Workday, Inc. (WDAY) Earnings Call Transcript & Summary

Welcome to Workday's 2020 Annual Stockholders Meeting. This meeting is being presented live and is being recorded for future playback. With that, I will hand it over to Aneel Bhusri, Workday's Co-Founder and Chief Executive Officer.

Thank you. Good morning, and thank you for joining us today for Workday's Annual Stockholders Meeting. It is 9:02 a.m., and the meeting will now come to order. My name is Aneel Bhusri, and as the Chief Executive Officer at Workday, I will be presiding as the Chairman over this meeting. Today's virtual meeting is a live audio webcast allowing for participation by Workday, our stockholders and other interested parties regardless of their location. In addition to listening to the meeting online, stockholders can also submit questions and vote their shares online via the annual meeting portal before the polls close. Stockholders who would like to ask a question may do so by typing and submitting the question online where indicated in the annual meeting portal. Stockholders who would like to vote can do so on the portal as well or indicated for voting. As a reminder, only stockholders as of the record date may submit a question or vote via the annual meeting portal. The polls are currently open and will remain open through the general question-and-answer session of our meeting. I would like to now introduce our directors and other members of Workday management who are present on today's call. The directors present are Michael Bush, Christa Davies, Michael Stankey and George Still, our 4 nominees for Class II Directors who we will be voting on at today's meeting; Dave Duffield, Ann-Marie Campbell, Carl Eschenbach, Michael McNamara, Lee Styslinger III and Jerry Yang. Also present on today's call are Juliana Capata, Workday's Deputy General Counsel and Assistant Secretary, who will be acting as our Inspector of Elections and tabulating the voting results; Justin Furby, our Senior Director of Investor Relations, who will moderate our question-and-answer sessions; Robynne Sisco, our Co-President and CFO; and Chano Fernandez, our Co-President. In addition, David Cabral and Andrew Kaven have joined us from Ernst & Young LLP, Workday's independent auditors, and will be available to address stockholder questions as well. This morning, our program will proceed as follows. First, I will commence the official business portion of the 2020 annual meeting, including reviewing the proxy proposals before our stockholders. During this time, we'll address any questions or comments which relate to the formal business at hand. Following that, I will open the meeting to a general question-and-answer session. Lastly, Juliana will report on the results of the proxy proposals. As a final housekeeping item, I will turn it over to Juliana to review our Q&A guidelines. Juliana?

Thank you, Aneel. A few matters of protocol will help our Q&A process run smoothly. As Aneel mentioned, only stockholders or their legal representatives may ask a question or make a comment. Second, questions addressed during the official business portion of the meeting should be relevant to the proposals being voted on. Third, the meeting Chairman may rule as out of order stockholder proposals that did not meet the advanced notice provisions of work based bylaws or proposals that are inappropriate for stockholder action. Fourth, out of consideration for others, please limit yourself to 2 questions or comments. And finally, questions will be answered at the discretion of the meeting Chairman based on determinations of relevancy or appropriateness. Back to you, Aneel.

We will now proceed to the official business portion of this meeting. Juliana, would you please report on the notice of the meeting and the quorum determination?

The Board fixed the close of business on April 13, 2020, as the record date for this meeting. We have received an affidavit from Broadridge Financial Solutions, certifying that beginning on or about April 27, 2020, each stockholder of record and each identifiable beneficial owner as of the record date was mailed the official notice of this meeting together with the proxy card and Workday's 2020 annual report and proxy statement or instructions about how to access these materials online. On the record date, a total of 172,451,981 shares of Class A common stock representing one vote per share and a total of 60,820,252 shares of Class B common stock representing 10 votes per share were outstanding. The holders of not less than 218,441,001 shares of comm stock are present at today's meeting in person or by proxy. Approximately 97.86% of the voting power of the outstanding shares is present at the meeting. Accordingly, a quorum is present. Aneel?

Thank you, Juliana. On the basis of the inspector's report, the meeting is duly convened. As a reminder, the polls are open and stockholders may vote their shares online anytime during this meeting before the polls close, which will be following our general question-and-answer session. The first matter being voted upon is election of our 4 Class II Directors to the Board of Directors. Michael Bush, Christa Davies, Michael Stankey and George Still have been nominated as Class II Directors, to serve for a 3-year term expiring at the 2023 Annual Meeting of Stockholders and until their successors are duly elected and qualified. No other nominations for Directors were received from stockholders within the period required by Workday's bylaws. Therefore, the nominations are closed. The second order of business is the ratification of Workday's independent auditors. The Board of Directors has appointed Ernst & Young LLP as Workday's independent auditors for the fiscal year ending January 31, 2021, and our stockholders have been asked to ratify their appointment. The third and final order of business is the advisory nonbinding stockholder vote to approve the compensation awarded to our named executives in the last fiscal year. As described in the proxy statement, including a compensation and analysis section, compensation tables and narrative discussion. We will now pause for a brief moment to determine whether any questions related to the proxy proposals at hand have been submitted via the annual meeting portal. Justin, do we have any questions related to the proposals?

Thanks, Aneel. We do not have -- we have not received any questions relating to the proposals. As we have no questions related to proposals, I'll turn it back over to you, Aneel.

Thanks, Justin. As a reminder, it is not necessary to vote online if you've already sent in a completed proxy card or voted online or by telephone, unless you wish to change your vote. Stockholders who would like to vote now may do so online by submitting your vote where indicated in the annual meeting portal. The polls will be open during our general Q&A session, which we will turn to next. Justin? [Voting]

Thank you, Aneel. This question-and-answer session may include various projections and forward-looking statements about Workday. These forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from those in the forward-looking statements. We encourage you to read our periodic reports and filings with the SEC for a description of potential risks and uncertainties, including, without limitation, those mentioned in Workday's quarterly report on Form 10-Q for the fiscal quarter ended April 30, 2020, under the heading Risk Factors, and in our subsequently filed annual quarterly and current reports. As a reminder, we will follow the rules of order for this Q&A session that Juliana reviewed earlier. We will now pause for a brief moment to determine whether any questions have been submitted via the annual meeting portal. Okay. As there are no questions, our question-and-answer session is concluded. I will now turn it back over to you, Aneel, to continue with the business agenda for the meeting.

Thanks, Justin. It is now 9:09 a.m., and the polls are now closed. The next item on the agenda is the preliminary report of the Inspector of Elections. Any votes collected before the polls closed but not reflected in the preliminary report will be reflected in the final report of the inspector. Juliana, please present your preliminary report.

Thank you, Aneel. I have determined that Michael Bush, Christa Davies, Michael Stankey and George Still each have received in excess of 96% of the votes cast for election of Class II Directors. Further, I have determined that more than 99% of the votes present in person or represented by proxy were cast in favor of the ratification of the appointment of Ernst & Young LLP. Finally, I have determined that more than 96% of the votes posted in person or represented by proxy were cast in favor of the advisory vote to approve the compensation paid to Workday's named executive Officers. Back to you, Aneel.

Thank you, Juliana. Based upon Juliana's preliminary report as Inspector of Elections, I declare that Michael Bush, Christa Davies, Michael Stankey and George Still Jr. are elected as Class II Directors to serve for a 3-year term expiring at the 2023 Annual Meeting of Stockholders or until the successors are duly elected and qualified. I further declare that the appointment of Ernst & Young LLP as Workday's independent registered public accounting firm for the fiscal year ending January 31, 2021, is ratified. Lastly, I declare that the compensation paid to Workday's named executive officers in the fiscal -- in the last fiscal year is approved on an advisory basis. This concludes Workday's 2020 Annual Meeting of Stockholders. Thank you for your participation in our annual meeting.

Thank you for attending today's Workday 2020 Annual Shareholder Meeting. You may now disconnect.