Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 26, 2022, Donald Carty, a Class III member of the Board of Directors (the "Board") of VMware, Inc. ("VMware"), notified VMware that he will not stand for re-election at VMware's Annual Meeting of Stockholders to be held on July 12, 2022 (the "Annual Meeting"). Mr. Carty advised the Company that his decision to not stand for re-election did not involve any disagreement with the Company. Mr. Carty will continue to serve as a director until the Annual Meeting.

On April 29, 2022, the Board elected Nicole Anasenes as a Class III member of the Board and appointed Ms. Anasenes to serve as a member of VMware's Audit Committee. Consistent with the outside director compensation program described in VMware's proxy statement filed with the Securities and Exchange Commission on May 28, 2021, the Board approved standard cash compensation and an RSU award, pro-rated for partial-year service, for Ms. Anasenes. VMware will enter into its standard form of indemnification agreement with Ms. Anasenes.

A copy of the press release announcing Ms. Anasenes's election to the Board is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of VMware, Inc.

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