frsh-20230608

Delaware

001-40806

33-1218825

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Class A Common Stock, $0.00001 par value per share

FRSH

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On June 8, 2023, Freshworks Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) virtually via live webcast. The following proposals were voted upon, and the final voting results with respect to each such proposal are set forth below.

Proposal 1 - Election of Directors. The Company’s stockholders elected each of the following Class II director nominees to hold office until the Company’s 2026 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified or until his or her earlier death, resignation, or removal. The results of the vote were:


Nominee	For	Withhold	Broker Non-Vote
Roxanne S. Austin	1,280,663,317	11,130,248	30,754,797
Sameer Gandhi	1,279,049,649	12,743,916	30,754,797
Dennis M. Woodside	1,290,062,973	1,730,592	30,754,797

Proposal 2 – Advisory Vote on Executive Compensation. The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 21, 2023. The results of the vote were:


For	Against	Abstain	Broker Non-Vote
1,250,967,651	39,833,262	992,652	30,754,797

Proposal 3 – Advisory Vote on the Frequency of Solicitation of Advisory Stockholder Approval of Executive Compensation. The Company’s stockholders approved, on an advisory basis, every three years as the preferred frequency for solicitation of advisory stockholder approval of the compensation paid to the Company’s named executive officers. The results of the vote were:

Proposal 4 - Ratification of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The results of the vote were:

No other matters were submitted for stockholder action at the Annual Meeting.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	Freshworks Inc.
Dated: June 9, 2023
	By:	/s/ Pamela Sergeeff
		Pamela Sergeeff
		Chief Legal Officer and General Counsel


1 Year	2 Years	3 Years	Abstain
63,456,997	67,739	1,228,223,796	45,033


For	Against	Abstain
1,322,474,385	20,293	53,684