EX-99.2 3 exh992votingresults.htm EX-99.2

Document

Exhibit 99.2

SHOPIFY INC.

Annual Meeting of Shareholders

May 26, 2021

Report of Voting Results

Following the annual meeting of shareholders of Shopify Inc. (the "Corporation") held on May 26, 2021 (the "Meeting"), in accordance with section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, we hereby advise you of the following voting results obtained at the Meeting:

1. Election of Directors

The six (6) nominees for Director that were proposed by management of the Corporation were elected pursuant to a vote conducted by ballot. The votes were cast for each nominee as follows:

Director			Votes for			% of Votes for			Votes Withheld			% of Votes Withheld
Tobias Lütke			185,422,777			99.16%			1,572,000			0.84%
Robert Ashe			184,402,284			98.61%			2,592,493			1.39%
Gail Goodman			186,367,943			99.66%			626,834			0.34%
Colleen Johnston			185,788,556			99.35%			1,206,221			0.65%
Jeremy Levine			185,678,248			99.30%			1,316,529			0.70%
John Phillips			179,238,787			95.85%			7,755,990			4.15%

2. Appointment of Auditor

PricewaterhouseCoopers LLP were appointed as the Corporation’s auditors and the directors were authorized to fix the auditor’s compensation pursuant to a vote conducted by ballot. The votes were cast as follows:

Votes for			% of Votes for			Votes Withheld			% of Votes Withheld
191,064,471			99.89%			209,555			0.11%

3. Approval of Second Amended and Restated Stock Option Plan

The Corporation's Second Amended and Restated Stock Option Plan and all unallocated options under such Stock Option Plan, as amended, were approved pursuant to a vote conducted by ballot. The votes were cast as follows:

Votes for			% of Votes for			Votes Withheld			% of Votes Withheld
144,288,559			77.16%			42,706,218			22.84%

4. Approval of Second Amended and Restated Long Term Incentive Plan

The Corporation's Second Amended and Restated Long Term Incentive Plan and all unallocated awards under such Long Term Incentive Plan, as amended, were approved pursuant to a vote conducted by ballot. The votes were cast as follows:

Votes for			% of Votes for			Votes Withheld			% of Votes Withheld
149,106,783			79.74%			37,887,994			20.26%

5. Advisory Vote on Executive Compensation

The advisory vote on executive compensation was approved pursuant to a vote conducted by ballot. The votes were cast as follows:

Votes for			% of Votes for			Votes Against			% of Votes Against
175,715,172			93.97%			11,279,605			6.03%

Dated this 26th day of May, 2021.

SHOPIFY INC.

/s/ Joseph Frasca

Per:     Joseph Frasca

    Chief Legal Officer and Corporate Secretary