2023 Annual Meeting of Stockholders
Stay tuned for information about our 2024 Annual Meeting here.
We held our 2023 Annual Meeting of Stockholders on June 2, 2023. For more information about the proposals that were submitted to the stockholders at the 2023 Annual Meeting, see our 2023 Proxy Statement.
Holders of the shares of Class A common stock were entitled to one vote per share held as of the close of business on April 4, 2023, our Record Date, and holders of the shares of Class B common stock were entitled to ten votes per share held as of the Record Date. Holders of the shares of Class A common stock and holders of the shares of Class B common stock voted together as a single class on all matters (including the election of directors) submitted to a vote of stockholders at the 2023 Annual Meeting.
The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below:
1. Election of directors
| Director Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes |
| Larry Page | 12,631,049,270 | 185,039,557 | 15,696,609 | 592,425,793 |
| Sergey Brin | 12,630,696,538 | 185,190,472 | 15,898,426 | 592,425,793 |
| Sundar Pichai | 12,662,132,801 | 153,686,958 | 15,965,677 | 592,425,793 |
| John L. Hennessy | 10,791,696,524 | 2,019,742,113 | 20,346,799 | 592,425,793 |
| Frances H. Arnold | 11,469,984,369 | 1,339,242,213 | 22,558,854 | 592,425,793 |
| R. Martin “Marty” Chávez | 12,773,751,152 | 40,995,922 | 17,038,362 | 592,425,793 |
| L. John Doerr | 11,993,651,485 | 821,490,656 | 16,643,295 | 592,425,793 |
| Roger W. Ferguson Jr. | 12,718,137,871 | 96,671,443 | 16,976,122 | 592,425,793 |
| Ann Mather | 11,634,021,024 | 1,179,935,996 | 17,828,416 | 592,425,793 |
| K. Ram Shriram | 12,240,632,825 | 571,800,525 | 19,352,086 | 592,425,793 |
| Robin L. Washington | 12,007,738,992 | 807,306,070 | 16,740,374 | 592,425,793 |
The eleven nominees were elected to Alphabet’s Board of Directors and will serve as directors until our next annual meeting or until their respective successors are duly elected and qualified.
2. The ratification of the appointment of Ernst & Young LLP as Alphabet’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
The results of the voting were 13,104,253,756 votes for, 300,350,797 votes against, and 19,606,676 abstentions. There were no broker non-votes on this matter. The proposal was approved.
3. The approval of the amendment and restatement to Alphabet’s Amended and Restated 2021 Stock Plan to increase the share reserve by 170,000,000 shares (post stock split) of Class C capital stock.
The results of the voting were 10,842,958,851 votes for,1,966,819,224 votes against, 22,007,361 abstentions, and 592,425,793 broker non-votes. The proposal was approved.
4. Advisory vote to approve compensation awarded to named executive officers.
The results of the voting were 9,690,996,228 votes for, 3,117,019,312 votes against, 23,769,896 abstentions, and 592,425,793 broker non-votes. The proposal was approved.
5. Advisory vote on the frequency of advisory votes to approve compensation awarded to named executive officers.
The results of the voting were 3,937,776,422 votes for one year, 5,555,451 votes for two years, 8,871,432,162 votes for three years, 17,021,401 abstentions, and 592,425,793 broker non-votes. A frequency of three years was selected by the stockholders.
6. A stockholder proposal regarding a lobbying report.
The results of the voting were 2,275,998,621 votes for, 10,473,643,536 votes against, 82,143,279 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
7. A stockholder proposal regarding a congruency report.
The results of the voting were 55,512,414 votes for, 12,723,842,969 votes against, 52,430,053 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
8. A stockholder proposal regarding a climate lobbying report.
The results of the voting were 1,813,942,162 votes for, 10,968,228,804 votes against, 49,614,470 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
9. A stockholder proposal regarding a report on reproductive rights and data privacy.
The results of the voting were 894,679,585 votes for, 11,847,277,597 votes against, 89,828,254 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
10. A stockholder proposal regarding a human rights assessment of data center siting.
The results of the voting were 1,670,256,263 votes for, 11,071,345,807 votes against, 90,183,366 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
11. A stockholder proposal regarding a human rights assessment of targeted ad policies and practices.
The results of the voting were 2,281,438,520 votes for, 10,380,637,459 votes against, 169,709,457 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
12. A stockholder proposal regarding algorithm disclosures.
The results of the voting were 2,177,846,989 votes for, 10,618,493,044 votes against, 35,445,403 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
13. A stockholder proposal regarding a report on alignment of YouTube policies with legislation.
The results of the voting were 2,301,401,235 votes for, 10,495,777,571 votes against, 34,606,630 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
14. A stockholder proposal regarding a content governance report.
The results of the voting were 80,179,398 votes for, 12,694,759,214 votes against, 56,846,824 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
15. A stockholder proposal regarding a performance review of the Audit and Compliance Committee.
The results of the voting were 1,070,146,850 votes for, 11,723,039,308 votes against, 38,599,278 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
16. A stockholder proposal regarding bylaws amendment.
The results of the voting were 634,267,797 votes for, 12,168,425,191 votes against, 29,092,448 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
17. A stockholder proposal regarding “executives to retain significant stock”.
The results of the voting were 1,246,419,473 votes for, 11,550,780,219 votes against, 34,585,744 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
18. A stockholder proposal regarding equal shareholder voting.
The results of the voting were 3,942,644,250 votes for, 8,867,098,685 votes against, 22,042,501 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
19. A stockholder proposal presented at the 2023 Annual Meeting but not included in the 2023 Proxy Statement regarding vesting of performance stock units.
The results of the voting were 8,959 votes for, 12,831,776,477 votes against, 0 abstentions, and 592,425,793 broker non-votes. The stockholder proposal was not approved.
Thank you for your ongoing support of, and continued interest in, Alphabet.
If you have issues viewing PDF files, download Chrome, a browser with a built-in PDF viewer, or Adobe® Reader. By providing your proxy materials to you via the Internet, we are saving trees and lowering our mailing costs. If you would like to request a hard copy of the material(s) for the 2023 Annual Meeting, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com before June 2, 2024. If sending an email, please include your 16-digit control number in the subject line. If you do not have your control number, please reach out to your broker for assistance.