Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 24, 2023 ( April 20, 2023 ) ADOBE INC. (Exact name of Registrant as specified in its charter) Delaware 0-15175 77-0019522 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 345 Park Avenue San Jose , California 95110-2704 (Address of principal executive offices and zip code) Registrant’s telephone number, including area code: ( 408 ) 536-6000 Not Applicable (Former name or former address, if changed since last report) 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)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, $0.0001 par value per share ADBE NASDAQ Global Select Market 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). Emerging growth company       ☐ 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.   ☐ Item 5.07. Submission of Matters to a Vote of Security Holders.   On April 20, 2023, at the 2023 Annual Meeting of Stockholders (the " Annual Meeting ") of Adobe Inc. (the " Company "), the Company’s stockholders approved proposals one through four, approved one year with respect to proposal five and did not approve proposal six, a stockholder proposal concerning a report on hiring of persons with arrest or incarceration records. The final results for the votes regarding each proposal are set forth in the following tables. Each of these proposals is described in detail in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 3, 2023.   1.  Elect twelve members of the Board of Directors, each to serve for a one-year term:    Votes Votes   Broker Name For Against Abstentions Non-Votes Amy Banse 330,578,098 25,596,071 421,378 39,206,120 Brett Biggs 353,685,165 2,469,772 440,610 39,206,120 Melanie Boulden 347,030,715 9,143,771 421,061 39,206,120 Frank Calderoni 341,626,519 14,527,744 441,284 39,206,120 Laura Desmond 344,230,359 11,945,621 419,567 39,206,120 Shantanu Narayen 332,225,049 22,794,294 1,576,204 39,206,120 Spencer Neumann 353,765,482 2,389,549 440,516 39,206,120 Kathleen Oberg 345,228,314 10,946,294 420,939 39,206,120 Dheeraj Pandey 353,775,483 2,351,176 468,888 39,206,120 David Ricks 345,681,191 10,472,117 442,239 39,206,120 Daniel Rosensweig 341,820,698 14,330,904 443,945 39,206,120 John Warnock 350,825,082 5,403,339 367,126 39,206,120 2. Approve the 2019 Equity Incentive Plan, as amended, to increase the available share reserve by 12,000,000 shares. Votes For Votes Against Abstentions Broker Non-Votes 335,214,097 20,772,530 608,920 39,206,120 3.  Ratify the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending on December 1, 2023. Votes For Votes Against Abstentions 370,067,020 25,026,228 708,419 4.  Approve, on an advisory basis, the compensation of our named executive officers. Votes For Votes Against Abstentions Broker Non-Votes 313,607,712 41,802,944 1,184,891 39,206,120 5. Approve, on an advisory basis, the frequency of the advisory vote on executive compensation. One Year Two Years Three Years Abstentions Broker Non-Votes 351,067,962 266,967 4,741,649 518,969 39,206,120 Based on these results, and consistent with our recommendation and past practice, the Company will continue to hold an advisory vote on named executive officer compensation annually until the next required stockholder vote on the frequency of votes on named executive officer compensation. 2 6. Vote upon a stockholder proposal concerning a report on hiring of persons with arrest or incarceration records. Votes For Votes Against Abstentions Broker Non-Votes 59,783,487 292,462,760 4,349,300 39,206,120 Item 9.01 Financial Statements and Exhibits.   (d)     Exhibits Incorporated by Reference  Exhibit Number Exhibit Description Form Filing Date Number SEC File No. Filed Herewith 10.1 2019 Equity Incentive Plan, as amended X 104 Cover Page Interactive Data File (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) 3 SIGNATURE   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.   ADOBE INC.  Date: April 24, 2023 By: /s/ DANA RAO Dana Rao Executive Vice President, General Counsel & Corporate Secretary 4