What changed in this filing

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Item 9A. Controls and Procedures

2022-06-08 compared with 2021-05-26 · 46 added, 29 removed, 165 unchanged (31% of the section changed)

2 unchanged sentences

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

In addition, the design of disclosure controls and procedures must reflect the fact that

there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Evaluation of Disclosure Controls and Procedures

10 unchanged sentences

OTHER INFORMATION

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by Item 10 is incorporated by reference from the sections entitled “Election of Directors”, “Board of Directors and Committees”, “Security Ownership of Certain Beneficial Owners and Management” and “Audit Committee Report” in our definitive Proxy Statement for our 2021 annual stockholders’ meeting.

The information required by Item 10 is incorporated by reference from the sections entitled “Board of Directors and Committees” and “Corporate Governance” in our definitive Proxy Statement for our 2022 annual stockholders’ meeting.

Certain other information relating to our executive officers appears in Part I of this Annual Report on Form 10-K under the heading “Information About Our Executive Officers and Management Team.”

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.

To the extent disclosure for delinquent reports is being made, it can be found under the caption “Delinquent Section 16(a) Reports” in the Proxy Statement for our 2022 annual stockholders’ meeting and is incorporated herein by reference.

EXECUTIVE COMPENSATION

The information required by Item 11 is incorporated by reference from the sections entitled “Election of Directors”, “Director Compensation”, “Corporate Governance”, “Director Compensation”, “Compensation Discussion and Analysis”, “Compensation Committee Report”, “Compensation Committee Interlocks and Insider Participation”, and “Executive Compensation” in our definitive Proxy Statement for our 2021 annual stockholders’ meeting.

The information required by Item 11 is incorporated by reference from the sections entitled “Corporate Governance—Non-Employee Director Compensation”, “Compensation Discussion and Analysis”, “Fiscal 2022 Compensation Tables”, “Report of the Leadership and Compensation Committee of the Board of Directors” and “Compensation Committee Interlocks and Insider Participation” in our definitive Proxy Statement for our 2022 annual stockholders’ meeting.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

1 unchanged sentence

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by Item 13 is incorporated by reference from the section entitled “Board of Directors and Committees” , “Corporate Governance” and “Transactions with Related Persons” in our definitive Proxy Statement for our 2021 annual stockholders’ meeting.

The information required by Item 13 is incorporated by reference from the section entitled “Board of Directors and Committees” , “Corporate Governance” and “Related Party Transactions” in our definitive Proxy Statement for our 2022 annual stockholders’ meeting.

PRINCIPAL ACCOUNTING FEES AND SERVICES

3 unchanged sentences

The exhibits required to be filed as part of this Annual Report are listed below.

Exhibits 10.1 through 10.40 constitute management contracts or compensatory plans or arrangements.

Notwithstanding any language to the contrary, Exhibits 32.1, 32.2, 101, and 104 shall not be deemed to be filed as part of this Annual Report for purposes of Section 18 of the Securities Exchange Act of 1934.

1 unchanged sentence

Number Exhibit Description Form Filing Date Exhibit Filed or Furnished Herewith

2.1 S tock Purchase Agreement between Quantum Co rporation and the securityholders of Square Box System s Limited, a company incorporated in England and Wales, date d December 12, 2020.

2.1 Stock Purchase Agreement between Quantum Corporation and the securityholders of Square Box Systems Limited, a company incorporated in England and Wales, dated December 12, 2020.

8-K 12/14/20 2.1

2.2 Asset Purchase Agreement dated July 18, 2021 by and between PV3 (an ABC) LLC, a Delaware limited liability company as assignee for the benefit of Pivot3, Inc., a Delaware corporation, and Quantum Corporation.*

8-K 7/22/21 2.1

3.1 Amended and Restated Certificate Of Incorporation Of Quantum

66 unchanged sentences

8-K 6/27/18 10.2

10.17 Term Loan Credit and Security Agreement, dated December 27, 2018, between the Company, Quantum LTO, the lenders party thereto, and U.S.

Bank, National Association

8-K 12/28/18 10.1

10.17 Amended and Restated Revolving Credit and Security Agreement, dated December 27, 2018, between the Company, Quantum LTO, the lenders party thereto, and PNC Bank, National Association

2 unchanged sentences

8-K 5/31/19 99.2

10.20 Joinder and Fourth Amendment To Term Loan Credit and Security Agreement Dated August 23, 2018

10.19 Joinder and Fourth Amendment To Revolving Credit and Security Agreement Dated August 23, 2018

10-K 8/6/19 10.68

10 unchanged sentences

10-Q 1/29/2020 10.1

10.26 Amendment Number 2 to Term Loan Credit and Security Agreement, dated as of December 27, 2018, as amended on March 31, 2020, among the Company, Quantum LTO Holdings, LLC, the lenders from time to time party thereto, and U.S.

Bank National Association

8-K 4/6/20 10.1

10.25 First Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of December 27, 2018, as amended on April 3, 2020 among the Company, Quantum LTO Holdings, LLC, the lenders from time to time party thereto, and PNC Bank, National Association, as administrative agent for such lenders

2 unchanged sentences

8-K 4/16/20 10.1

10.29 Amendment Number 3 to the Term Loan Credit and Security Agreement, dated as of December 27, 2018, as amended on April 13, 2020, among the Company, Quantum LTO Holdings, LLC, the lenders from time to time party thereto, and U.S.

Bank National Association, as disbursing and collateral agent for such lenders

8-K 4/16/20 10.2

10.27 Second Amendment to the Amended and Restated Revolving Credit and Security Agreement, dated as of December 27, 2018, amended as of April 11, 2020 among the Company, Quantum LTO Holdings, LLC, the lenders from time to time party thereto, and PNC Bank, National Association, as administrative agent for such lenders

8-K 4/16/20 10.3

10.31 Amendment No.

4 To Term Loan Credit and Security Agreement, dated June 16, 2020, between the Company, Quantum LTO Holdings, LLC, the lenders party thereto, and U.S.

Bank National Association, as disbursing and collateral agent

8-K 6/17/20 10.1

10.32 Amendment No.

5 to Term Loan Credit and Security Agreement, dated as of December 10, 2020, among the Company, Quantum LTO Holdings, LLC, and the lenders party thereto,

8-K 12/14/20 10.1

10.28 Third Amendment to Amended and Restated Revolving Credit and Security Agreement, Dated June 16, 2020, between the Company, Quantum LTO Holdings, LLC, the lenders party thereto, and PNC Bank, National Association, as administrative agent

2 unchanged sentences

8-K 12/14/20 10.2

10.30 Fifth Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of February 5, 2021, among the Company, Quantum LTO Holdings, LLC, the lenders party thereto, and PNC Bank, National Association, as administrative agent for such lenders.

10.31 Sixth Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of August 5, 2021, among the Company, Quantum LTO Holdings, LLC, Square Box Systems Limited, the lenders party thereto, and PNC Bank, National Association, as administrative agent for such lenders.

10.32 Seventh Amendment to Amended and Restated Revolving Credit and Security Agreement, dated September 30, 2021, between the Company, Quantum LTO Holdings, LLC, the borrowers and guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as administrative agent.

8-K 10/06/21 10.1

10.33 Eighth Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of March 15, 2022, by and among the Company, Quantum LTO Holdings, LLC, the borrowers and guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as administrative agent.

8-K 3/17/22 10.3

10.34 Ninth Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of April 25, 2022, among the Company, Quantum LTO Holdings, LLC, Square Box Systems Limited, the lenders party thereto, and PNC Bank, National Association, as administrative agent.

8-K 4/27/22 10.1

10.35# Offer letter between the Company and Elizabeth King, dated January 14, 2019

10 unchanged sentences

10-K 6/24/20 10.6

10.41 Term Loan Credit and Security Agreement, dated August 5, 2021, between the Company, Quantum LTO, Square Box, the lenders party thereto, and Blue Torch Finance LLC, as disbursing and collateral agent.

8-K 8/05/21 10.1

10.42 First Amendment to Term Loan Credit and Security Agreement, dated September 30, 2021, among the Company, Quantum LTO Holdings, LLC, the borrowers and guarantors party thereto, the lenders party thereto, and Blue Torch Finance LLC, as disbursing agent and collateral agent.

8-K 10/06/21 10.2

10.43 Second Amendment to Term Loan Credit and Security Agreement, dated as of March 15, 2022, by and among the Company, Quantum LTO Holdings, LLC, the borrowers and guarantors party thereto, the lenders party thereto, and Blue Torch Finance LLC, as disbursing agent and collateral agent.

8-K 3/17/22 10.2

10.44 Third Amendment to Term Loan Credit and Security Agreement, dated as of April 25, 2022, among the Company, Quantum LTO Holdings, LLC, Square Box Systems Limited, the lenders party thereto, and Blue Torch Finance LLC, as disbursing agent and collateral agent.

8-K 4/27/22 10.2

10.45 Investment Commitment Agreement, dated as of March 16, 2022, by and among the Company, Neuberger Berman Investment Advisers LLC, OC II FIE V LP, OC III LVS XI LP, BRF Investments, LLC, B.

Riley Securities, Inc., and BRC Partners Opportunity Fund, LP.

8-K 3/17/22 10.1

21.1 List of Subsidiaries

1 unchanged sentence

23.1 Consent of Armanino, LLP

24.1 Power of Attorney

24.1 Power of Attorney (contained in "Signatures")

31.1 Certification of the Principal 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

101 Interactive Data Files X

101.INS XBRL Instance Document X

101.SCH XBRL Taxonomy Extension Schema Document X

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document X

101.DEF XBRL Taxonomy Extension Definition Linkbase Document X

101.LAB XBRL Taxonomy Extension Label Linkbase Document X

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document X

104 Cover page interactive data file, submitted using XBRL (contained in Exhibit 101) X

* Schedules and attachments to the Purchase Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K.

The registrant hereby undertakes to furnish supplemental copies of any of the omitted schedules and attachments upon request by the Securities and Exchange Commission.

# Indicates management contract or compensatory plan or arrangement.

FORM 10-K SUMMARY

1 unchanged sentence

Quantum Corporation

May 26, 2021 /s/ J.

June 8, 2022 /s/ J.

Michael Dodson

3 unchanged sentences

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints James Lerner and Michael Dodson, jointly and severally, his attorneys-in-fact, each with the power of substitution, for him in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons in the capacities on May 26, 2021.

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons in the capacities on June 8, 2022.

Signature Title

8 unchanged sentences

Rothman Director

Fichthorn Director

/s/ Yue Zhou White Director

Yue Zhou White

/s/ Rebecca J.

1 unchanged sentence

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