2022 Active-Passive Investor Summit
October 2022

This presentation is for discussion and general informational purposes only. Under no circumstances is this presentation to be used or considered as an offer to sell or a solicitation of an offer to buy any security. This presentation should not be
construed as legal, tax, investment, financial or any other category of advice. The views expressed herein represent the opinions of Starboard, and are based on publicly available information with respect to Wix.com LTD., Splunk Inc., Salesforce, Inc.
Certain financial information and data used herein have been derived or obtained from public filings, including filings made by the company with the securities and exchange commission (“SEC”), and other sources.

1

Disclaimer
Except where otherwise indicated herein, this presentation is as of the date indicated on the cover, is not complete and is subject to change. This presentation is for general information purposes only, is not complete and does notconstitute advice or a recommendation to enter into or conclude any transaction or buy or sell any security (whether on the terms shown herein or otherwise). This presentation and the information contained herein should not be
construed as an offer to buy any interest in any fund advised by, or enter into any managed account arrangement with, Starboard Value LP (“Starboard”). All investments involve risk, including the risk of total loss. Past
performance is not indicative of future results. This presentation is only for qualified investors and is not intended for public use or distribution.

The views and information contained in this presentation represent the opinions of Starboard as of the date hereof. Starboard reserves the right to change any of its opinions expressed herein at any time, but is under noobligation to update the data, information or opinions contained herein at any time. The information contained in this presentation is provided for general informational purposes only, is not complete and may not contain all of
the information required in order to evaluate the value of the companies discussed in this presentation. None of the information contained herein represents advice or a recommendation to enter into or conclude any transaction
or buy or sell any security (whether on the terms shown herein or otherwise). This presentation should not be construed as legal, tax, investment, financial or other advice. Investors should seek independent financial advice
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or performance of the Company will not differ, and such differences may be material.
The analyses provided may include certain forward-looking statements, estimates and projections prepared with respect to, among other things, the historical and anticipated operating performance of the companies discussed inthis presentation, access to capital markets, market conditions and the values of assets and liabilities, and the words “anticipate,” “believe,” “expect,” “potential,” “could,” “opportunity,” “estimate,” “plan,” and similar expressions
are generally intended to identify such forward-looking statements. Such statements, estimates, and projections reflect Starboard’s various assumptions concerning anticipated results that are inherently subject to significant
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© Starboard Value 2022
All Rights Reserved
2

In Recent Years, Market Dynamics Heavily Rewarded Technology
Companies For Prioritizing Growth
Average EV/NTM Revenue – Software Valuations by Growth Cohort

Average EV / Forward Revenue

35.0x
30.0x
26x

25.0x
20.0x

15x

15.0x
10.0x

High growth was
rewarded withsignificant
multiple
expansion

8x

5.0x
–
Sep-18Dec-18Mar-19Jun-19Sep-19High-Growth ⁽¹⁾

Dec-19Mar-20Mid-Growth ⁽²⁾

Jun-20

Sep-20Dec-20Mar-21

Jun-21

Sep-21

Low-Growth ⁽³⁾

Source: Bloomberg (9/30/18 – 10/30/21)
Note: The iShares Expanded Tech-Software Sector (the “IGV”) is a commonly used benchmark to track the software industry.
(1) High-growth represents subgroup of current IGV companies expected to grow more than 30% in the next fiscal year. (2) Mid-growth represents subgroup of current IGV companies expected to grow between 30% and 15% in the next fiscal year. (3) Low-growth
represents subgroup of current IGV companies expected to grow less than 15% in the next fiscal year.

3

Revenue Growth Has Decelerated
Average Software NTM Revenue Growth(1)Forward Revenue Growth Has Decelerated By ~685bps Over the Last Year!
25%
22%

Sep-21

Dec-21

20%

Mar-2218%

18%

Jun-22

Sep-22

As revenue growth slows, companies need to improve margins
Source: CapitalIQ. Market Data as of 10/14/22.
(1) Represents average NTM growth for the iShares Expanded Tech-Software Sector is a commonly used benchmark to track the software industry.

4However, the High-Growth Valuation Premium Has Contracted As Investor
Focus Has Shifted from Growth Towards Profitability
Average EV/NTM Revenue – Software Valuations by Growth Cohort

Average EV / Forward Revenue

35.0x

30.0x
25.0x
20.0x

15.0x
10.0x

7x
6x
4x

5.0x

–
Sep-18Dec-18Mar-19Jun-19Sep-19Dec-19Mar-20High-Growth ⁽¹⁾

Jun-20

Sep-20Mid-Growth ⁽²⁾

Dec-20Mar-21

Jun-21

Sep-21

Dec-21

Mar-22Jun-22

Sep-22

Low-Growth ⁽³⁾

Source: Bloomberg (9/30/18 – 10/14/22).
Note: The iShares Expanded Tech-Software Sector (the “IGV”) is a commonly used benchmark to track the software industry.
(1) High-growth represents subgroup of current IGV companies expected to grow more than 30% in the next fiscal year. (2) Mid-growth represents subgroup of current IGV companies expected to grow between 30% and 15% in the next fiscal year. (3) Low-growth
represents subgroup of current IGV companies expected to grow less than 15% in the next fiscal year.

5We Believe This Combination of Factors Creates a Compelling Set of
Investment Opportunities for High-Quality and Fast-Growing Companies

High-Quality,
Sticky, Resilient
Businesses+

Attractive GrowthProfiles+Significant Margin
Expansion
Opportunity After
Years of Heavy
Growth Focus+

Compelling
Valuations at MultiYear Lows

Incredible Opportunity to Invest in High-Quality Companies at Incredibly Attractive Pro Forma FCF
Multiples with Significant Upside Opportunity from Improving Growth + Profitability Metrics

6

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
7

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
8Wix Overview
Wix.com LTD. (“Wix”, “WIX”, or “the Company”) is the leading global website development platform, focused on the SMB market, with an easy-touse platform that allows users to build websites and establish a digital presence easily and efficiently.

Financial Snapshot

Key Highlights($ in millions, except per share data)

Stock Price (10/14/22)(x) Shares Outstanding
Market Cap(+) Convertible Notes(-) CashEnterprise Value
EV / Consensus CY22E Revenue
EV / Consensus CY23E Revenue$70.41
57.9$4,0801,018(1,465)$3,632

Leading DIY Website
Development Platform~230 Million Total Users&~6 Million Paying Users

110%+ Net Retention

Global Presence Across180+ Countries

2.6x
2.4x

We believe Wix has an opportunity to significantly improve its profitability and grow FCF per share in the coming years
Source: Capital IQ, Bloomberg, Wall Street consensus estimates, Starboard estimates, Company filings. Market data as of 10/14/22.

9What is Wix?

Source: YouTube.

10

Wix Has An Attractive Business Model
Wix User Cohorts Are Spending More, Faster

Source: Company presentation.

11

Wix Saw A Demand Surge During COVID and Invested Heavily Over the
Past Two Years
During COVID, Wix made the decision to increase spend to support the growth acceleration it saw in 2020-2021, which led to a dramatic reduction in
profitability.

Revenue Growth and FCF Margin Over TimeManagement increased spend to support the growth reacceleration from 2020-2021

Source: Company filings, Starboard estimates.

12

As Growth Accelerated, Wix’s Stock Price Increased Significantly
As Wix’s growth rates improved in 2020 and the first half of 2021, its stock significantly outperformed the broader software and internet universes.
Wix Share Price Performance (January 2020 – August 2021)

Source: Capital IQ.
Note: Returns adjusted for dividends and are from 1/1/2020 to 8/1/2021.

13

As the COVID Demand Surge Subsided, Revenue Growth Slowed andMargins Further Compressed
However, as the growth rate began to normalize over the last several quarters, the Company’s cost structure remained elevated, resulting in poor
profitability.
Revenue Growth and FCF Margin Over TimeManagement increased spend to support the growth reacceleration from2020-2021

Post-COVID, growth has stalled andmargins remain depressed

Wix built its cost structure based on a forecast of sustaining elevated growth rates, leading to losses when growth slowed
Source: Company filings, Bloomberg, Starboard estimates.

14

As Growth Slowed and Profits Disappeared, Wix’s Stock Price andValuation Multiple Declined Significantly
As Wix’s growth rates slowed over the last 18 months, its stock price and valuation multiple declined dramatically.
Wix Share Price Performance (August 2021 – October 2022)

Source: Capital IQ.
Note: Returns adjusted for dividends and are from 8/1/2021 to 10/14/2022.

15

Today, Wix Trades at a Significant Discount to Peers
Wix is now trading far below peer multiples, despite strong top-line growth and a sticky customer base.
EV / CY2023E SalesCY22E-24E
Revenue
Growth:

14%

22%

13%

24%

13%

14%

8%

6%

Source: Capital IQ, Bloomberg.
Note: Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons madeherein may differ materially if other firms had been included.

16

Wix’s Balance of Growth and Profitability Is Significantly WorseThan Peers…
Wix’s valuation discount is largely due to its poor operational performance.
2022E Growth + Profit Margin

Source: Capital IQ.
Note: Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons madeherein may differ materially if other firms had been included. Growth + profit margin is calculated as CY2022E revenue growth + CY2022E FCF margin.

17

…Largely Due to Worst-in-Class Margins
Wix’s margins are significantly lower than peers.
2022E Free Cash Flow Margins

Source: Capital IQ.
Note: Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons madeherein may differ materially if other firms had been included.

18

We Believe Wix Has A Significant Opportunity to Improve Its Growth +Profitability
We believe Wix can become a significantly more profitable business over the next few years and return to a combined revenue growth rate + profit
margin of at least 40%.
Wix’s Combination of Growth + Profit Margin Has Fallen Drastically

We believe Wix has an opportunity to meaningfully improve operational performance and profitability
Source: Company filings, Capital IQ, Starboard estimates.
Note: Growth + profit margin is calculated as revenue growth + FCF margin.

19

We Believe Wix Has A Significant Margin Expansion Opportunity
Wix has aggressively hired over the last few years, resulting in expenses more than doubling.
Total Expenses Over Time

Total Headcount (2021) – Wix vs. Squarespace($ in millions)

CY2022E Revenue: ~$1.4 billion

Source: Company filings, Capital IQ.

CY2022E Revenue: ~$860 million

20

We Believe Wix Has A Significant Margin Expansion Opportunity (Cont’d)Over the last three years, Wix has seen minimal operating leverage from its sales & marketing expenses, largely due to the meaningful increase inheadcount.
Sales & Marketing Expenses Over Time

Marketing Employees Over Time($ in millions)

Source: Company filings.

21

We Believe Wix Has A Significant Margin Expansion Opportunity (Cont’d)Wix has more R&D employees than its largest peer, GoDaddy, despite a fraction of the revenue scale.
R&D Employees (2021) – Wix vs. GoDaddy
Despite being ~1/3 of the sizeof GoDaddy, Wix has more
R&D employees

CY2022E Revenue: ~$1.4 billion

Source: Company filings, Capital IQ.

CY2022E Revenue: ~$4.1 billion

22

We Believe Wix Has A Significant Margin Expansion Opportunity (Cont’d)
Wix’s support and call center employee count has grown significantly faster than revenue over the last few years.

Support and Call Center Employees Over Time

Source: Company filings, Capital IQ.

23

Wix Recently Announced a Cost Savings Program
In August, Wix announced a $150 million cost savings program that will accelerate its margin expansion efforts, despite a challenging
macroenvironment.
Wix’s Actions Represented a Shift in Approach…

…The Renewed Focus on Margins Was Well-Received
One-Day Stock Price Reaction Following Announcement

Wix recently announced a $150 million cost
reduction plan

Investors welcomed Wix’s commitment to a margin expansion plan that was not dependent on growth reacceleration
Source: Capital IQ, Reuters.

24

This Cost Savings Program Should Allow Wix to Reach Its Margin Target
Wix is targeting steady margin improvement to reach 20% FCF margins by 2025.
Management’s FCF Margin Expansion Plan
The $150 million of cost savings
should allow Wix to reach 20%
FCF margins by 2025

Source: Company filings, Capital IQ, Bloomberg.

25

We Believe There Is Upside to Management’s Margin Target
We believe Wix’s FCF margins can be significantly higher than 20% by 2025.
Wix Margin Expansion Opportunity Over Time

Revenue
Growth:9%

Source: Company filings, Capital IQ, Bloomberg, Starboard estimates.

11%

16%

15%

26

We Expect Wix’s Balance of Growth and Profitability Will Meaningfully
Improve
We expect Wix to improve its balance of growth and profitability to be more in-line with peers.
Growth + Profit Margin

Source: Capital IQ.
Note: Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons madeherein may differ materially if other firms had been included. Growth + profit margin is calculated as CY2022E revenue growth + CY2022E FCF margin.

27

Wix Has Significant Upside Potential
If Wix is able to improve its combination of growth + profitability to at least be in-line with the Company’s stated goal, we believe there is substantial
upside from today’s prices.

Achieving Wix’s margin
target will drive$6 - $7 of FCF per sharein 2025…
Implying Wix trades at
10x - 12x PF FCF

We believe FCF per share
can be significantly
higher if Wix’s 2025
growth + profit is 40%+

Wix has an opportunity to create significant shareholder value over the next few years
Source: Starboard estimates.

28

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
29

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
30

Splunk Overview
Splunk Inc. (“Splunk”, “SPLK”, or the “Company”) is a leading provider of application software that collects and analyzes data from digital systems
to help organizations identify security threats and monitor IT infrastructure.
Financial Overview

Segment Breakdown($ in millions, except per share data)

Stock Price (10/14/22)(x) Shares Outstanding
Market Cap(+) Debt(-) CashEnterprise Value
EV / Consensus CY23E ARR
Price / Consensus CY23E FCF$70.23
162.7$11,426
3,904(1,793)$13,537
3.1x
17.4x

Splunk is a highly recurring business that works with more than 95 of the Fortune 100 companies
Source: Capital IQ, Bloomberg, Wall Street consensus estimates, Company filings and transcripts. Market data as of 10/14/22.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31.

31

What is Splunk?

Source: Company presentation.

32

Splunk Maintains Strong Competitive Positioning in Its Markets
Due to its historical strength in the log management space, Splunk was able to expand its relationship with blue-chip customers and successfully
upsell its security solutions.

#1#1

Log Management

Security Informationand EventManagement

Splunk is considered to be the “gold standard” in the log management and security markets
Source: Company filings.

33

Splunk Has Strong Penetration With Blue Chip Customers
Splunk is focused on enterprise customers and has significant penetration with the Fortune 100.

Blue Chip Customers

More than 95 of
the Fortune 100~22,000
Customers

Splunk is considered to be mission-critical software for large, global enterprises
Source: Starboard estimates, Company transcripts and website.
Note: Customers chosen by Starboard for illustrative purposes. Note that the full universe of customers is not listed here.

34

Splunk Is Going Through a Complex Business Transition
Splunk is near the end of a complex business transition that has obscured the true earnings power of the business.
Revenue Growth

Transition from perpetual license to subscription

Source: Company filings.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31. CY2022E is based on management guidance.

35

Splunk Is Going Through a Complex Business Transition (Cont’d)Over the last few years, Splunk’s free cash flow has been negative as the Company shifted to an annual invoicing model.
Free Cash Flow Margin

Shift from upfront cash collection to annual invoicing

FCF transition period

We believe Splunk will be a cleaner story for investors going forward
Source: Company filings.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31. CY2022E is based on management guidance. CY2015-CY2019 is calculated as % of revenue and CY2020-CY2022E is calculated as % of ARR due
to business transition.

36

Splunk Laid Out Aggressive Long-Term Financial Targets…
Amidst a complex business transition, in October 2020, the Company laid out aggressive financial targets of 40% ARR CAGR over the next three
years and 20% cash flow margins post-transition.
Excerpt from October 2020 Analyst Day Presentation$4.61B

Margin Target Commentary from October 2020 Analyst Day“And by the time we reach [CY2022], weshould reach a more normalized cash yield
as a percentage of ARR as we were seeing inprevious years before the transition, which isin the 20% range.”– Jason Child, Former CFO

CY19

CY20E

CY21E

CY22E

Source: Company presentation and transcripts.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31. Quotes bolded and underlined for emphasis.

37

…Which Were Withdrawn 2 Months Later
Merely two months after the analyst day, the Company withdrew the long-term financial targets, which led to investor frustration and a negative
share price reaction.
One-Day Stock Price Reaction Following Announcement

Analyst Day Targets vs. Current Guidance
CY2022E ARR

CY2022E OCF Margin

Splunk lost significant credibility after withdrawing long-term financial targets in two months
Source: Capital IQ, Company filings.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31.

38

Splunk Has Been Plagued By Misexecution
Since then, the Company has consistently disappointed investors on quarterly earnings calls due to a lack of execution and poor forecasting, leading
to meaningful share price decline.
Negative Quarterly Earnings Reaction
Earnings Quarter

Stock Price Reaction

Q2’22(12.0%)

Q1’22

9.5%

Q4’21

6.0%

Q3’21

(1)

Splunk Share Price Performance Since Targets Were Withdrawn(18.1%)

Q2’21(1.4%)

Q1’21(9.5%)

Q4’20(2.6%)

Q3’20(23.3%)

Splunk needs to rebuild investor confidence through better execution
Source: Capital IQ, Company filings.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31. Quarterly earnings is based on calendar year. Returns adjusted for dividends and are from 12/2/2020 to 10/14/2022.
(1) Stock price reaction is as of November 15,2021, which is when the Company preannounced quarterly earnings.

39

As a Result, Shares Are Now Trading at an Attractive Valuation
After years of underperformance, Splunk is now trading far below peer multiples, despite strong top-line growth and an enviable market position.
EV / CY2023E Sales

Price / CY2023E Free Cash Flow

20%+ Growing, FCF-Generative Software Peers

10-20% Growing, FCF-Generative Software Peers

Source: Capital IQ, Bloomberg. Market data as of 10/14/22.
Note: Splunk valuation multiple is calculated on EV / ARR basis instead of EV / Revenue due to business transition. Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain
degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included. ZEN valuation multiple is from June 23, 2022, which is one day prior to its acquisition announcement.

40

The Company Is Going Through a Leadership Change
Splunk announced the appointment of Gary Steele as CEO in March 2022, and the Company is undergoing a CFO search process.
Leadership Change?
Gary Steele

CFO

The Company is currently
undergoing a CFO search process

The new management team has the opportunity to put Splunk on a better path
Source: Company filings.

41

Gary Steele Was Successful as CEO of Proofpoint
During his time as CEO of Proofpoint, there was significant value creation.
Total Shareholder Return at Proofpoint Under Mr. Steele
Proofpoint sold at an alltime high share price toThoma Bravo

Source: Capital IQ.
Note: Returns adjusted for dividends and are from 4/19/2012 to 8/31/2021.

42

We Believe the New Management Team Has the Opportunity to Drive
Operational Improvement
As a result of the consistent misexecution, Splunk’s operational performance is significantly worse than its peers.

Growth + Profit Margin

We believe there is significant opportunity for the new management team to improve operational performance
Source: Public company filings, Capital IQ.
Note: Calculation above is done as CY22E-24E Revenue CAGR + CY22E FCF margins. For Splunk, calculation includes 2022E ARR Growth instead of Revenue CAGR, and FCF margin is calculated as % of ARR. Starboard believes that the companies above provide
appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included.

43

Splunk Has a Significant Opportunity to Drive Margin Expansion
The new management team has significant opportunity to improve free cash flow margins to be in-line with peers.
CY2022E Free Cash Flow Margin

We believe a large margin expansion opportunity exists at Splunk
Source: Public company filings, Capital IQ.
Note: Splunk FCF margin is calculated as % of ARR. Starboard believes that the companies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is notlisted here, the comparisons made herein may differ materially if other firms had been included.

44

We Believe Strong Execution Will Result In a Valuation Uplift
If the new management team is able to improve operational performance, we believe Splunk could benefit from a valuation uplift.
Growth + Profitability vs. EV / CY2023E Sales

Pro Forma

Current

With better execution, we believe Splunk can move up and to the right with its peers and potentially double its valuation
Source: Public company filings, Capital IQ, and Bloomberg. Market data as of 10/14/22.
Note: Calculation above is done as CY22E-24E Revenue CAGR + CY22E FCF margins. For Splunk, calculation includes 2022E ARR Growth instead of Revenue CAGR, and FCF margin is calculated as % of ARR. Splunk’s valuation multiple is calculated as EV / CY23E ARR. Starboard believes that thecompanies above provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included. ZEN valuation multiple isfrom June 23, 2022, which is one day prior to its acquisition announcement.

45

We Believe Splunk Has Significant Upside From Current Levels
If management can successfully execute on a margin improvement plan, we believe Splunk shareholders will be meaningfully rewarded.

Current Financial Profile

CY2025E PF Financial Profile

ARR Growth17%

High-teens to 20%+

Free Cash Flow
Margin11%

25% - 30%+

Growth + Margin

28%

45%+

FCF / Share~$2.45~$8.00 - $9.00+

We believe a substantial value creation opportunity exists at Splunk
Source: Company filings, Starboard estimates.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31.

46

We Believe Splunk Has Significant Upside From Current Levels
If management can successfully execute on a margin improvement plan, we believe Splunk shareholders will be meaningfully rewarded.

Current Financial Profile

CY2025E PF Financial Profile

ARR Growth17%

High-teens to 20%+

Free Cash Flow
Margin11%

25% - 30%+

Growth + Margin

28%

45%+

FCF / Share~$2.45~$8.00 - $9.00+
Splunk is trading at ~8x - 9x CY2025E FCF

We believe a substantial value creation opportunity exists at Splunk
Source: Company filings, Starboard estimates.
Note: Company’s Fiscal Year ends Jan 31. For simplistic purposes, we are assuming those financials are as of December 31.

47

Splunk’s Strategic Value
While we believe that there is substantial value that can be created from improving growth and profitability, we also believe that Splunk is a highly
strategic asset that could be attractive to a number of different strategic and financial buyers.

Source: Wall Street Journal.

48

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
49

Starboard Has Identified Three New Opportunities To Discuss Today

Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
50

Salesforce Overview
Salesforce, Inc. ( “Salesforce”, “CRM”, or the “Company”) is a leading software company providing customer relationship management, marketing,analytics, and other cloud-based enterprise solutions.
Financial Snapshot

Salesforce Has Achieved Remarkable Growth Over the Last 20 Years($ in millions, except per share data)

Stock Price (10/14/22)
Basic Shares Outstanding
Market Cap(+) Debt(-) Strategic Investments(-) CashEnterprise Value
EV / Consensus FY24E Revenue
Price/ Consensus FY24E FCF($ in billions)$142.22
1,000$142,220
10,599(5,124)(13,533)$134,162

Salesforce’s vision and leading market
position has allowed it to grow revenue ata ~38% CAGR over the last 20+ years$50.0~17% revenue
CAGR
expected at
scale
$31.0
$26.5
$21.3

3.8x
18.7x

$17.1

$0.1

$1.7 $2.3$0.1 $0.2 $0.3 $0.5 $0.7 $1.1 $1.3

$3.1 $4.1

$5.4

$6.7

$8.4

$13.3
$10.5

'03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17 '18 '19 '20 '21 '22 '23

Source: Public company filings. Market data as of 10/14/22.
Note: Fiscal Year ends January 31.

//

'26

51

Salesforce Initially Began as a Cloud-Native Customer RelationshipManagement Tool to Help Empower Sales Teams
Customer relationship management software helps to digitize and automate various sales-related workflows, enabling teams to maximize sales andproductivity while also improving the customer experience.

Illustrative CRM Dashboard

Key CRM Functionality✓ Lead and Pipeline Management✓ Contact Management✓ Reporting and Related Analytics✓ Sales Forecasting✓ Marketing Campaign Management✓ Sales Workflow Automation✓ Proposal Management

Source: Company website.

52

Since Then, Salesforce Has Expanded Into Several Other Clouds Aimed atConnecting Companies and Their Customers
Salesforce Product Overview

Sales Cloud
Service CloudMarketing &Commerce
Cloud

Analytics Cloud

Platform & Other
Integration Cloud

Salesforce empowers companies to connect with and better serve their customers
53

Salesforce Has the Leading Market Position Across These Businesses
The Company has strong positions across various attractive markets that are expected to grow meaningfully due to long-term secular demand
drivers.
Salesforce End Market Size & Growth Rate($ in billions)

$18
$16
$13

$13
$9
$8

$7

$6

MarketingCampaign Mgmt

Analytics Software

Salesforce
Productivity &Mgmt Apps

Customer Service
Apps

MarketGrowthRate(1)

8.5%

10.7%

8.7%

13.3%

16.4%

16.0%

13.5%

18.7%

CRM
Position

#1

#2

#1

#1

#1

#2

#2

#2

Model Driven App Integration Software Digital Commerce
Platforms
Apps

Collaboration
MarketSalesforce has the leading position across several large and fast-growing markets
Source: Wall Street Research, IDC, Company Filings.
(1) Expected growth rate through CY25 per IDC. (2) Does not sum due to rounding.

54

Salesforce’s Shareholders Have Not Seen the Benefit of the Company’s
Strong Market Position Over the Past Few Years
The Company’s share price has underperformed its benchmark indices, its closest peers, and the broader market over the last three years.
Total Share Price Returns: Salesforce vs. Peers
125%
100%
75%
50%

40%
27%
16%

25%
–

(25%)
Oct-19(5%)

Dec-19Feb-20 Apr-20

Jun-20 Aug-20 Oct-20 Dec-20
CRM

Feb-21 Apr-21

S&P 500

Jun-21

Nasdaq 100

Aug-21

Oct-21

Dec-21

Feb-22 Apr-22

Jun-22 Aug-22 Oct-22

Peer Average⁽¹⁾

Salesforce’s stock price performance has meaningfully lagged the technology sector and the broader market
Source: Capital IQ. Market data as of 10/14/22.
Note: Returns adjusted for dividends.
(1) Represents simple average of total share price returns for NOW, INTU, MSFT, ADBE, ORCL, WDAY, and SAP.

55

Salesforce Trades at a Discount to Its Peer Group
Salesforce is currently trading well below peer multiples, despite the Company’s leading market position, solid long-term growth profile, andsignificant margin expansion opportunity.

The Company is currently valued significantly below the peer median multiple on forward revenue and free cash flow expectations.
Salesforce’s valuation is even more attractive when considering the magnitude of the margin expansion opportunity, as well as Salesforce’s business quality
and growth outlook.
Enterprise Value/ CY2023E Revenue
Peer Median: 6.7x

Price / CY2023E Free Cash Flow
Peer Median: 22.0x

Salesforce trades at a discount to its peers and has an outsized margin expansion opportunity
Source: Capital IQ, Bloomberg. Market data as of October 14, 2022.
Starboard has identified ADBE, INTU, MSFT, NOW, ORCL, SAP, and WDAY as the relevant peer set for comparison with CRM. Starboard believes these provide appropriate peer comparisons. This presentation
is a determination that is subject to a certain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included.

56

We Believe the Valuation Discount Is Largely the Result of Salesforce’s
Subpar Mix of Growth and Profitability
As growth has slowed, the Company has not yet produced margins expected from its leadership position.
CY2022E Revenue Growth + Adj. Operating Margin vs. Peers

Revenue
GrowthThe Peer Group operates
at the “Rule of 50”

57.5%

56.6%

10.9%

11.6%

54.0%

53.2%

10.7%

19.2%

49.7%

Peer Average: 49.4%

24.9%

46.6%

45.0%

12pts below peer average

39.8%

43.3%

20.7%

37.4%
17.0%

33.9%

9.3%

Adj.
OperatingMargins

26.1%

24.7%

19.0%

(1)

MSFT (PBP)

ADBE

ORCL

(2)

INTU

35.4%

(3)

NOW

WDAY

20.4%

CRM

(4)

SAP

Salesforce operates significantly below peer levels in terms of revenue growth + profitability
Source: Capital IQ, Bloomberg. Market data as of October 14, 2022. Note: Rule of 40 score reflects CY22E adjusted operating margin plus CY22E revenue growth. (1) MSFT figures reflect consensus estimates for the Productivity and Business Processes segment. (2) ORCL revenue growth includes partial
contribution from the acquisition of Cerner Corp. (3) Includes contribution from the acquisition of MailChimp. (4) SAP figures based on reported results and consensus estimates in Euros.
Starboard has identified ADBE, INTU, MSFT, NOW, ORCL, SAP, and WDAY as the relevant peer set for comparison with CRM. Starboard believes these provide appropriate peer comparisons. This presentation is a determination that is subject to a certain degree of subjectivity. As the full universe of
potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included.

57

Salesforce Has Not Generated Meaningful Operating Leverage Relative
to Peers in Recent Years
Salesforce has not realized the benefits of operating leverage over the last several years, and the Company has generated significantly lower
incremental margins than peers.
CY2017 - CY2021 Incremental Adjusted Operating Margins(1)105.0%

61.9%
52.9%
38.8%

33.4%

Peer Average: 50.3%
Peer Average Ex. ORCL: 41.2%
31.2%
29.0%

20.1%

ORCL

MSFT (PBP)

ADBE

INTU

SAP

WDAY

NOW

CRM

2017
Op. Margins

43.2%

35.2%

38.0%

32.4%

28.8%

10.1%

18.3%

16.5%

2021
Op. Margins

46.9%

46.8%

46.0%

33.9%

29.6%

22.4%

25.5%

18.7%

Change in
Op. Margin

370bps1,160bps

800bps150bps70bps

1,230bps

720bps220bpsSalesforce generated the lowest incremental adjusted operating margins among its peer set
Source: Public company filings. (1) Calculated as the increase in adjusted operating income divided by the increase in revenue from CY2017 to CY2021.
Starboard has identified ADBE, INTU, MSFT, NOW, ORCL, SAP, and WDAY as the relevant peer set for comparison with CRM. Starboard believes these provide appropriate peer comparisons. This presentation is a determination that is subject to acertain degree of subjectivity. As the full universe of potential peers is not listed here, the comparisons made herein may differ materially if other firms had been included.

58

Salesforce’s Refreshed Management Team Has Been Increasingly
Focused on Improving the Company’s Growth + Profitability
Refreshed Executive Team

Marc Benioff
Co-Founder, Chair, &Co-CEO

Bret Taylor
Co-CEO
Since November 2021

Amy Weaver
President & CFO
Since December 2020

Brian Millham
President & COO
Since August 2022

“We're excited about our $50 billion revenue target in FY '26. With that scale comes a lot of opportunities for
operational excellence. And with that comes a lot of opportunities to drive operating margin, to drive free cash
flow. And what Marc and I are really committed to driving is profitable growth…”– Bret Taylor (9/21/22)
Source: Public company transcripts.
Note: Quotes bolded and underlined for emphasis.

59

While Salesforce’s Most Recent Investor Day Targets Are Positive Steps
Towards Value Creation, Significant Opportunity Remains
We appreciate the Company’s commitment to a firm margin target, inclusive of potential M&A headwinds, and we continue to believe there issignificant additional opportunity to expand margins beyond 25%.
2022 Investor Day Financial Targets and Capital Allocation Policy

Target of growth + margin of only 42% vs.
current peer average of ~50%

First specificmargin target in
Salesforce’s history

First share
repurchase programin Salesforce’s history

Source: Company Presentation (emphasis added).

60

Salesforce’s Long-Term Targets Are Less Ambitious Than Peers’
Examining Salesforce’s long-term financial targets to those published by ServiceNow and Workday suggest that Salesforce should be able to achievesignificantly higher margins given its scale and lower growth rate.
Long-Term Financial Targets: Salesforce vs. Peers
Salesforce(1)Workday(2)ServiceNow(3)$50,000
Long-Term Revenue
Target ($mm):$10,000

Annualized Revenue
CAGR:

17.3%

20.0%

Long-Term Adj.
Operating Margin
Target:

25.0%

25.0%

42.3%

45.0%

Growth +Margin$11,000

Salesforce has significantly morescale than peers…

26.1%…and despite expecting to growslower than peers…
27.0%

53.1%

… is only targeting operating
margins in-line to below its muchsmaller peers
On a growth + margin basis,
Salesforce significantly lags thesecompanies and the peer set

We believe Salesforce’s margin targets still leave significant room for improvement
Source: Public Company filings and presentations.
(1) Represents targets for FY2026 (fiscal year ending January 31st).
(2) Represents long-term targets implied for FY2026 (fiscal year ending January 31st). (3) Represents targets for FY2024 (fiscal year ending December 31st).

61

Driving Higher Incremental Margins Would Result in Significant
Outperformance vs the Investor Day Target
If Salesforce generates incremental margins that are in-line with peer levels as it grows towards $50 billion in FY2026 revenue, margins would
significantly exceed the Investor Day target.
Potential FY2026 Adj. Operating Margins(1)Peers averaged incremental
margins of 50.3% from CY17 to
CY21

Source: Public company filings.
(1) FY2026 Pro Forma Adj. Operating Margins assume $50 billion of FY2026 revenue.

62

Achieving and Outperforming the Investor Day Targets Would Result
In Significant Growth in Free Cash Flow Per Share
Salesforce has an opportunity to significantly grow free cash flow per share over the next few years.
Potential FY2026 Adj. Operating Margins(1)Achieves combined growthand profitability of ~50%
like peers

Peers averaged
incremental margins of
50.3% from CY17 to CY21~$14.50 FY26 FCF/shr

Implying CRM tradesat ~10x PF FCF~$13.00 FY26 FCF/shr
Implying CRM tradesat ~11x PF FCF~$12.00 FY26 FCF/shr
Implying CRM tradesat ~12x PF FCF

Through FY2026,
Salesforce will
have anadditional $20 $25 billion of
cash to deploy oneither valueaccretive M&A or
further capital
return, beyond
the $10 billion
share repurchaseprogramSalesforce has the potential to create significant value through margin expansion and disciplined capital allocation
Source: Public company filings, Starboard estimates.
(1) FY2026 Pro Forma Adj. Operating Margins assume $50 billion of FY2026 revenue.

63Each Company Represents an Opportunity to Own a High-Quality and Sticky Business at an Attractive
Valuation with the Potential for Significant Value Creation Through a Better Balance of Growth andProfitability
64

65