1 unchanged sentence
Unregistered Sales of Equity Securities
−Removed: During the three months ended October 31, 2021, we issued a total of 12,383 shares of our unregistered common stock pursuant to post-closing obligations in connection with our previous acquisition of Bridgecrew, Inc.
−Removed: (the “Bridgecrew Transaction”).
−Removed: The Bridgecrew Transaction did not involve any underwriters, any underwriting discounts or commissions, or any public offering.
−Removed: The issuances of the securities pursuant to the Bridgecrew Transaction were exempt from registration under the Securities Act of 1933, as amended (the “Act”) by virtue of Section 4(a)(2) of the Act and Rule 506 of Regulation D promulgated thereunder.
+Added: During the three months ended January 31, 2022, we issued a total of 8,672 shares of our unregistered common stock pursuant to post-closing obligations in connection with our previous acquisitions of Aporeto Inc., the Crypsis Group and Gamma Networks, Inc.
+Added: (the “Transactions”).
+Added: The Transactions did not involve any underwriters, any underwriting discounts or commissions, or any public offering.
+Added: The issuances of the securities pursuant to the Transactions were exempt from registration under the Securities Act of 1933, as amended (the “Act”) by virtue of Section 4(a)(2) of the Act and Rule 506 of Regulation D promulgated thereunder.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
+Added: The following table summarizes stock repurchases during the three months ended January 31, 2022 (in millions, except per share amounts):
+Added: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
+Added: Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1)
+Added: November 1, 2021 to November 30, 2021 — $ — — $ 1,000.0
+Added: December 1, 2021 to December 31, 2021 (2)
+Added: 1.0 $ 533.71 1.0 $ 450.0
+Added: January 1, 2022 to January 31, 2022 (2)
+Added: 0.0 $ 519.67 — $ 450.0
+Added: Total 1.0 $ 533.63 1.0
+Added: _______________________
(1) On February 26, 2019, we announced that our board of directors authorized a $ 1.0 billion share repurchase program, which is funded from available working capital.
3 unchanged sentences
Repurchases under our program are to be made at management’s discretion on the open market, through privately negotiated transactions, transactions structured through investment banking institutions, block purchase techniques, 10b5-1 trading plans, or a combination of the foregoing.
−Removed: During the three months ended October 31, 2021, we did not repurchase any shares pursuant to our share repurchase program.
−Removed: As of October 31, 2021, $1.0 billion remained available for future share repurchases under the program.
−Removed: Between August 1, 2021 and August 31, 2021, September 1, 2021 and September 30, 2021 and October 1, 2021 and October 31, 2021, shares of restricted common stock were delivered by certain employees upon vesting of equity awards to satisfy tax withholding requirements.
−Removed: The average value of shares delivered to satisfy tax withholding requirements during these periods were $399.64 per share, $467.43 per share and $511.92 per share, respectively.
−Removed: The number of shares delivered to satisfy tax withholding requirements during these periods was not significant.
+Added: (2) Includes shares of restricted common stock delivered by certain employees upon vesting of equity awards to satisfy tax withholding requirements.
+Added: The number of shares delivered by these employees to satisfy tax withholding requirements during the period was not significant.
Table of Content
2 unchanged sentences
Exhibit Filing Date
−Removed: Offer Letter by and between the Registrant and Josh Paul, dated August 5, 2021 8-K 001-35594 10.1 September 8, 2021
−Removed: Addendum to Employment Offer Letter by and between the Registrant and Amit Singh, dated October 13, 2021
−Removed: Gamma Networks, Inc.
−Removed: 2018 Stock Option and Grant Plan S-8 333-259327 99.1 September 3, 2021
−Removed: Form of Performance-Based Restricted Stock Unit Award Agreement between the Registrant and its employees
+Added: 2021 Equity Incentive Plan and related form agreements under 2021 Equity Incentive Plan, as amended.
+Added: S-8 333-261697 99.1 December 16, 2021
+Added: 2021 Equity Incentive Plan Form of Global Stock Option Award Agreement S-8 333-261697 99.2 December 16, 2021
+Added: 2021 Equity Incentive Plan Form of Global Restricted Stock Unit Award Agreement S-8 333-261697 99.3 December 16, 2021
+Added: Outside Director Compensation Policy, as amended
+Added: Second Addendum to Employment Offer Letter by and between the Registrant and Amit Singh, dated January 28, 2022
Certification of the Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
4 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 101 The following financial information from Palo Alto Networks, Inc.’s Quarterly Report on Form 10-Q for the three months ended October 31, 2021 formatted in Inline XBRL includes:
+Added: 101 The following financial information from Palo Alto Networks, Inc.’s Quarterly Report on Form 10-Q for the three months ended January 31, 2022 formatted in Inline XBRL includes:
(i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Loss, (iv) Condensed Consolidated Statements of Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements.
5 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: November 18, 2021
+Added: February 22, 2022
PALO ALTO NETWORKS, INC.
3 unchanged sentences
(Duly Authorized Officer and Principal Financial Officer)
−Removed: November 18, 2021
+Added: February 22, 2022
PALO ALTO NETWORKS, INC.
3 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.