Twilio shareholders approve declassification of board and elimination of supermajority voting

TWILIO INC

Stockholders voted to declassify the board (103.3M for, 5.96M against) and eliminate supermajority voting (103.1M for, 6.09M against).
Declassification, supermajority removal, and removal of inoperative Class B references filed as Amended Charter on June 10, 2025.
Three Class III directors elected: Donna Dubinsky, Deval Patrick, and Miyuki Suzuki (each >98.6M votes for).
Non-binding say-on-pay approved with 92.4M for, 16.8M against; KPMG ratified as auditor for FY2025.
All six proposals passed; quorum of 123.3M shares (80.76% of voting power) present.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TWILIO INC: Amended certificate of incorporation to declassify board of directors, eliminate supermajority voting provisions, and remove inoperative provisions (effective 2025-06-10).

Change: charter amendment
Effective: 2025-06-10

Exact text from the filing

On June 10, 2025, in order to effect the Charter Amendments, the Company filed an Amended and Restated Certificate of Incorporation (as so amended and restated, the “Amended Charter”) with the Secretary of State of the State of Delaware, which became effective upon its filing.

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TWILIO INC filing history →

Source: SEC EDGAR

accession 0001193125-25-139163

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