Building Trust with Our Company and Investors

Where We’re Going

We protect Salesforce and our stakeholders by putting the company’s interests ahead of our personal interests or gain. We avoid even the appearance of a conflict of interest in all our business decisions and interactions. We timely disclose a conflict of interest if we cannot avoid it.

Why It Matters

Our reputation is built on our value of trust. Our stakeholders need to know that we are making smart, unbiased decisions. Avoiding conflicts of interest helps ensure we are using good judgment by removing potential bias from the decision-making process. If a conflict of interest arises, we disclose it right away. A conflict of interest is not always a violation of our Code, but not disclosing a known actual or potential conflict is always a violation. When employees are open about potential conflicts, it is easier to find a way to manage them and mitigate their implications. Transparency breeds trust.

How We Get There

We avoid and manage conflicts of interest by:

• Duly complying with actions required by the company to mitigate or resolve a conflict of interest, and properly removing ourselves from decisions where an actual or potential conflict of interest could arise
• Being alert for situations in which conflicts of interest can arise, such as situations that involve personal relationships, outside business activities, or personal financial interests, and staying aware of how our personal relationships and interests can influence, or be perceived to influence, our judgment and decisions
• Discussing potential conflicts of interest with our managers right away
• Disclosing all actual or potential conflicts of interest, including outside business activities and post-government employment restrictions, to the Global Ethics & Integrity team using the Conflict of Interest Submission Portal
• Not engaging in any outside business activities before obtaining complete approval for them, as established by the Conflict of Interest Policy

What You Need to Know

A conflict of interest is any situation where an opportunity for personal gain or advancement may compete with the company's best interests. Conflicts of interest can arise when our personal, social, or financial activities or relationships interfere, appear to interfere, or have the potential to interfere with our objectivity, judgment, or loyalty when acting on behalf of the company or any of its subsidiaries.

Conflicts of interest can arise in various ways and can take many different shapes. Our Code cannot describe every possible type of conflict of interest. This is why it is important to understand applicable principles and exercise appropriate and informed judgment. Here are some common situations that can present a conflict of interest:

Personal Relationships

We must not engage in or attempt to influence any business decision that may benefit, or appear to benefit, ourselves or a close personal relation. We avoid putting ourselves in situations where our loyalties to close personal relations could seem like favoritism or could improperly influence our judgment. We do this through:

• Disclosing when a close personal relation is a Salesforce employee or contractor
• Disclosing when we may be in a position to hire, retain, pay, manage, or oversee close personal relations as employees, contractors, or suppliers
• Disclosing if a close personal relation works for or on behalf of (or is) a Salesforce consultant, supplier, partner, competitor, customer, or Public Sector Customer, and is in a position where they can or may influence or make decisions involving or affecting Salesforce

In all cases above, we must recuse ourselves from decisions involving Salesforce and the close personal relation and their company, and we must not engage in discussions about Salesforce or share confidential information with them. For more details on working with close personal relations, refer to the Employment of Relatives and Others in a Personal Relationship Policy.

For purposes of the Code, close personal relations include but are not limited to a parent, sibling, spouse, child, in-law, grandparent, grandchild, uncle, aunt, cousin, step-relative, domestic partner, romantic partner, close personal friend, or any other person who regularly resides in your household.

Outside Business Activities

We are expected to devote our full professional energies to our work at Salesforce. We avoid any outside activities, whether for-profit or not-for-profit, that could compete with the company or interfere with our job responsibilities. Unless noted otherwise, side jobs or personal business activities need to be disclosed to the Salesforce Legal team for review and approval, before we engage in them, as established by the Conflict of Interest Policy.

Financial Interests

We ensure that our personal financial interests and those of our close personal relations do not get in the way of our Salesforce decision-making. We avoid holding a significant or controlling interest in any company if that investment could create the appearance of divided loyalty or impact our judgment when acting on behalf of Salesforce. In considering whether an interest is significant, we consider whether the investment could create, or appear to create, an incentive for us to benefit ourself or others at the expense of Salesforce (e.g., we own greater than one percent of the value of the stock of a publicly traded company, or the investment is significant relative to our net worth or base salary). 

If we believe a personal financial interest could create or appear to create a conflict of interest, we disclose it for review as a potential conflict of interest. 

The Salesforce board of directors has adopted guidelines relating to potential conflicts of interest that may arise in connection with investments by company officers in privately held companies. To learn more, check out our Salesforce Officer Investment Guidelines.

Corporate Opportunities

Employees are generally prohibited from taking personal advantage of business or investment opportunities discovered through the use of company property, business, or information. An employee is not permitted to take personal advantage of an opportunity unless they have first presented the opportunity to Salesforce for the company's own consideration, and Salesforce chooses not to pursue it. If uncertain whether an opportunity meets this description or how to proceed, please disclose it for review by the Salesforce Legal team.

Where We’re Going

We protect the information entrusted to us. We never use or share inside information about Salesforce or any other company for the purpose of trading securities.

Why It Matters

Through our work, we may learn confidential information about Salesforce or other companies that is not yet known to the public. Our reputation depends on our protecting this information and never using or sharing it improperly. Trading securities while in possession of material non-public information, or sharing it with others so they may trade, is illegal. Punishments for violations are severe, including heavy fines and even jail time.

How We Get There

We prevent insider trading by:

• Understanding what could be considered material non-public information and protecting it from accidental disclosure
• Never buying or selling shares or other securities, whether directly or indirectly, in Salesforce or any other publicly traded company, when in possession of material, non-public information
• Complying with all trading windows, trading blocks and closures, including for transacting in Salesforce securities (subject to certain limited exceptions set forth in the Insider Trading Policy), regardless of the trading platform used
• Never “tipping” — giving material non-public information to others so that they may trade
• Only sharing confidential information and material non-public information with employees who have a business need to know, and never sharing it with friends or family members or anyone outside Salesforce, except under a confidentiality agreement approved by the Legal team for legitimate business purposes
• Only trading securities once material non-public information about the relevant company has become publicly available and investors have had time to absorb it

What You Need to Know

Insider trading occurs when an individual trades securities on the basis of material non-public information or shares material non-public information with others who trade on the basis of that information (also known as “tipping”).

Information that is material and is not available to the public is called material non-public information. Information is material if a reasonable investor would consider it important in deciding whether to buy, hold, or sell a company’s securities.

Common examples of material non-public information include key changes in management, significant pending or proposed mergers and acquisitions, other major business plans, and financial results that have not been publicly released.

Where We’re Going

Our data, confidential information, and intellectual property are crucial assets for our business. We honor the privacy of personal data and protect our information assets from any unauthorized disclosure or misuse.

Why It Matters

Information assets are fundamental to our business. These include our confidential business information, intellectual property, the personal data of current and former employees, and the personal data related to marketing leads and other business development activities. Safeguarding these assets upholds the privacy of our employees and business partners and protects our reputation and the future of our business.

How We Get There

We protect the information assets in our possession or control by:

• Safeguarding personal data and confidential or proprietary information, and limiting access only to those who need it to do their job on behalf of Salesforce
• Providing notices to individuals about how their personal data can be collected, used, and shared
• Properly securing the documents, devices, and systems where our information assets are stored and processed, according to our company policies
• Protecting confidential information of other companies, business partners, and third parties we work with, including by not sharing or using confidential information belonging to any former employers

What You Need to Know

Personal data includes data and characteristics that can be tied, directly or indirectly, to an individual, such as home addresses, medical information, tax identification numbers, IP addresses, fingerprints, or location data. 

Confidential information about our business can include:

• Any non-public information that might be of use to 
competitors, cybercriminals, or other malicious actors
• Business plans or strategies
• Financial results
• Product designs and concepts
• Sales goals and marketing plans
• Terms and conditions, rates, or fees offered to 
particular customers

Where We’re Going

Our financial assets and records support our work and help us meet our commitments to our stakeholders. We preserve the integrity of these assets and protect them from any fraud, waste, or abuse.

Why It Matters

Our books, records, accounts, financial statements, and disclosures must properly and accurately reflect the company’s business activities. This is required by law and helps us make informed decisions and ensure that our investors have access to accurate information about the company. Avoiding fraud and waste, and acting in the company’s best interests when it comes to financial assets, helps keep Salesforce strong, viable, and successful.

How We Get There

We protect our financial assets by:

• Recording all information accurately and in a timely manner, including work hours, expenses and expense reports, and sales contracts and revenue
• Ensuring that all transactions include proper supporting documentation and required approval records
• Following our records management procedures and retention schedules when saving, archiving, or destroying paper or electronic documents
• Never misrepresenting or concealing important facts about the company’s financial performance
• Promptly disclosing all sale and purchase transactions with the same company that occur within meaningful proximity in time (typically within approximately three months of each other) to the Revenue Recognition team
• Never doing anything that could cause an error or misrepresentation in our financial statements, such as entering into a side agreement, shifting expenses into the wrong quarter, or entering false information into our systems
• Never altering, concealing, or destroying any document under a legal hold
• Looking out for fraud, theft, misuse or other unethical behavior
• Reporting to EthicsPoint any irregularity or red flag that could indicate fraud or corruption

What You Need to Know

In addition to laws governing the accuracy of our financial statements, Salesforce is also subject to and must comply with applicable anti–money laundering laws. Money laundering hides the original source of funds obtained through illegal activities. To uphold integrity in our communities, we must be alert for red flags in financial records and accounts that could indicate money laundering or other forms of corruption.

Signs of money laundering may include:

• A lack of basic information or documentation about a company
• Using complex organizational structures or shell companies
• A company using an offshore bank or only wanting to pay in cash