OTHER INFORMATION
−Removed: Item 5.02 Departure of Certain Officers;
−Removed: Appointment of Certain Officers;
−Removed: Compensatory Arrangements of Certain Officers
−Removed: Departure of David Mitchell as Senior Vice President, Worldwide Sales
−Removed: On May 4, 2020, David Mitchell notified us he will be stepping down from his position as Senior Vice President, Worldwide Sales, effective May 31, 2020.
−Removed: Mitchell’s separation is not the result of any disagreement with us on any matter relating to our operations, policies, or practices.
−Removed: In connection with his departure, we entered into a separation agreement with Mr.
−Removed: Mitchell that includes a general release of claims and provides for a severance payment equal to 12 months of his current base salary.
−Removed: The separation agreement also provides that Mr.
−Removed: Mitchell will work to transfer his job responsibilities through the date of his departure.
−Removed: Appointment of Eric Cross as Chief Revenue Officer
−Removed: On May 5, 2020, our Board of Directors approved the appointment of Eric Cross as our Chief Revenue Officer, effective May 11, 2020.
−Removed: There is no arrangement or understanding between Mr.
−Removed: Cross and any other person pursuant to which he was selected as an officer.
−Removed: Furthermore, there is no family relationship between Mr.
−Removed: Cross and any of our other directors or executive officers, and Mr.
−Removed: Cross is not a party to any transactions of the type listed in Item 404(a) of Regulation S-K.
−Removed: Eric Cross, age 52, previously served as the Chief Revenue Officer of Egnyte, a privately held enterprise content collaboration software company from August 2019 to March 2020.
−Removed: Prior to Egnyte, Mr.
−Removed: Cross served as Vice President, Worldwide Sales, for Apigee, a publicly held enterprise lifecycle API management software company from 2013 through July 2019.
−Removed: From 2008 to 2013, Mr.
−Removed: Cross served in several positions at Blue Coat Systems, an enterprise software company.
−Removed: Cross holds a B.B.A.
−Removed: degree in risk management from the University of Georgia.
−Removed: On May 6, 2020, we and Mr.
−Removed: Cross entered into an employment agreement, effective as of May 11, 2020, pursuant to which Mr.
−Removed: Cross will be employed on an “at-will” basis.
−Removed: Pursuant to his employment agreement.
−Removed: Cross will be entitled to a payment equal to six months’ salary (“Base Salary Severance”) if his employment is terminated within the first year without cause, and Base Salary Severance, acceleration of any unvested equity, and payment of premiums for continued health benefits under COBRA for up to six months if his employment is terminated by us without good reason, without cause, or from a change in control.
−Removed: Cross’s initial annual base salary will be $400,000 per year, subject to review and adjustment from time to time at the discretion of our Board of Directors.
−Removed: Cross will also be eligible to earn an annual performance cash bonus, subject to his achievement of annual predetermined objectives to be determined by our Board of Directors.
−Removed: The foregoing descriptions of Mr.
−Removed: Mitchell’s separation agreement and Mr.
−Removed: Cross’ employment agreement are not complete and are qualified in their entirety by reference to the separation agreement and the employment agreement, which we expect to file with our Quarterly Report on Form 10-Q for the quarter ending June 30, 2020.
+Added: Not applicable.
Description Reference
−Removed: 10.1 Second Amendment to Deed of Lease, effective as of January 1, 2020, between Appian Corporation and Tamares 7950 Owner LLC.
−Removed: Previously filed as Exhibit 10.16 to the Company’s Annual Report on Form 10-K (File No.
−Removed: 001-38098) filed with the Securities and Exchange Commission on February 20, 2020, and incorporated herein by reference.
−Removed: 10.2 Employment Agreement, dated as of September 7, 2012, by and between Appian Corporation and Robert Kramer.
−Removed: 10.3 Employment Agreement, dated as of February 16, 2018, by and between Appian Corporation and David Mitchell.
+Added: 10.1 Separation Agreement, dated as of May 1, 2020, by and between Appian Corporation and David Mitchell.
+Added: 10.2 Employment Agreement, dated as of May 6, 2020, by and between Appian Corporation and Eric Cross.
31.1 Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
11 unchanged sentences
APPIAN CORPORATION
−Removed: May 7, 2020 By:
+Added: August 6, 2020 By:
/s/ Matthew Calkins
2 unchanged sentences
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.