What changed in this filing

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Item 9A. Controls and Procedures

2022-09-09 compared with 2021-09-15 · 99 added, 4 removed, 133 unchanged (44% of the section changed)

5 unchanged sentences

Based on such evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this Annual Report on Form 10-K, our disclosure controls and procedures were effective at the reasonable assurance level.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act).

Internal control over financial reporting is a process designed by, or under the supervision of, our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors;

and (3) 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.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on criteria established in “Internal Control—Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of June 30, 2022.

The Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting.

Our independent registered public accounting firm will not be required to formally attest to the effectiveness of our internal control over financial reporting as long as we are an “emerging growth company” pursuant to the provisions of the JOBS Act.

Changes in Internal Control over Financial Reporting

8 unchanged sentences

Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Management’s Report on Internal Control over Financial Reporting

The Annual Report on Form 10-K does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of our independent registered public accounting firm due to a transition period established by the rules of the SEC for newly public companies.

Other Information

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

Directors, Executive Officers and Corporate Governance

The information required by this Item will be provided by reference to the definitive proxy statement for the Company’s 2022 Annual Meeting of Stockholders, to be filed no later than 120 days after June 30, 2021.

Code of Business Conduct and Ethics

We have adopted a Code of Business Conduct and Ethics that applies to our officers, directors and employees, which is available on our website (investors.intapp.com) under “Corporate Governance.” The Code of Ethics is intended to qualify as a “code of ethics” within the meaning of Section 406 of the Sarbanes-Oxley Act of 2002, as amended, and Item 406 of Regulation S-K.

In addition, we intend to promptly disclose on our website (investors.intapp.com) (1) the nature of any amendment to our Code of Business Conduct and Ethics that applies to our directors or our principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions and (2) the nature of any waiver, including an implicit waiver, from a provision of our Code of Business Conduct and Ethics that is granted to a director or one of these specified officers, the name of such person who is granted the waiver and the date of the waiver.

Executive Officers of the Company

Set forth below is certain information, including names, ages, positions, and biographical information, regarding the executive officers of the Company, as of the date hereof.

John Hall (50), Chairman and Chief Executive Officer

John Hall has served as a director and Chief Executive Officer of the Company since 2007.

Prior to joining the Company, Mr.

Hall was an early executive at VA Linux Systems and helped lead the company from its startup phase to its initial public offering.

Stephen Robertson (61), Chief Financial Officer

Stephen Robertson has served as Chief Financial Officer of the Company since 2016.

Prior to joining the Company, Mr.

Robertson served as chief financial officer of Axiom Law.

Prior to Axiom Law, Mr.

Robertson served as chief financial officer at RMS, a catastrophe risk modeling company, chief financial officer at Colo.com and chief financial officer at InsWeb, a publicly traded online insurance marketplace.

Prior to such roles, Mr.

Robertson spent 12 years in investment banking at Salomon Brothers, Alex.

Brown & Sons, Smith Barney and Lehman Brothers.

Robertson received an A.B.

from Princeton University in History and an M.B.A.

from the Stanford Graduate School of Business.

Thad Jampol (46), Co-founder and Chief Product Officer

Thad Jampol is the Co-Founder of the Company and has served as Chief Product Officer of the Company since 2000.

Jampol is the architect of the Intapp Platform.

Jampol received a B.S.

from the University of California, Los Angeles in Computer Science.

Don Coleman (47), Chief Operating Officer

Don Coleman has served as the Chief Operating Officer of the Company since 2003.

Prior to joining the Company, Mr.

Coleman oversaw mergers and acquisitions at Excite@Home, a pioneering provider of internet media services, which was acquired by InterActiveCorporation.

Prior to joining Excite@Home, Mr.

Coleman served as the co-founder and chief executive officer of Stanford Student Enterprises.

Coleman received a B.A.

from Stanford University in Economics and Biology.

Michele Murgel (61), Chief People and Places Officer

Michele Murgel has served as Chief People and Places Officer of the Company since 2020 and previously served as Senior Vice President of the Company since 2015.

Prior to joining the Company, Ms.

Murgel served as the Vice President of Human Resources at Coupons.com (now Quotient Technology), overseeing all human resources functions through the company’s initial public offering in 2014.

Prior to Coupons.com, Ms.

Murgel held executive leadership roles with Zappos, Macromedia (which was acquired by Adobe in 2005) and Alias Research (which was acquired by Autodesk in 2006).

Murgel studied at the University of Toronto, Mississauga and graduated from Humber College Institute of Technology and Advanced Learning.

Scott Fitzgerald (48), Chief Marketing Officer

Scott Fitzgerald has served as Chief Marketing Officer of the Company since May 2021.

Prior to joining the Company, Mr.

Fitzgerald was Chief Marketing Officer of Duck Creek Technologies Inc.

from 2017 to May 2021.

Prior to joining Duck Creek Technologies Inc., Mr.

Fitzgerald was SVP of Marketing for BlueSnap, Inc.

from July 2015 until March 2017.

Fitzgerald has also previously served as VP, Marketing and VP, Product Line Manager of ACI Worldwide, Inc.

from September 2010 to July 2015.

Fitzgerald held various leadership positions at CA Technologies from December 2003 to September 2010.

Prior to joining CA, Mr.

Fitzgerald was with Cisco Systems, Inc.

and American Power Conversion, Inc.

from 2000 to 2002 and 1996 to 2000, respectively.

Fitzgerald received a B.A.

from Union College and an M.B.A.

from the Babson F.W.

Olin Graduate School of Business.

Additional information required by this Item will be provided by reference to the definitive proxy statement for the Company’s 2023 Annual Meeting of Stockholders, to be filed no later than 120 days after June 30, 2022.

Executive Compensation

12 unchanged sentences

Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes herein.

See the Exhibit Index immediately following the signature page of this Annual Report on Form 10-K.

See the Exhibit Index of this Annual Report on Form 10-K set forth below.

Form 10-K Summary

5 unchanged sentences

Description of Capital Stock

September 15, 2021

Amended and Restated 2012 Stock Option and Grant Plan

19 unchanged sentences

and Donald Coleman

September 15, 2021

Employment Agreement, dated as of June 18, 2021, by and between Intapp, Inc.

18 unchanged sentences

June 21, 2021

Credit Agreement, dated as of October 5, 2021, by and among the Company, the guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

November 12, 2021

Pledge and Security Agreement, dated as of October 5, 2021, by and among the Company, the subsidiary guarantors party thereto and JPMorgan Chase Bank, N.A., as collateral agent.

November 12, 2021

Amendment No.

1 to Credit Agreement and Pledge and Security Agreement, dated as of June 6, 2022, by and among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

Seventh Amendment to Consulting Agreement, dated June 23, 2022, by and between Integration Appliance, Inc.

and Ralph Baxter, Inc.

List of Subsidiaries

7 unchanged sentences

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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Indicates a management contract or compensatory plan

Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon its request.

The certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Annual Report on Form 10-K and are not deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall they be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, irrespective of any general incorporation language contained in such filing.

3 unchanged sentences

Chief Executive Officer

(Principal Executive Officer)

September 9, 2022

/s/ Stephen Robertson

Stephen Robertson

Chief Financial Officer

(Principal Financial Officer)

POWER OF ATTORNEY

34 unchanged sentences

September 9, 2022

/s/ Beverly Allen

September 9, 2022

Beverly Allen

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.

What changed 10-K

Item 9A. Controls and Procedures