20 unchanged sentences
• Implemented new manual controls and strengthened existing controls across the process to calculate, record and account for sales commissions, including management review controls to detect errors in calculated sales commissions
−Removed: We have tested and evaluated the implementation of these new and revised processes and internal controls to ascertain whether they are designed and operating effectively to provide reasonable assurance that they will prevent or detect a material error in our financial statements and have concluded that our internal control over financial reporting was effective as of January 31, 2022.
+Added: We have tested and evaluated the implementation of these new and revised processes and internal controls to ascertain whether they are designed and operating effectively to provide reasonable assurance that they will prevent or detect a material error in our financial statements and have concluded that our internal control over financial reporting was effective as of January 31, 2022 and January 31, 2023.
Except as noted above, there were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the three months ended January 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
2 unchanged sentences
A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met.
−Removed: Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be
−Removed: considered relative to their costs.
+Added: Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues within a company are detected.
7 unchanged sentences
Information about our named executive officers is reported under the caption “Executive Officers ” in our Proxy Statement and is incorporated herein by reference.
−Removed: Information on beneficial ownership reporting compliance can be found under the caption “Delinquent Section 16(a) Reports” in our Proxy Statement and is incorporated herein by reference.
Our Board of Directors has adopted a Code of Business Conduct and Ethics, which establishes the standards of ethical conduct applicable to all directors, officers and employees of our Company, including our Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer.
4 unchanged sentences
Information about the procedures by which security holders may recommend nominees to our Board of Directors can be found in our Proxy Statement under the caption “Directors and Corporate Governance – Identifying and Evaluating Director Nominees” and is incorporated herein by reference.
−Removed: Information concerning the composition of the audit committee and our audit committee financial expert is contained in our Proxy Statement under the caption “Directors and Corporate Governance – Board Committee and Meetings – Audit Committee” and is incorporated herein by reference.
+Added: Information concerning the composition of the audit committee and our audit committee financial expert is contained in our Proxy Statement under the caption “Directors and Corporate Governance – Board Committees and Meetings – Audit Committee” and is incorporated herein by reference.
Executive Compensation
−Removed: Information about the compensation of our directors and named executive officers, compensation committee interlocks and the compensation committee report can be found in our Proxy Statement under the caption “Directors and Corporate Governance – Compensation of Non-Employee Directors,” “– Compensation Committee Interlocks,” “– Compensation Risk Management” and “Executive Compensation” and is incorporated herein by reference.
+Added: Information about the compensation of our directors and named executive officers, compensation committee interlocks and the compensation committee report can be found in our Proxy Statement under the caption “Directors and Corporate Governance – Compensation of Non-Employee Directors,” “– Compensation Committee Interlocks,” “– Compensation Risk Assessment” and “Executive Compensation” and is incorporated herein by reference.
Information about the Compensation Committee Report can be found in our Proxy Statement under the caption "Compensation Committee Report" and is incorporated herein by reference.
2 unchanged sentences
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities – Securities Authorized for Issuance under Equity Compensation Plans” and is incorporated herein by reference.
−Removed: Information about the security ownership of certain beneficial owners and of directors and named executive officers, can be found in our Proxy Statement under the caption “Beneficial Ownership of Shares of Common Stock”.
+Added: Information about the security ownership of certain beneficial owners and of directors and named executive officers, can be found in our Proxy Statement under the caption “Beneficial Ownership of Shares of Common Stock” and is incorporated herein by reference.
Certain Relationships and Related Transactions, and Director Independence
61 unchanged sentences
10-K 001-38056 10.2 3/16/2021
+Added: 10.21 Second Amendment to Credit Agreement, dated as of December 22, 2022, by and among Yext, Inc., Yext Holdings, LLC, the lenders from time to time party thereto, and Silicon Valley Bank, as administrative agent, collateral agent, issuing lender and swingline lender.
+Added: 8-K 001-38056 10.1 12/27/2022
+Added: 10.22 Cooperation Agreement, dated September 30, 2022, by and among Yext, Inc., Lead Edge Public Fund, LP, Lead Edge Capital VI, LP, and Lead Edge Capital V, LP.
+Added: 8-K 001-38056 10.1 10/4/2022
+Added: 10.23# Employment Agreement between Yext, Inc.
+Added: and Michael Walrath.
+Added: 8-K 001-38056 10.1 3/8/2022
+Added: 10.24# Form of Stand-Alone Inducement Restricted Stock Unit Agreement.
+Added: 8-K 001-38056 10.2 3/8/2022
List of subsidiaries of Yext, Inc.
12 unchanged sentences
under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filings.
+Added: # Indicates a management contract or compensatory plan or agreement.
Form 10-K Summary
1 unchanged sentence
March 17, 2023
−Removed: /s/ Steven Cakebread
−Removed: Steven Cakebread
+Added: /s/ Darryl Bond
Chief Financial Officer
1 unchanged sentence
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Howard Lerman, Steven Cakebread, Michael Walrath and Darryl Bond, and each of them, as his or her true and lawful attorney-in-fact and agent with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the SEC, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his substitute, may lawfully do or cause to be done by virtue hereof.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Michael Walrath and Darryl Bond, and each of them, as his or her true and lawful attorney-in-fact and agent with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the SEC, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his substitute, may lawfully 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 on behalf of the registrant in the capacities and on the dates indicated.
Signature Title Date
−Removed: /s/ Howard Lerman Chief Executive Officer and Director March 18, 2022
−Removed: Howard Lerman (Principal Executive Officer)
−Removed: /s/ Steven Cakebread Chief Financial Officer March 18, 2022
−Removed: Steven Cakebread (Principal Financial Officer)
−Removed: /s/ Darryl Bond Chief Accounting Officer March 18, 2022
−Removed: Darryl Bond (Principal Accounting Officer)
−Removed: /s/ Brian Distelburger President and Director March 18, 2022
+Added: /s/ Michael Walrath Chief Executive Officer and Director March 17, 2023
+Added: Michael Walrath (Principal Executive Officer)
+Added: /s/ Darryl Bond Chief Financial Officer March 17, 2023
+Added: Darryl Bond (Principal Financial Officer)
+Added: /s/ Shane Battier Director March 17, 2023
+Added: Shane Battier
+Added: /s/ Brian Distelburger Director March 17, 2023
Brian Distelburger
4 unchanged sentences
Andrew Sheehan
+Added: /s/ Evan Skorpen Director March 17, 2023
/s/ Hillary Smith Director March 17, 2023
Hillary Smith
−Removed: /s/ Michael Walrath Director March 18, 2022
−Removed: Michael Walrath
/s/ Seth Waugh Director March 17, 2023
1 unchanged sentence
Tamar Yehoshua
−Removed: /s/ Shane Battier Director March 18, 2022
−Removed: Shane Battier
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.