8x8 (EGHT) Proxy Filing summary

Executive summary

• Fiscal 2025 marked a pivotal year in the company’s transformation, with a focus on AI-driven innovation, customer impact, and financial discipline, despite a 2% decline in total revenue to $715 million and a 1% decrease in service revenue to $693 million compared to fiscal 2024.

• Service revenue from the core customer base (excluding Fuze) grew 3% year-over-year, driven by higher platform usage, improved retention, and increased multi-product adoption.

• The company achieved a GAAP operating profit of $15.2 million (2% of revenue), generated $64 million in operating cash flow, and reduced outstanding debt by $73 million through refinancing and early repayments.

• Major product innovations included AI-powered features, enhanced APIs, and expanded partner integrations, resulting in 14% growth in new products and 60% growth in AI-powered solutions.

• The company was recognized as a Leader in the Gartner Magic Quadrant for Unified Communications as a Service for the 13th consecutive year and for Contact Center as a Service for the 10th consecutive year.

Voting matters and shareholder proposals

• Shareholders are asked to vote on: (1) election of eight directors, (2) ratification of Grant Thornton LLP as independent auditor, (3) advisory approval of executive compensation, (4) amendment to the 1996 Employee Stock Purchase Plan to add 6,000,000 shares, and (5) amendment to the 2022 Equity Incentive Plan to add 8,500,000 shares.

• The Board recommends voting FOR all proposals.

Board of directors and corporate governance

• The Board consists of eight directors, seven of whom are independent; two new directors were added in fiscal 2025.

• The Board established a new Strategic Investment Committee to oversee investments, shareholder returns, and capital allocation.

• Regular Board and committee performance assessments are conducted, and a majority voting policy for director elections is in place.

• The company maintains a single-class share structure, annual director elections, and no poison pill provisions.