Salary.com (SLRY)

ITEM 4 — SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The following matters were submitted to the stockholders at our Annual Meeting of Stockholders held on September 18, 2008. Each of the matters was approved by the requisite vote.

(1) The following individuals were re-elected to the Board of Director for three-year terms as Class II directors:

(2) To approve an amendment to the Salary.com 2007 Stock Option and Incentive Plan to increase the number of shares available for issuance under such plan from 3,000,000 to 5,800,000:

(3) To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending March 31, 2009:

ITEM 4—SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The following matters were submitted to the stockholders in our Annual Meeting of Stockholders held on June 7, 2007. Each of the matters was approved by the requisite vote.

(a) The following individuals were re-elected to the Board of Director for three-year terms as Class I directors:

(b) To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending March 31, 2008: