Cisco Systems Files Definitive Proxy Statement

Ticker: CSCO · Form: DEF 14A · Filed: Oct 18, 2024 · CIK: 858877

Cisco Systems, INC. DEF 14A Filing Summary
FieldDetail
CompanyCisco Systems, INC. (CSCO)
Form TypeDEF 14A
Filed DateOct 18, 2024
Risk Levellow
Pages14
Reading Time17 min
Key Dollar Amounts$53.8 billion, $12 billion
Sentimentneutral

Sentiment: neutral

Topics: proxy-statement, governance, sec-filing

TL;DR

CISCO DEF 14A FILED: Proxy statement out for shareholder votes.

AI Summary

Cisco Systems, Inc. filed its definitive proxy statement (DEF 14A) on October 18, 2024, for its fiscal year ending July 27, 2024. The filing outlines the company's corporate governance and details matters to be presented to shareholders for a vote, likely including director elections and executive compensation.

Why It Matters

This filing provides shareholders with crucial information regarding company leadership and voting matters, enabling informed participation in corporate decision-making.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEF 14A) and does not contain new material financial information or strategic announcements.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of a DEF 14A filing?

A DEF 14A filing, or Definitive Proxy Statement, is used by companies to solicit proxy votes from shareholders for annual or special meetings. It contains detailed information about matters to be voted on, such as director elections, executive compensation, and other corporate proposals.

When is Cisco Systems' fiscal year end?

Cisco Systems' fiscal year ends on July 27th, as indicated in the filing.

What is the filing date of this DEF 14A?

The definitive proxy statement was filed on October 18, 2024.

Who is the filer of this document?

The filer is CISCO SYSTEMS, INC., as specified in the filing.

What is the SIC code for Cisco Systems?

The Standard Industrial Classification (SIC) code for Cisco Systems is 3576, which corresponds to Computer Communications Equipment.

Filing Stats: 4,308 words · 17 min read · ~14 pages · Grade level 15.7 · Accepted 2024-10-18 16:15:43

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 29 Compensation Discussion and Analysis 29 Compensation Committee Report 52 Fiscal 2024 Compensation Tables 53 Summary Compensation Table 53 Grants of Plan-Based Awards– Fiscal 2024 58 Outstanding Equity Awards At Fiscal 2024 Year-End 61 Stock Vested– Fiscal 2024 63 Nonqualified Deferred Compensation– Fiscal 2024 64 Potential Payments upon Termination or Change in Control 66 CEO Pay Ratio 68 Pay Versus Performance 69 73 Equity Compensation Plan Information 75 Audit Committee Matters 76 Proposal No. 3—Ratification of Independent Registered Public Accounting Firm 76 Audit Committee Report 78 Certain Relationships and Transactions with Related Persons 79 Other Important Information About the Meeting 80 Cisco 2024 Proxy Statement i TABLE OF CONTENTS Proxy Summary These proxy materials are provided in connection with the solicitation of proxies by the Board of Directors of Cisco Systems, Inc., a Delaware corporation, for the Annual Meeting of Stockholders to be held on December 9, 2024, and at any adjournments or postponements of such meeting. These proxy materials were first sent on or about October 18, 2024 to stockholders entitled to vote at the annual meeting. This summary highlights selected information about the items to be voted on at the annual meeting and information contained elsewhere in this Proxy Statement. This summary does not contain all the information that you should consider in deciding how to vote, and you should read the entire Proxy Statement carefully before voting. For more complete information about these topics, please review our Annual Report on Form 10-K and the entire Proxy Statement. The information contained on cisco.com or any other website referred to in this Proxy Statement is provided for reference only and is not incorporated by reference into this Proxy Statement. Participating in the Annual Meeti

Executive Compensation Highlights

Executive Compensation Highlights Our pay practices align with our pay-for-performance philosophy and underscore our commitment to sound compensation and governance practices. Our executive compensation program rewards performance We apply leading executive compensation practices Compensation philosophy designed to attract and retain, motivate performance, and reward achievement Performance measures aligned with stockholder interests Majority of annual total direct compensation ("TDC") is performance-based No dividends paid or dividend equivalents settled on unvested awards Independent compensation committee Independent compensation consultant Comprehensive annual compensation program risk assessment Annual compensation peer group review Caps on incentive compensation Performance on specific initiatives considered in the variable cash incentive program for executive officers Other than Mr. Steele, who entered into a letter agreement in connection with our acquisition of Splunk Inc. ("Splunk"), none of our executive officers have employment, severance or change in control agreements Stock ownership guidelines Recoupment ("Clawback") policy Limited perquisites No single-trigger vesting of equity award grants No stock option repricing or cash-out of underwater equity awards No supplemental executive retirement plan or executive defined benefit pension plan No golden parachute tax gross-ups Broad anti-pledging and anti-hedging policies 4 TABLE OF CONTENTS Governance and Board Matters Corporate Governance Policies, Guidelines, and Practices Cisco is committed to stockholder-friendly corporate governance. The Board of Directors has adopted clear corporate policies that promote excellence in corporate governance. We have adopted policies, guidelines, and practices that are consistent with our commitment to transparency and best-in-class practices, as well as to ensure compliance with the rules and regulations of the Securities and Exch

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