We are advising Braze on the transaction

Davis Polk is advising Braze, Inc. on its approximately $5.7 billion sale to Salesforce, Inc. in an all-cash transaction. Under the terms of the agreement, Braze stockholders will receive $47.50 in cash for each share of Braze Class A common stock held at closing. The transaction is expected to close in Salesforce’s fiscal year 2028, subject to approval by Braze stockholders, regulatory approvals and other customary closing conditions.

Braze is the leading customer engagement platform that empowers brands to Be Absolutely Engaging. Braze helps brands deliver great customer experiences that drive value both for consumers and for their businesses. Built on a foundation of composable intelligence, BrazeAI allows marketers to combine and activate AI agents, models and features at every touchpoint throughout the Braze Customer Engagement Platform for smarter, faster and more meaningful customer engagement. From cross-channel messaging and journey orchestration to AI-powered decisioning and optimization, Braze enables companies to turn action into interaction through autonomous, 1:1 personalized experiences.

Salesforce helps organizations of any size become agentic enterprises – integrating humans, agents, apps and data on a trusted, unified platform to unlock unprecedented growth and innovation.

The Davis Polk corporate team includes partners Nicole Brookshire, Paul S. Scrivano and Cheryl Chan, counsel Joseph G. Marano and associate Karen Yang. Partner Jennifer S. Conway and counsel Meir Katz are providing executive compensation advice. Partner Corey M. Goodman is providing tax advice. Partner Howard Shelanski and counsel Gil Ohana are providing antitrust and competition advice. Members of the Davis Polk team are based in the Northern California, New York and Washington DC offices.

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