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Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in the Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: Our internal control over financial reporting includes those policies and procedures that:
+Added: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
+Added: (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements for external reporting purposes in accordance with U.S.
+Added: generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors;
+Added: and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Based on our evaluation under the framework in Internal Control - Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, 2024.
−Removed: Our independent registered accounting firm will not be required to opine on the effectiveness of our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 until we no longer qualify as an “emerging growth company.”
+Added: The Company’s independent registered public accounting firm, Ernst & Young LLP, which audited the Company’s Consolidated Financial Statements included in this Annual Report on Form 10-K, has issued an attestation report on the Company’s internal control over financial reporting, which is included herein.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting, identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) under the Exchange Act, that occurred during the three months ended December 31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: Limitations on Controls
+Added: Our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their objectives as specified above.
+Added: Management does not expect, however, that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all error and fraud.
+Added: Any control system, no matter how well designed and operated, is based upon certain assumptions and can provide only reasonable, not absolute, assurance that its objectives will be met.
+Added: Further, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within our business have been detected.
Other Information.
Rule 10b5-1 Trading Plans
−Removed: On December 13, 2023 , Stephen Bohanon , our Chief Strategy Officer , adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
−Removed: Subject to certain conditions, the trading plan provides for the sale of up to 146,685 shares of our common stock (less shares withheld by the Company for the payment of taxes) through February 28, 2025, for a duration of 443 days.
+Added: On November 8, 2024 , Brian Smith , our Chairperson of our board of directors , and S3 Ventures Fund III, L.P., adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
+Added: Smith is the managing director of S3 Ventures III, L.L.C., which is the General Partner of S3 Ventures GPLP III, L.P., which is the general partner of S3 Ventures Fund III, L.P.
+Added: Subject to certain conditions, the trading plan provides for the sale of up to 3,276,000 shares of our common stock through February 27, 2026 for a duration of 476 days.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
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The information required by this Item 10 will be contained in our definitive proxy statement to be filed with the SEC in connection with our 2025 Annual Meeting of Stockholders (the “Proxy Statement”), which is expected to be filed not later than 120 days after the end of our fiscal year ended December 31, 2024, and is incorporated herein by reference.
+Added: We have adopted an insider trading compliance policy that governs the purchase, sale, and other dispositions of our securities by directors, officers and employees that is reasonably designed to promote compliance with insider trading laws, rules and regulations and listing standards of the Nasdaq Global Select Market.
+Added: A copy of our insider trading compliance policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.
Executive Compensation.
90 unchanged sentences
333-254108 S-1/A 10.25 4/5/2021
−Removed: 10.24# Non-Employee Director Compensation Program.
−Removed: 333-254108 S-1/A 10.26 3/10/2021
10.24# Senior Executive Bonus Plan
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001-40321 8-K 10.1 9/06/2023
+Added: 10.29* Second Amendment to Amended and Restated Credit Agreement, among Alkami Technology, Inc., as the Borrower, the Several Lenders from time to time party thereto and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as Administrative Agent, Issuing Lender and Swingline Lender, dated as of July 1, 2024
+Added: 001-40321 8-K/A 10.1 7/03/2024
+Added: 10.30* Third Amendment to Amended and Restated Credit Agreement, among Alkami Technology, Inc., as the Borrower, the Several Lenders from time to time party thereto and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as Administrative Agent, Issuing Lender and Swingline Lender, dated as of February 27, 2025
+Added: 001-40321 8-K 10.1 2/27/2025
+Added: 10.31# Alkami Technology, Inc.
+Added: 2025 Non-Employee Director Compensation Program
+Added: 19.1 Alkami Technology, Inc.
+Added: Insider Trading Compliance Policy
21.1 List of Subsidiaries of the Registrant
7 unchanged sentences
Policy for Recovery of Erroneously Awarded Compensation
+Added: 001-40321 10-K 97.1 2/29/2024
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
28 unchanged sentences
(Principal Financial Officer) February 28, 2025
−Removed: /s/ Kristy Ramundi Chief Accounting Officer
+Added: /s/ Prerna Sachdeva Chief Accounting Officer
(Principal Accounting Officer) February 28, 2025
−Removed: Kristy Ramundi
+Added: Prerna Sachdeva
Smith Director and Chairperson February 28, 2025
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/s/ Charles Kane Director February 28, 2025
−Removed: /s/ Steve Mitchell Director February 29, 2024
−Removed: Steve Mitchell
+Added: /s/ Steven Mitchell Director February 28, 2025
+Added: Steven Mitchell
/s/ Gary Nelson Director February 28, 2025
−Removed: /s/ Raph Osnoss Director February 29, 2024
+Added: /s/ Raphael Osnoss Director February 28, 2025
+Added: Raphael Osnoss
/s/ Barbara Yastine Director February 28, 2025
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.