iot-20220622


Delaware	001-41140	47-3100039
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

350 Rhode Island Street 4th Floor, South Building San Francisco, California 94103
(Address of principal executive offices, including zip code)

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:

☐ 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, $0.0001 par value per share

IOT

The New York Stock Exchange

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. o

On June 22, 2022, Samsara Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The Company’s stockholders voted on the following two proposals, which are described in more detail in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on May 5, 2022 (the “Proxy Statement”):

(1)to elect eight directors to the Board of Directors of the Company until the next annual meeting of stockholders and until their respective successors are elected and qualified; and

(2)to ratify the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as auditors for the fiscal year ending January 28, 2023.

Each of the following nominees was elected to serve as a director and to hold office until the Company’s next annual meeting of stockholders and until his or her respective successor has been duly elected and qualified, or until such director’s earlier death, resignation or removal, based on the following results of voting:


	For	Withhold	Broker Non-Votes
Sanjit Biswas	3,868,561,775	5,772,957	7,551,829
John Bicket	3,868,537,817	5,796,915	7,551,829
Marc Andreessen	3,867,725,500	6,609,232	7,551,829
Sue Bostrom	3,868,527,873	5,806,859	7,551,829
Jonathan Chadwick	3,865,508,576	8,826,156	7,551,829
Ann Livermore	3,868,316,767	6,017,965	7,551,829
Hemant Taneja	3,868,605,445	5,729,287	7,551,829
Sue Wagner	3,862,677,982	11,656,750	7,551,829

Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm.

The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2023 was ratified based on the following results of voting:

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


		SAMSARA INC.

Date: June 23, 2022	By:	/s/ Adam Eltoukhy
		Adam Eltoukhy
		Vice President, General Counsel and Corporate Secretary


For	Against	Abstain
3,881,609,355	23,242	253,964