21 unchanged sentences
OTHER INFORMATION
+Added: On March 1, 2023, our Board of Directors (the “Board”) approved amendments to our Amended and Restated Bylaws (the “Bylaws”), which became effective the same day.
+Added: Among other things, the amendments:
+Added: • update the advance notice provisions that apply where a stockholder intends to propose a director nomination or other business at a stockholder meeting, including to address newly adopted Rule 14a-19 of the Exchange Act (“Rule 14a-19”), by requiring:
+Added: ◦ any stockholder submitting a nomination notice to make a representation as to whether such stockholder intends to solicit proxies in support of director nominees other than our nominees in accordance with Rule 14a-19 and to provide reasonable evidence that certain requirements of such rule have been satisfied;
+Added: ◦ the nomination of each proposed director nominee other than our nominees be disregarded (notwithstanding that the nominee is included as a nominee in our proxy statement, notice of meeting or other proxy materials for any stockholder meeting (or any supplement thereto) and notwithstanding that proxies or votes in respect of the election of such proposed nominees may have been received by us (which proxies and votes shall be disregarded)) if, after a stockholder provides notice pursuant to Rule 14a-19, such stockholder subsequently fails to comply with the requirements of Rule 14a-19 or fails to timely provide reasonable evidence that certain requirements of such rule have been satisfied;
+Added: ◦ that the number of nominees a stockholder may nominate for election at a stockholder meeting may not exceed the number of directors to be elected at such meeting;
+Added: ◦ certain representations with respect to a proposed nominee regarding the absence of certain voting commitments, disclosure of compensation for service and compliance with our corporate governance and other policies, and intent to serve the entire term;
+Added: ◦ additional background information and disclosures regarding proposing stockholders, proposed nominees and business, and other persons related to a stockholder’s solicitation of proxies;
+Added: ◦ that whenever a document or information must be delivered to us under the advance notice provisions such document or information must be in writing exclusively and must be delivered exclusively by hand, or by certified or registered mail, return receipt requested.
+Added: • require that any stockholder directly or indirectly soliciting proxies from other stockholders must use a proxy card color other than white, with the white proxy card being reserved for exclusive use by our Board;
+Added: • make certain other technical, modernizing and clarifying changes.
+Added: The foregoing description is a summary and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is attached as Exhibit 3.2 hereto and is incorporated by reference herein.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
26 unchanged sentences
3.2 Amended and Restated Bylaws of Zoom Video Communications, Inc.
−Removed: S-1/A 333-230444 3.4 April 8, 2019
4.1 Form of Class A Common Stock Certificate
7 unchanged sentences
10.2# Zoom Video Communications, Inc.
−Removed: 2019 Equity Incentive Plan and forms of agreements thereunder.
−Removed: S-1/A 333-230444 10.2 April 8.
+Added: 2019 Equity Incentive Plan, as amended, and forms of agreements thereunder
+Added: 10-Q 001-38865 10.2 November 23, 2022
10.3 Zoom Video Communications, Inc.
11 unchanged sentences
Non-Employee Director Compensation Policy, as amended
−Removed: 10-Q 001-38865 10.1 August 31, 2021
10.8# Zoom Video Communications, Inc.
−Removed: 2019 Equity Incentive Plan Global RSU Award Gant Notice
+Added: 2019 Equity Incentive Plan Global RSU Award G r ant Notice
10-Q 001-38865 10.2 September 13, 2019
15 unchanged sentences
10-Q 001-38865 10.1 September 3, 2020
−Removed: 10.16# Director Offer Letter by and between Zoom Video Communications, Inc.
+Added: 10.16# Offer Letter by and between the Registrant and Greg Tomb, dated May 31, 2020
+Added: 10-Q 001-38865 10.1 August 24, 2022
+Added: 10.17# Director Offer Letter by and between the Registrant and Lieut.
McMaster dated May 6, 2020
10-Q 001-38865 10.2 September 3, 2020
−Removed: 10.17# Director Offer Letter by and between Zoom Video Communications, Inc.
−Removed: and Janet Napolitano dated November 2, 2020
+Added: 10.18# Director Offer Letter by and between the Registrant and Janet Napolitano dated November 2, 2020
10-K 001-38865 10.17 March 18, 2021
+Added: 10.19# Director Offer Letter by and between the Registrant and William R.
+Added: McDermott dated February 23, 2022
+Added: 10-Q 001-38865 10.2 May 25, 2022
+Added: 10.20# Director Offer Letter by and between the Registrant and Cindy Hoots dated January 4, 2023
10.21 Lease Agreement dated August 1, 2016, as amended, by and between the Registrant and KBSIII Almaden Financial Plaza, LLC
7 unchanged sentences
Officer Incentive Plan, as amended
+Added: 10-K 001-38865 10.21 March 7, 2022
10.25 Common Stock Purchase Agreement by and among the Registrant, salesforce.com, inc.
1 unchanged sentence
S-1/A 333-230444 10.11 April 8, 2019
+Added: 10.26# Zoom Video Communications, Inc.
+Added: Severance and Change in Control Plan and form of Participation Agreement thereunder
+Added: 10-Q 001-38865 10.2 August 24, 2022
21.1 List of subsidiaries of the Registrant
54 unchanged sentences
Jonathan Chadwick
−Removed: Eschenbach Director March 7, 2022
/s/ Peter Gassner Director March 3, 2023
Peter Gassner
−Removed: /s/ Kimberly L.
−Removed: Hammonds Director March 7, 2022
+Added: /s/ Cindy Hoots Director March 3, 2023
/s/ William R.
9 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.