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Filing Details

Accession Number:: 0001127602-22-018149
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-06-24 20:53:52
Reporting Period:: 2022-06-22

Accepted Time:: 2022-06-24 20:53:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1108524	Salesforce Inc.	CRM	Services-Prepackaged Software (7372)	943320693

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1294693	Marc Benioff	415 Mission Street 3Rd Floor San Francisco CA 94105	Chairman And Co-Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2022-06-24	2,300	$80.99	28,763,668	No	4	M	Direct
Common Stock	Disposition	2022-06-24	113	$177.21	28,763,555	No	4	S	Direct
Common Stock	Disposition	2022-06-24	76	$178.96	28,763,479	No	4	S	Direct
Common Stock	Disposition	2022-06-24	104	$179.88	28,763,375	No	4	S	Direct
Common Stock	Disposition	2022-06-24	196	$181.84	28,763,179	No	4	S	Direct
Common Stock	Disposition	2022-06-24	258	$183.11	28,762,921	No	4	S	Direct
Common Stock	Disposition	2022-06-24	634	$183.86	28,762,287	No	4	S	Direct
Common Stock	Disposition	2022-06-24	540	$185.03	28,761,747	No	4	S	Direct
Common Stock	Disposition	2022-06-24	379	$186.00	28,761,368	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Non-qualified Stock Option (Right to Buy)	Acquisiton	2022-06-22	190,818	$167.45	190,818	$167.45
Common Stock	Performance-Based Restricted Stock Units	Acquisiton	2022-06-22	78,906	$0.00	78,906	$0.00
Common Stock	Non-qualified Stock Option (Right to Buy)	Disposition	2022-06-24	2,300	$0.00	2,300	$80.99

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
190,818	2023-06-22	2029-06-22	No	4	A	Direct
78,906	2025-07-15	2025-07-15	No	4	A	Direct
205,116	2016-11-22	2022-11-22	No	4	M	Direct

Footnotes

The transaction reported in this Form 4 was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person at least 90 days prior to the trading date.
Other than the shares subject to the transactions reported in this Form 4 (which are held in the reporting person's name), shares are held in the Marc R. Benioff Revocable Trust.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $177.0000 to $177.4827 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $178.4265 to $179.2000 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $179.4458 to $180.1624 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $181.2671 to $182.2618 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $182.4865 to $183.4690 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $183.5000 to $184.4467 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $184.5023 to $185.4400 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Weighted average price. These shares were sold in multiple transactions at prices ranging from $185.7700 to $186.3174 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
Option vests over four years at the rate of 25% on June 22, 2023, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months.
Each performance-based restricted stock unit, or PRSU, represents a contingent right to receive one share of Issuer common stock.
The PRSUs will vest depending on Issuer's total shareholder return ("TSR") over the three-year period from the grant date (the "Performance Period"), relative to companies in the NASDAQ-100 Index as of the grant date (the "Index Group"). If Issuer's TSR over the Performance Period is at the 60th percentile when ranked against the Index Group TSRs, 100% of the target number of shares will vest. For every percentile by which Issuer's TSR ranking within the Index Group exceeds the 60th percentile, shares vesting will increase by 3 and 1/3%, up to a maximum payout of 200% of target if Issuer's TSR ranking is at the 99th percentile. For every percentile by which Issuer's TSR ranking within the Index Group is below the 60th percentile, shares vesting will decrease by 2 and 22/39%, with no payout if Issuer's TSR ranking is below the 30th percentile. If Issuer's absolute TSR over the Performance Period is negative, the number of shares vesting will not exceed 100% of target.
Option vests over four years at the rate of 25% on November 22, 2016, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months.