Zscaler, Inc. current report, 13 January 2023

Zscaler, Inc. Form 8-K Summary

Business Context and Reporting Period

This Current Report on Form 8-K, dated January 13, 2023, details the results of Zscaler, Inc.'s annual meeting of stockholders held on that date. The filing reports on the election of directors, the ratification of the independent auditor, and an advisory vote on executive compensation.

Key Financial Metrics

The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting outcomes rather than financial performance.

Material Changes and Voting Results

The following matters were submitted to a vote of security holders with the following certified results:

  • Election of Directors: Three Class II directors were elected to serve until the 2025 annual meeting.
    • Andrew Brown: 92,783,971 For; 20,088,368 Withheld.
    • Scott Darling: 88,417,719 For; 24,454,620 Withheld.
    • David Schneider: 96,426,658 For; 16,445,681 Withheld.
  • Ratification of Auditor: PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the fiscal year ending July 31, 2023.
    • For: 125,571,463
    • Against: 210,579
    • Abstain: 44,202
  • Advisory Vote on Executive Compensation: Stockholders approved the compensation of named executive officers on a non-binding basis.
    • For: 71,728,431
    • Against: 40,973,085
    • Abstain: 170,823

Guidance, Outlook, and Risks

The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.

Key Facts for Investor Verification

  • Verify the total number of shares entitled to vote to contextualize the "Against" votes on executive compensation, which represented a significant portion of the vote.
  • Confirm the tenure of the newly elected Class II directors, which extends until the 2025 annual meeting.
  • Note that PricewaterhouseCoopers LLP has been retained as the auditor for the fiscal year ending July 31, 2023.