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
October 25, 2005
Date of Report (date of earliest event reported)
SALESFORCE.COM, INC.
(Exact name of Registrant as specified in charter)
| Delaware | 001-32224 | 94-3320693 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I. R. S. Employer Identification No.) |
The Landmark @ One Market, Suite 300
San Francisco CA 94105
(Address of principal executive offices)
Registrant’s telephone number, including area code: (415) 901-7000
N/A
(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 Instruction 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)) |
Item 1.01 – Entry into a Material Definitive Agreement.
On October 25, 2005, in connection with the appointment of Ms. Shirley Young to the Board of Directors of salesforce.com, inc. (the “Company”), Ms. Young was granted an option to purchase 50,000 shares of the Company’s Common Stock pursuant to the terms of the Company’s 2004 Outside Directors Stock Plan. Details regarding this option and other compensation related to Ms. Young’s board service are set forth in the Company’s 2005 Proxy Statement under the subheading “Compensation of Directors.”
Item 5.02 – Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On October 25, 2005, the Company’s Board of Directors appointed Ms. Shirley Young to serve as a Class III member of the Company’s Board of Directors, with a term expiring at the 2007 annual meeting of stockholders, and increased the size of the Board of Directors from seven (7) to eight (8) directors. Ms. Young was appointed on the recommendation of the Nominating and Corporate Governance Committee. The Board of Directors determined that Ms. Young has no material relationship with the Company and is otherwise independent in accordance with the applicable listing requirements of the New York Stock Exchange and the rules and regulations of the Securities and Exchange Commission. Ms. Young has not been named to any board committees at this time.
A copy of the Company’s October 26, 2005 press release announcing Ms. Young’s appointment is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 – Financial Statements and Exhibits.
| (d) | Exhibits. |
| 99.1 | Press Release dated October 26, 2005. |
Signature
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.
| Dated: October 28, 2005 |
salesforce.com, inc. | |||
| /s/ David Schellhase | ||||
| David Schellhase, Senior Vice President and General Counsel | ||||