6 unchanged sentences
In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that our management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.
−Removed: The Company previously disclosed material weaknesses in internal control over financial reporting as of December 31, 2018 and December 31, 2017 in its Annual Report on Form 10-K for the years ended December 31, 2018 and December 31, 2017.
−Removed: The material weaknesses related to our control environment and monitoring activities and revenue recognition.
−Removed: The material weaknesses led to the restatement of our annual consolidated financial statements for the years ended December 31, 2016 and 2015.
−Removed: As described below, management developed and implemented remediation actions to address the material weaknesses and further actions are ongoing as of December 31, 2019.
−Removed: During 2019, management implemented various initiatives intended to address the identified material weaknesses and strengthen our overall internal control environment.
−Removed: Management reported to the Audit Committee regarding its development and implementation of these remediation actions.
−Removed: In this regard, some of our key remedial initiatives included:
−Removed: Executive Management Communications to Reinforce Compliance - Our Chief Executive Officer and Chief Financial Officer, at the direction of our Board of Directors, have in communications to personnel continued to reinforce the importance of adherence to our policies and procedures regarding ethics and compliance and the importance of identifying misconduct and raising and communicating concerns.
−Removed: Changes to Our Executive Management and Sales Personnel - We have hired new personnel, who have enabled improved lines of communication across business functions, to address areas of identified gaps in expertise.
−Removed: Training Practices - We developed and have provided comprehensive training programs relating to revenue recognition and contract review and have deployed training to our sales personnel.
−Removed: Credit Policies and Procedures - We have improved our practices regarding extension of credit to customers and evaluation of customer creditworthiness.
−Removed: Revenue Recognition Policies and Procedures - We have implemented improvements to our revenue recognition policies and procedures.
−Removed: Implementation and Enhancement of Entity Level Controls - We have implemented additional controls in our quarterly/annual financial reporting process, including enhanced sub-certifications by all sales personnel, as well as other key personnel in our finance, human resources, and legal functions.
−Removed: The enhanced sub-certifications include specific documentation related to the identification of non-standard revenue arrangements.
−Removed: We have also enhanced our insider trading policy and related communications to employees.
−Removed: During the fourth quarter of 2019, we completed our testing of the operating effectiveness of the remediation actions implemented and found the implemented controls are designed and operating effectively.
−Removed: As a result, we concluded that the material weaknesses have been remediated as of December 31, 2019.
−Removed: Based on this evaluation, our Chief Executive Officer and Chief Financial Officer, as our principal executive officer and principal financial officer, respectively, concluded that our disclosure controls and procedures were effective as of December 31, 2019, and that the consolidated financial statements included in this Form 10-K present fairly, in all material respects, and in conformity with U.S.
+Added: Our Chief Executive Officer and Chief Financial Officer, as our principal executive officer and principal financial officer, respectively, concluded that our disclosure controls and procedures were effective as of December 31, 2020, and that the consolidated financial statements included in this Form 10-K present fairly, in all material respects, and in conformity with U.S.
GAAP our financial position, results of operations and cash flows for the periods presented.
12 unchanged sentences
Changes to Internal Control over Financial Reporting
−Removed: Except for the changes in relation to our implementation of the remediation actions described above, no other change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) occurred during the quarter ended December 31, 2019, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: There were no changes in the Company’s internal control over financial reporting during the fourth quarter of 2020, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
8 unchanged sentences
Directors, Executive Officers and Corporate Governance
−Removed: The information required by this item will be included in an amendment to this report or in our Proxy Statement for the 2020 Annual Meeting of Stockholders and is incorporated by reference in this report.
+Added: The information required by this item is incorporated by reference from the information under the captions “Election of Directors” and “Board of Directors and Corporate Governance” contained in our proxy statement to be filed with the SEC in connection with the solicitation of proxies for our 2020 Annual Meeting of Stockholders pursuant to Regulation 14A and no later than 120 days after December 31, 2020 (the “Proxy Statement”).
+Added: Item 405 of Regulation S-K calls for disclosure of any known late filing or failure by an insider to file a report required by Section 16(a) of the Exchange Act.
+Added: To the extent disclosure for delinquent reports is being made, it can be found under the caption “Delinquent Section 16(a) Reports” in our Proxy Statement and is incorporated herein by reference.
+Added: We have adopted a Code of Business Conduct and Ethics applicable to our employees including our Chief Executive Officer, Chief Financial Officer, and other executive and senior financial officers.
+Added: The full text of our Corporate Governance Guidelines and our Code of Business Conduct and Ethics is available free of charge, on our website’s investor relations page at https://investors.A10networks.com within the “Corporate Governance - Governance Documents” section.
+Added: We will post amendments or waivers relating to our Code of Business Conduct and Ethics for directors and executive officers on the same website referenced in this paragraph.
Executive Compensation
−Removed: The information required by this item will be included in an amendment to this report or in our Proxy Statement for the 2020 Annual Meeting of Stockholders and is incorporated by reference in this report.
+Added: The information required by this item is incorporated by reference from the information under the captions “Election of Directors,” “Directors Compensation,” “Compensation Discussion and Analysis,” “Corporate Governance Guidelines and Code of Business Conduct and Ethics,” “Compensation Committee Report” and “Executive Compensation” contained in the Proxy Statement.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
−Removed: The information required by this item will be included in an amendment to this report or in our Proxy Statement for the 2020 Annual Meeting of Stockholders and is incorporated by reference in this report.
+Added: The information required by this item with respect to security ownership of certain beneficial owners and management is incorporated by reference from the information under the captions “Equity Compensation Plan Information,” “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation” contained in the Proxy Statement.
Certain Relationships and Related Transactions, and Director Independence
−Removed: The information required by this item will be included in an amendment to this report or in our Proxy Statement for the 2020 Annual Meeting of Stockholders and is incorporated by reference in this report.
+Added: The information required by this item is incorporated by reference from the information under the captions “Corporate Governance” and “Certain Relationships and Related Person Transactions” contained in the Proxy Statement.
Principal Accounting Fees and Services
−Removed: The information required by this item will be included in an amendment to this report or in our Proxy Statement for the 2020 Annual Meeting of Stockholders and is incorporated by reference in this report.
+Added: The information required by this item is incorporated by reference from the information under the captions “Report of the Audit Committee” and “Ratification of the Appointment of Independent Registered Public Accounting Firm” contained in the Proxy Statement.
Exhibits, Financial Statement Schedules
−Removed: The following documents are filed as part of this Annual Report on Form 10-K:
+Added: (a) The following documents are filed as part of this Annual Report on Form 10-K:
Consolidated Financial Statements
4 unchanged sentences
EXHIBIT INDEX
−Removed: Incorporated by Reference
−Removed: Exhibit Number
−Removed: Filed Herewith
+Added: Number Incorporated by Reference
+Added: Description Form SEC File No.
+Added: Exhibit Number Filing Date Filed Herewith
3.1 Amended and Restated Certificate of Incorporation of the Registrant
−Removed: December 6, 2019
+Added: 8-K 001-36343 3.1 December 6, 2019
3.2 Amended and Restated Bylaws of the Registrant
−Removed: December 6, 2019
+Added: 8-K 001-36343 3.2 December 6, 2019
4.1 Form of common stock certificate of the Registrant
−Removed: March 10, 2014
+Added: S-1/A 333-194015 4.1 March 10, 2014
4.2 Amended and Restated Investors’ Rights Agreement among the Registrant and certain holders of its capital stock, amended as of October 4, 2013
−Removed: March 10, 2014
+Added: S-1/A 333-194015 4.2 March 10, 2014
4.3 Description of the Registrant’s securities
+Added: 10-K 001-36343 4.3 March 10, 2020
10.1* Form of Indemnification Agreement between the Registrant and each of its directors and executive officers
−Removed: March 10, 2014
+Added: S-1/A 333-194015 10.1 March 10, 2014
10.2* 2008 Stock Plan and forms of agreements thereunder
+Added: 10-Q 001-36343 10.2 May 13, 2014
10.3* Amended and Restated 2014 Equity Incentive Plan
−Removed: August 6, 2015
+Added: 10-Q 001-36343 10.1 August 6, 2015
10.4* Amended 2014 Employee Stock Purchase Plan
+Added: 10-K 001-36343 10.4 March 10, 2020
10.5* 2014 Employee Stock Purchase Plan and forms of agreements thereunder
−Removed: March 10, 2014
+Added: S-1/A 333-194015 10.5 March 10, 2014
10.6* Form of Stock Option Agreement pursuant to the 2008 Stock Plan
−Removed: August 4, 2014
+Added: 10-Q 001-36343 10.2 August 4, 2014
10.7* Form of Stock Option Agreement- Early Exercise pursuant to the 2008 Stock Plan
−Removed: August 4, 2014
+Added: 10-Q 001-36343 10.3 August 4, 2014
10.8* Form of Stock Option Agreement pursuant to the Amended and Restated 2014 Equity Incentive Plan
−Removed: August 4, 2014
+Added: 10-Q 001-36343 10.4 August 4, 2014
10.9* Form of Restricted Stock Unit Agreement pursuant to the Amended and Restated 2014 Equity Incentive Plan
−Removed: August 4, 2014
+Added: 10-Q 001-36343 10.5 August 4, 2014
10.10* Offer Letter, dated November 12, 2019, by and between the Registrant and Dhrupad Trivedi
−Removed: November 21, 2019
+Added: 8-K 001-36343 10.2 November 21, 2019
10.11* Form of CEO Change in Control and Severance Agreement
−Removed: November 21, 2019
+Added: 8-K 001-36343 10.3 November 21, 2019
10.12* Offer Letter, dated January 4, 2012, by and between the Registrant and Robert Cochran
−Removed: March 10, 2014
−Removed: Incorporated by Reference
−Removed: Exhibit Number
−Removed: Filed Herewith
+Added: S-1/A 333-194015 10.9 March 10, 2014
10.13 Reseller Agreement, dated April 2, 2009, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.12 February 18, 2014
+Added: Number Incorporated by Reference
+Added: Description Form SEC File No.
+Added: Exhibit Number Filing Date Filed Herewith
10.14 First Amendment to Reseller Agreement, dated May 19, 2011, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.13 February 18, 2014
10.15 Second Amendment to Reseller Agreement, dated April 1, 2011, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.14 February 18, 2014
10.16 Third Amendment to Reseller Agreement, dated April 1, 2011, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.15 February 18, 2014
10.17 Fourth Amendment to Reseller Agreement, dated October 3, 2011, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.16 February 18, 2014
10.18 Fifth Amendment to Reseller Agreement, dated April 2, 2012, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.17 February 18, 2014
10.19 Sixth Amendment to Reseller Agreement, dated November 29, 2012, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.18 February 18, 2014
10.20 Seventh Amendment to Reseller Agreement, dated April 9, 2013, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.19 February 18, 2014
10.21 Eighth Amendment to Reseller Agreement, dated October 22, 2013, by and between the Registrant and NEC Corporation
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.2 February 18, 2014
10.22 Ninth Amendment to Reseller Agreement, executed on April 22, 2014, by and between the Registrant and NEC Corporation
−Removed: August 4, 2014
+Added: 10-Q 001-36343 10.1 August 4, 2014
10.23 Manufacturing Services Agreement, dated December 8, 2006, by and between the Registrant and Lanner Electronics (USA)
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.21 February 18, 2014
10.24 Amendment No.
1 to Manufacturing Services Agreement, dated June 27, 2013, by and between the Registrant and Lanner Electronics (USA)
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.22 February 18, 2014
10.25 Contract Manufacturer Agreement, dated July 1, 2008, by and between the Registrant and AEWIN Technologies, Inc.
−Removed: February 18, 2014
+Added: S-1/A 333-194015 10.23 February 18, 2014
10.26 Amendment No.
1 to Contract Manufacturer Agreement, dated June 30, 2014, by and between the Registrant and AEWIN Technologies, Inc.
−Removed: March 11, 2015
+Added: 10-K 001-36343 10.31 March 11, 2015
10.27* Form of Change in Control and Severance Agreement
−Removed: March 10, 2014
+Added: S-1/A 333-194015 10.25 March 10, 2014
10.28* Executive Incentive Compensation Plan
−Removed: March 1, 2016
+Added: 10-K 001-6343 10.32 March 1, 2016
10.29* Offer Letter, dated May 14, 2017, by and between the Registrant and Tom Constantino
−Removed: August 3, 2017
+Added: 10-Q 001-36343 10.1 August 3, 2017
10.30* Offer Letter, dated December 15, 2017, by and between the Registrant and Christopher White
−Removed: August 29, 2018
−Removed: Letter Agreement, dated as of March 14, 2018November 20, 2019, among A10 Networks, Inc., VIEX Opportunities Fund, LP - Series One, VIEX GP, LLC, VIEX Special Opportunities Fund II, LP, VIEX Special Opportunities GP II, LLC, VIEX Capital Advisors, LLC and Eric Singer
−Removed: November 21, 2019
+Added: 10-K 001-36343 10.33 August 29, 2018
+Added: 10.31* Letter Agreement, dated as of November 20, 2019, among A10 Networks, Inc., VIEX Opportunities Fund, LP - Series One, VIEX GP, LLC, VIEX Special Opportunities Fund II, LP, VIEX Special Opportunities GP II, LLC, VIEX Capital Advisors, LLC and Eric Singer
+Added: 8-K 001-36343 10.1 November 21, 2019
10.32 Sublease Agreement, dated May 2, 2019, by and between Marvell Corporation and the Registrant
+Added: 10-Q 001-36343 10.1 May 8, 2019
+Added: 10.33 Common Stock Repurchase and Option Exchange Agreement, dated as of May 17, 2020, between the Registrant and Lee Chen
+Added: 8-K 001-36343 10.1 May 17, 2020
21.1 List of subsidiaries of the Registrant
+Added: 10-K 001-36343 21.1 March 10, 2020
23.1 Consent of Armanino LLP, independent registered public accounting firm
3 unchanged sentences
32.1 ** Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act
+Added: Number Incorporated by Reference
+Added: Description Form SEC File No.
+Added: Exhibit Number Filing Date Filed Herewith
32.2 ** Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act
−Removed: Incorporated by Reference
−Removed: Exhibit Number
−Removed: Filed Herewith
−Removed: XBRL Instance Document.
−Removed: XBRL Taxonomy Extension Schema Document.
−Removed: XBRL Taxonomy Extension Calculation Linkbase Document.
−Removed: XBRL Taxonomy Extension Definition Linkbase Document.
−Removed: XBRL Taxonomy Extension Label Linkbase Document.
−Removed: XBRL Taxonomy Extension Presentation Linkbase Document.
+Added: 101.INS XBRL Instance Document.
+Added: 101.SCH XBRL Taxonomy Extension Schema Document.
+Added: 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.
+Added: 101.DEF XBRL Taxonomy Extension Definition Linkbase Document.
+Added: 101.LAB XBRL Taxonomy Extension Label Linkbase Document.
+Added: 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.
+Added: 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) X
* Indicates a management contract or compensatory plan.
4 unchanged sentences
A10 NETWORKS, INC.
−Removed: March 10, 2020
+Added: March 8, 2021 By:
/s/ Dhrupad Trivedi
3 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
−Removed: /s/ Dhrupad Trivedi
−Removed: Chief Executive Officer, President and Chairman of the Board
−Removed: March 10, 2020
−Removed: Dhrupad Trivedi
−Removed: (Principal Executive Officer)
−Removed: /s/ Tom Constantino
−Removed: Chief Financial Officer
−Removed: March 10, 2020
−Removed: Tom Constantino
−Removed: (Principal Financial and Accounting Officer)
−Removed: Michael Dodson
−Removed: March 10, 2020
+Added: Signature Title Date
+Added: /s/ Dhrupad Trivedi Chief Executive Officer, President and Chairman of the Board March 8, 2021
+Added: Dhrupad Trivedi (Principal Executive Officer)
+Added: /s/ Brian Becker Chief Financial Officer March 8, 2021
+Added: Brian Becker (Principal Financial and Accounting Officer)
+Added: Braham Director March 8, 2021
+Added: Chung Director March 8, 2021
+Added: Michael Dodson Director March 8, 2021
Michael Dodson
−Removed: /s/ Eric Singer
−Removed: March 10, 2020
−Removed: March 10, 2020
−Removed: March 10, 2020
−Removed: March 10, 2020
+Added: /s/ Mary Dotz Director March 8, 2021
+Added: /s/ Eric Singer Director March 8, 2021
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.