2019 Annual Meeting of Stockholders

Proxy materials

2019 Proxy Statement
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2018 Annual Report
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Watch a webcast of the 2019 Annual Meeting here.
Stay tuned for information about our 2020 Annual Meeting here.

2019 proxy vote results

We held our 2019 Annual Meeting of Stockholders on June 19, 2019. The following proposals were submitted to the stockholders:

  1. Election of ten directors
  2. Ratification of the appointment of Ernst & Young LLP as Alphabet’s independent registered public accounting firm for the fiscal year ending December 31, 2019
  3. The amendment and restatement of Alphabet’s 2012 Stock Plan to increase the share reserve by 3,000,000 shares of Class C capital stock
  4. Stockholder proposal regarding equal shareholder voting
  5. Stockholder proposal regarding inequitable employment practices
  6. Stockholder proposal regarding the establishment of a societal risk oversight committee
  7. Stockholder proposal regarding a report on sexual harassment risk management
  8. Stockholder proposal regarding majority vote for the election of directors
  9. Stockholder proposal regarding a report on gender pay
  10. Stockholder proposal regarding strategic alternatives
  11. Stockholder proposal regarding the nomination of an employee representative director
  12. Stockholder proposal regarding simple majority vote
  13. Stockholder proposal regarding a sustainability metrics report
  14. Stockholder proposal regarding Google Search in China
  15. Stockholder proposal regarding a clawback policy
  16. Stockholder proposal regarding a report on content governance
  17. Stockholder proposal regarding Alphabet’s compliance with sanctions programs

For more information about the foregoing proposals, see our definitive proxy statement dated April 30, 2019.

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 22, 2019, 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 2019 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 Withheld Broker Non-Votes
    Larry Page 655,657,154 4,043,560 37,722,293
    Sergey Brin 655,104,530 4,596,184 37,722,293
    John L. Hennessy 615,553,739 44,146,975 37,722,293
    L. John Doerr 582,911,649 76,789,065 37,722,293
    Roger W. Ferguson, Jr. 656,772,507 2,928,207 37,722,293
    Ann Mather 557,847,209 101,853,505 37,722,293
    Alan R. Mulally 657,475,379 2,225,335 37,722,293
    Sundar Pichai 652,983,080 6,717,634 37,722,293
    K. Ram Shriram 597,895,807 61,804,907 37,722,293
    Robin L. Washington 639,890,402 19,810,312 37,722,293

    The ten 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, 2019.

    The results of the voting were 691,234,682 votes for, 5,505,451 votes against, and 682,874 abstentions. There were no broker non-votes on this matter. The proposal was approved.

  3. The amendment and restatement of Alphabet’s 2012 Stock Plan to increase the share reserve by 3,000,000 shares of Class C capital stock.

    The results of the voting were 578,970,212 votes for, 80,125,062 votes against, and 605,340 abstentions, and 37,722,293 broker non-votes. The proposal was approved.

  4. A stockholder proposal regarding equal shareholder voting.

    The results of the voting were 198,006,368 votes for, 460,834,473 votes against, 859,873 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  5. A stockholder proposal regarding inequitable employment practices.

    The results of the voting were 81,672,263 votes for, 572,238,148 votes against, 5,790,303 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  6. A stockholder proposal regarding the establishment of a societal risk oversight committee.

    The results of the voting were 57,757,560 votes for, 598,089,219 votes against, 3,853,935 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  7. A stockholder proposal regarding a report on sexual harassment risk management.

    The results of the voting were 115,171,078 votes for, 533,711,638 votes against, 10,817,998 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  8. A stockholder proposal regarding majority vote for the election of directors.

    The results of the voting were 200,177,935 votes for, 458,684,478 votes against, 838,301 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  9. A stockholder proposal regarding a report on gender pay.

    The results of the voting were 73,287,283 votes for, 576,966,952 votes against, 9,446,479 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  10. A stockholder proposal regarding strategic alternatives.

    The results of the voting were 3,098,848 votes for, 654,073,005 votes against, 2,528,861 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  11. A stockholder proposal regarding the nomination of an employee representative director.

    The results of the voting were 11,577,257 votes for, 647,233,858 votes against, 889,599 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  12. A stockholder proposal regarding simple majority vote.

    The results of the voting were 44,870,099 votes for, 613,973,012 votes against, 857,603 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  13. A stockholder proposal regarding a sustainability metrics report.

    The results of the voting were 63,801,439 votes for, 592,757,722 votes against, 3,141,543 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  14. A stockholder proposal regarding Google Search in China.

    The results of the voting were 14,201,226 votes for, 638,898,701 votes against, 6,600,787 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  15. A stockholder proposal regarding a clawback policy.

    The results of the voting were 162,592,876 votes for, 495,082,316 votes against, 2,025,522 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  16. A stockholder proposal regarding a report on content governance.

    The results of the voting were 44,886,156 votes for, 602,726,228 votes against, 12,088,320 abstentions, and 37,722,293 broker non-votes. The stockholder proposal was not approved.

  17. A stockholder proposal presented at the 2019 Annual Meeting but not included in the 2019 Proxy Statement regarding Alphabet’s compliance with sanctions programs.

    The results of the voting were 139 votes for, 443,132,658 votes against, 0 abstentions, and 254,290,210 broker non-votes. The stockholder proposal was not approved.

Thank you for your ongoing support of, and continued interest in, Alphabet.

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