Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As previously disclosed, on May 29, 2020, the Board of Directors (the "Board")
of Zoom Video Communications, Inc. (the "Company") approved the appointment of
Aparna Bawa, the Company's then-current Chief Legal Officer, General Counsel and
Secretary, as the Company's Chief Operating Officer and interim Chief Legal
Officer.
In connection with Ms. Bawa's promotion, on July 23, 2020, the Compensation
Committee of the Board (the "Compensation Committee") approved an increase to
Ms. Bawa's annual base salary to $400,000, effective August 1, 2020. The
Compensation Committee also approved a restricted stock unit award to be granted
to Ms. Bawa effective September 4, 2020 (the "RSU"). The number of shares of the
Company's Class A Common Stock issuable under the RSU will be determined by
dividing $7,000,000 by the average closing price of the Company's Class A Common
Stock on The Nasdaq Global Select Market over the sixty (60) trading day period
ending seven days prior to September 4, 2020 grant date and rounding up to the
nearest whole share. The RSU vests as to 1/4th of the shares subject to the RSU
on the one-year anniversary of the grant date, with 1/12th of the remaining
shares vesting in equal quarterly installments over the next three years subject
to Ms. Bawa's continuous service as of such vesting dates.
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