DEF: CrowdStrike Holdings, Inc. Announces 2025 Annual Meeting of Stockholders

CrowdStrike's 2025 Annual Meeting of Stockholders will be held virtually on June 18, 2025, to elect directors and ratify the selection of PricewaterhouseCoopers LLP as the independent accounting firm.

Summary

• CrowdStrike Holdings, Inc. is holding its Annual Meeting of Stockholders on June 18, 2025, as a virtual meeting.
• Stockholders will vote on the election of Cary J. Davis, George Kurtz, and Laura J. Schumacher to the Board of Directors for terms expiring in 2028.
• The selection of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending January 31, 2026, will also be ratified.
• The record date for determining stockholders eligible to vote is April 25, 2025.
• In fiscal year 2025, CrowdStrike's total revenue increased by 29% to $3.95 billion.
• Ending annual recurring revenue (ARR) increased by 23% to $4.24 billion as of January 31, 2025.
• Net cash provided by operating activities was $1.38 billion, representing 35% of revenue, and free cash flow was $1.07 billion, with a free cash flow margin of 27%.

Sentiment

Score: 8

Explanation: The document presents a positive outlook with strong financial results and growth metrics, indicating a favorable sentiment.

Positives

• CrowdStrike reported a 29% year-over-year increase in total revenue, reaching $3.95 billion.
• The company's ending ARR increased by 23% year-over-year, reaching $4.24 billion.
• CrowdStrike generated $1.38 billion in net cash provided by operating activities.
• The company maintained a high gross retention rate of 97% or higher in each quarter of the fiscal year.
• Customer adoption of modules is increasing, with a significant percentage of customers using five or more modules.

Risks

• The document mentions strategic, financial, business and operational, cybersecurity, legal and compliance, and reputational risks inherent in the business.
• The company is involved in three derivative lawsuits filed in federal court in the Western District of Texas alleging various claims, including breach of fiduciary duty, unjust enrichment, and violations of federal securities laws.
• A derivative lawsuit was filed under seal against certain of the Company's officers and directors, and against the Company as nominal defendant, in federal court in the District of Delaware alleging breach of fiduciary duty, unjust enrichment, and violations of federal securities laws.
• Two derivative lawsuits were filed against certain of the Company's officers and directors, and against the Company as nominal defendant, in federal court in the Western District of Texas alleging breach of fiduciary duty and violations of federal securities laws.

Future Outlook

CrowdStrike aims to continue its growth trajectory and maintain its leadership in the cybersecurity market by focusing on innovation, customer retention, and expanding its module adoption rates.

Management Comments

• George Kurtz, President and CEO, invites stockholders to attend the Annual Meeting.
• CrowdStrike believes a virtual meeting provides expanded access, improves communication, enables increased stockholder attendance and participation, allows our stockholders around the world to attend the Annual Meeting and provides cost savings for our stockholders and CrowdStrike.

Industry Context

CrowdStrike operates in the cybersecurity industry, competing with other vendors in endpoint security, cloud security, identity protection, and SIEM solutions. The company's performance is evaluated against peers in the technology industry, particularly SaaS and Internet/network security software companies.

Comparison to Industry Standards

• The document compares CrowdStrike's TSR performance against the Global X Cybersecurity ETF (BUG) and the Bessemer Venture Partners Nasdaq Emerging Cloud Index (EMCLOUD).
• The peer group used for executive compensation analysis includes companies like Atlassian, MongoDB, Snap, BILL Holdings, Okta, Snowflake, Block, Palantir Technologies, The Trade Desk, Cloudflare, Palo Alto Networks, Twilio, Datadog, Pinterest, Workday, Enphase Energy, Roblox, Zoom Video Communications, Fortinet, ServiceNow, Zscaler, HubSpot, Shopify.

Corporate Governance

Legal Proceedings

• Three derivative lawsuits were filed against certain of the Company's officers and directors, and against the Company as nominal defendant, in federal court in the Western District of Texas alleging various claims, including breach of fiduciary duty, unjust enrichment, and violations of federal securities laws.
• A derivative lawsuit was filed under seal against certain of the Company's officers and directors, and against the Company as nominal defendant, in federal court in the District of Delaware alleging breach of fiduciary duty, unjust enrichment, and violations of federal securities laws.
• Two derivative lawsuits were filed against certain of the Company's officers and directors, and against the Company as nominal defendant, in federal court in the Western District of Texas alleging breach of fiduciary duty and violations of federal securities laws.

Related Party Transactions

• CrowdStrike has committed up to $10.0 million to CrowdStrike Falcon Fund LLC and $50.0 million to CrowdStrike Falcon Fund II LLC, entities in which Accel, a >5% stockholder, also has investments.
• CrowdStrike leases aircraft from a limited liability company beneficially owned by Mr. Kurtz, with payments totaling $5,424,769 from February 1, 2024, to January 31, 2025.

Stakeholder Impact

• The company's performance and governance practices impact shareholders, employees, customers, and the broader community.
• The company is committed to protecting local and global communities by investing in programs that keep our industry secure, help advance important causes and that nurture the next generation of talent.

Next Steps

• Stockholders are encouraged to vote on the proposals outlined in the proxy statement.
• The company will continue its stockholder engagement program to gather feedback and address concerns.
• CrowdStrike will continue to focus on innovation, customer retention, and expanding its module adoption rates.

Key Dates

Keywords

Annual Meeting, Proxy Statement, Board of Directors, CrowdStrike, Cybersecurity, Revenue, ARR, Financial Results, Stockholders, PricewaterhouseCoopers