board recommends a vote against the proposal, and we have outlined the reasons for that in our proxy statement. I'll pause now for any questions specifically regarding the ballot items. We'll close the polls after addressing any such questions. And please remember that we will hold a general Q&A session after the formal portion of this meeting. Okay. Seeing no such questions. We have now covered all of the business properly brought before the stockholders today. So I now declare the polls for each matter of business to be closed. And with that, I can now report on the preliminary voting results. Our inspector of elections has confirmed that all 11 nominees have been reelected as a director of the company. The inspector of elections has also confirmed that based on preliminary results, all other proposals have received sufficient votes in favor to pass, except for proposal 5, the stockholder proposal regarding transitioning Salesforce to become a public benefit corporation. The inspector of elections will provide a final voting report, which will be included in the minutes of the meeting, and the final voting report -- voting results will also be filed with the SEC.

Well, thank you so much, Sarah. You know what, if there is no further business to come before the meeting, the formal portion of this meeting is hereby adjourned. And we're going to open up now to general questions.

Great. Thank you, Marc. As mentioned earlier, we will now be happy to answer questions that are of general interest to stockholders, and we will adhere to the Rules of Procedure posted on the meeting website where you can also find instructions for submitting your questions. In the interest of covering as many questions as we can, we may summarize questions and cover similar questions at the same time. We'll do our best to follow up after the meeting to answer any questions we can't get to during the meeting if we have contact information for the stockholder. And our first question is this, "Do you have any plans to offer a dividend in the future?" I think this is a great question for Amy Weaver, our Chief Financial Officer. Operator, can you open the line for Amy Weaver?

I do not show a line for Amy at this time.

Operator, are you able to hear me now?

Yes, ma'am.

Yes. Here I am. So thank you. This is Amy Weaver. I'm the CFO at Salesforce. Thank you for the question. So as a company, we are always looking at our capital allocation strategy. But right now, we are focused on growth, and we believe we have a large opportunity in front of us. So as we look at this, that is where we are going to apply our efforts and our capital. Thank you.

Thank you, Amy. Our next question is, "What are your biggest challenges to maintain company growth goals for the next 3 to 5 years?" And Marc, I'll turn that over to you.

Well, thanks so much. It's such a great question. And as Salesforce now prepares to do more than $26 billion in revenue and become the largest enterprise applications company in the world, we're about to pass SAP, I'll tell you what's on my mind, and that is our core values. It's our core values that have really propelled us over the last 22 years, and I think it's going to be our core values that are going to propel us for the next 22 years as well. Trust is our highest value, the most important thing that we have. In fact, it's the trust that we have with all of our shareholders, all of our stakeholders, all of our employees. This is what guides us. And I think preserving that trust and maintaining that trust over the next coming decades will be critical for us to be able to achieve this growth. In terms of more specifics, I'd encourage you to take a look at my CNBC interview with Jim Cramer last week or my interview with Yahoo! Finance with Julia La Roche yesterday or this week's Fortune Magazine, where I detail -- where I go into detail on our growth plans and our challenges. Thank you so much for that wonderful question.

Thank you very much, Marc. Our next question is this, "You highlighted on your recent quarterly call that you expect the Slack acquisition to close in the next 2 months. What gives you this confidence, particularly given press reports of concerns expressed by third parties to the government?" And this one, I think, would be a great question for our General Counsel, Todd Machtmes.

Thank you. We've appreciated our constructive dialogue with the Department of Justice towards closing the transaction. And we strongly believe the transaction is going to be transformative for customers and the industry and will enable customers to grow and succeed in the work-from-anywhere world.

Thank you very much, Todd. We appreciate the questions. We are not seeing any further questions coming in. And so that will conclude our Q&A session. We value stockholders' input, and thank you for participating. You may now disconnect.

Thank you so much, everyone. Bye-bye.