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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): July 10, 2024
SAMSARA INC.
(Exact name of registrant as specified in its charter)
Delaware
001-41140
47-3100039
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
1 De Haro Street
San Francisco, California 94107
(Address of principal executive offices, including zip code)
(415) 985-2400
(Registrant’s telephone number, including area code)
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 classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per shareIOTThe 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).
Emerging growth company o
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


Item 5.07    Submission of Matters to a Vote of Security Holders.
On July 10, 2024, Samsara Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The Company’s stockholders voted on the following three 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 29, 2024 (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;
(2)to ratify the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as auditors for the fiscal year ending February 1, 2025; and
(3)to vote on the compensation of our named executive officers.
Proposal 1 – Election of Directors.
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:
ForWithholdBroker Non-Votes
Sanjit Biswas3,404,874,831 3,161,858 23,952,982 
John Bicket3,407,222,710 813,979 23,952,982 
Marc Andreessen3,405,225,318 2,811,371 23,952,982 
Todd Bluedorn3,407,564,092 472,597 23,952,982 
Sue Bostrom3,403,656,112 4,380,577 23,952,982 
Jonathan Chadwick3,402,420,566 5,616,123 23,952,982 
Ann Livermore3,406,143,693 1,892,996 23,952,982 
Sue Wagner3,373,564,142 34,472,547 23,952,982 
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 February 1, 2025 was ratified based on the following results of voting:
ForAgainstAbstain
3,431,126,170 476,128 387,373 
Proposal 3 – Advisory Vote on the Compensation of Our Named Executive Officers.
The vote to approve the compensation of our named executive officers was ratified based on the following results of voting:
ForAgainstAbstainBroker Non-Votes
3,350,896,241 56,992,536 147,912 23,952,982 


SIGNATURES
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: July 11, 2024
By:/s/ Adam Eltoukhy
Adam Eltoukhy
Executive Vice President, Chief Legal Officer and Corporate Secretary

v3.24.2
Cover
Jul. 10, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 10, 2024
Entity Registrant Name SAMSARA INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-41140
Entity Tax Identification Number 47-3100039
Entity Address, Address Line One 1 De Haro Street
Entity Address, City or Town San Francisco
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94107
City Area Code 415
Local Phone Number 985-2400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock, $0.0001 par value per share
Trading Symbol IOT
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001642896
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