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Other Information
−Removed: Form 8-K Disclosures
−Removed: We are providing the following disclosure in lieu of filing a Current Report on Form 8-K relating to Item 5.02 (Departure of Directors or Certain Officers;
−Removed: Election of Directors;
−Removed: Appointment of Certain Officers;
−Removed: Compensatory Arrangements of Certain Officers).
−Removed: Appointment of Principal Accounting Officer
−Removed: On June 9, 2025, Navam Welihinda, the Company’s Chief Financial Officer, ceased to act as Elastic’s principal accounting officer upon the appointment of Jane Bone to that position, as reported below.
−Removed: On June 5, 2025, the Company appointed Ms.
−Removed: Bone, who currently serves as Group Vice President, Chief Accounting Officer at the Company, as Elastic’s principal accounting officer to succeed Mr.
−Removed: Welihinda in such position, effective as of June 9, 2025.
−Removed: Bone, age 59, has served in her current role at the Company since April 2019.
−Removed: Prior to her current position, Ms.
−Removed: Bone served in various senior leadership and finance roles at Wind River, a global leader in delivering software for the intelligent edge, from September 2000 to December 2018, including as Chief Financial Officer & Senior Vice President of Finance and Administration, Chief Accounting Officer and Corporate Controller.
−Removed: Bone qualified as a Chartered Accountant in England and holds a B.Sc.
−Removed: degree in Economics with honors, emphasis in accounting, from the University of Hull, United Kingdom.
−Removed: There has been no change in Ms.
−Removed: Bone’s compensation in connection with this appointment.
Insider Trading Arrangements
During our last fiscal quarter, no director or officer, as defined in Rule 16a-1(f) under the Exchange Act, adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined for purposes of Regulation S-K Item 408.
+Added: On May 4, 2026, after our last fiscal quarter, Navam Welihinda, our Chief Financial Officer, terminated a trading plan on May 4, 2026.
+Added: The plan, which was adopted on July 7, 2025 and scheduled to expire on July 7, 2026, permitted the sale of up to 27,376 of our ordinary shares, as reduced by any net share settlement, underlying 21,106 restricted stock units and 6,270 performance share units, assuming vesting and payout of the latter awards at the maximum 200% level upon satisfaction of the specified performance criteria.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
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Executive Compensation
−Removed: The information required by this item is incorporated herein by reference to the 2025 Proxy Statement.
+Added: The information required by this item is incorporated herein by reference to information contained in the 2026 Proxy Statement, including under the captions “Executive Compensation” and “Non-Executive Director Compensation.”
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
−Removed: The information required by this item is incorporated herein by reference to the 2025 Proxy Statement.
+Added: The information required by this item is incorporated herein by reference to information contained in the 2026 Proxy Statement, including under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information.”
Certain Relationships and Related Transactions, and Director Independence
−Removed: The information required by this item is incorporated herein by reference to the 2025 Proxy Statement.
+Added: The information required by this item is incorporated herein by reference to information contained in the 2026 Proxy Statement, including under the captions “Certain Relationships and Transactions with Related Persons” and “Board of Directors and Corporate Governance.”
Principal Accountant Fees and Services
−Removed: The information required by this item is incorporated herein by reference to the 2025 Proxy Statement.
+Added: The information required by this item is incorporated herein by reference to information contained in the 2026 Proxy Statement, including under the captions “Principal Accounting Fees and Services” and “Pre-Approval of Audit and Non-Audit Services.”
Exhibits and Financial Statement Schedules
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10-Q 001-38675 10.1 9/1/2023
−Removed: 10.5+ Employment Letter between the Company and Janesh Moorjani, dated as of August 1, 2018.
−Removed: 10.6 9/5/2018
Amended and Restated Offer Letter between the Company and Ashutosh Kulkarni, dated as of January 11, 2022.
28 unchanged sentences
10.19 6/14/2024
−Removed: Offer Letter between the Company and Eric Prengel, dated as of December 11, 2024.
Offer Letter between the Company and Navam Welihinda, dated as of February 14, 2025.
+Added: 10-K 001-38675
+Added: 10.20 6/10/2025
Non-Executive Director Compensation Policy.
1 unchanged sentence
Insider Trading Policy.
+Added: 10-K 001-38675
+Added: 19.1 6/10/2025
21.1 List of subsidiaries of the Registrant.
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Chetan Puttagunta
−Removed: /s/ Sohaib Abbasi
−Removed: Director June 9, 2025
−Removed: Sohaib Abbasi
/s/ Paul Auvil
9 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.