ALTERYX, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 12, 2019 0.50% Convertible Senior Notes due 2024Indenture • August 12th, 2019 • Alteryx, Inc. • Services-prepackaged software • New York
INDENTURE, dated as of August 12, 2019, between ALTERYX, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
Alteryx, Inc. Class A Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • March 13th, 2017 • Alteryx, Inc. • Services-prepackaged software • New York
Alteryx, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of Class A common stock, par value $0.0001 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares.” The shares of Class B common stock, par value $0.0001 per share, of the Company are hereinafter referred to as the “Class B Common Stock.” The Stock and the Class B Common Stock are hereinafter collectively referred to as the “Common Stock.”
Dealer name and address]Call Option Transaction • August 12th, 2019 • Alteryx, Inc. • Services-prepackaged software
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [_] (“Dealer”), through its agent [_] (the “Agent”) and Alteryx, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
Dealer name and address]Base Call Option Transaction • August 12th, 2019 • Alteryx, Inc. • Services-prepackaged software
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ] (“Dealer”) and Alteryx, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
INDEMNITY AGREEMENTIndemnity Agreement • February 24th, 2017 • Alteryx, Inc. • Services-prepackaged software • Delaware
This Indemnity Agreement, dated as of , 20 is made by and between Alteryx, Inc., a Delaware corporation (the “Company”), and , a director, officer or key employee of the Company or one of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (the “Indemnitee”).
AGREEMENT AND PLAN OF MERGER between AZURITE INTERMEDIATE HOLDINGS, INC., AZURITE MERGER SUB, INC. and ALTERYX, INC. Dated December 18, 2023Merger Agreement • December 18th, 2023 • Alteryx, Inc. • Services-prepackaged software • Delaware
This agreement and plan of merger (this “Agreement”) is dated December 18, 2023, and is by and among Azurite Intermediate Holdings, Inc., a Delaware corporation (“Parent”), Azurite Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Alteryx, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party.” All capitalized terms that are used in this Agreement have the meanings given to them in Article I.
LEASE BETWEEN IRVINE SPECTRUM TERRACE I LLC AND ALTERYX, INC.Lease Agreement • February 14th, 2020 • Alteryx, Inc. • Services-prepackaged software • California
THIS LEASE is made as of October 14, 2019, by and between IRVINE SPECTRUM TERRACE I LLC, a Delaware limited liability company, hereafter called “Landlord,” and ALTERYX, INC., a Delaware corporation, hereafter called “Tenant.”
AGREEMENT AND PLAN OF MERGER by and among Alteryx, Inc., a Delaware corporation, Alteryx Thunder Sub, Inc., a Delaware corporation, Trifacta Inc., a Delaware corporation, and Shareholder Representative Services LLC as the Converting Holders’ Agent...Agreement and Plan of Merger • May 4th, 2022 • Alteryx, Inc. • Services-prepackaged software • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of January 6, 2022 (the “Agreement Date”), by and among Alteryx, Inc., a Delaware corporation (“Acquirer”), Alteryx Thunder Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Acquirer (“Merger Sub”), Trifacta Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the Converting Holders (the “Converting Holders’ Agent”). Certain other capitalized terms used herein are defined in Exhibit A.
Severance and Change in Control AgreementSeverance and Change in Control Agreement • May 4th, 2022 • Alteryx, Inc. • Services-prepackaged software • California
This Severance and Change in Control Agreement, including the Executive Addendum attached hereto (collectively, the “Agreement”), is entered into by and between [________] (the “Executive”) and Alteryx, Inc., a Delaware corporation (the “Company”) with effect [________], 20[__] (the “Effective Date”). [This Agreement supersedes and replaces in its entirety the Severance and Change in Control Agreement, including the Executive Addendum attached thereto, previously entered into by and between Executive and the Company dated [________], 20[___].]
ALTERYX, INC. EXCHANGE AGREEMENT August 7, 2019Exchange Agreement • August 12th, 2019 • Alteryx, Inc. • Services-prepackaged software
[________] (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (the “Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Outstanding Notes (as defined below) referred to hereunder as, a “Holder”), enters into this Exchange Agreement (this “Agreement”) with Alteryx, Inc., a Delaware corporation (the “Company”), as of the date first written above, whereby the Holders will exchange the Exchanged Notes (as defined below) for a combination of shares of the Company’s Class A common stock, par value $0.0001 (“Exchange Shares”), and cash (“Exchange Cash” and, together with Exchange Shares, the “Exchange Consideration”), as set forth on Exhibit A hereto.
ALTERYX, INC. AND (as successor in interest to U.S. Bank National Association) as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of March 19, 2024 TO THE INDENTURE dated as of August 12, 2019First Supplemental Indenture • March 19th, 2024 • Alteryx, Inc. • Services-prepackaged software • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 19, 2024, between ALTERYX, INC., a Delaware corporation (the “Company”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association (as successor in interest to U.S. Bank National Association), as trustee (the “Trustee”) under the Indenture, dated as of August 12, 2019, between the Company and the Trustee (the “Indenture”) relating to the issuance of the Company’s 1.00% Convertible Senior Notes due 2026 (the “Notes”). Capitalized terms used herein and not otherwise defined herein have the meanings set forth in the Indenture referred to below.
FORM OF VOTING AGREEMENTVoting Agreement • December 18th, 2023 • Alteryx, Inc. • Services-prepackaged software • Delaware
This voting agreement (this “Agreement”) is dated December 18, 2023, and is among Azurite Intermediate Holdings, Inc., a Delaware corporation (“Parent”), Alteryx, Inc., a Delaware corporation (the “Company”) and the stockholders of the Company listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
SECOND AMENDMENT TO MULTI-TENANT OFFICE LEASE (FSG)Multi-Tenant Office Lease • November 8th, 2018 • Alteryx, Inc. • Services-prepackaged software
THIS SECOND AMENDMENT TO MULTI-TENANT OFFICE LEASE (FSG) LEASE (“Amendment”), dated for reference purposes only as of the 6 day of August, 2018, is entered into by and between LBA IV-PPI, LLC, a Delaware limited liability company (“Landlord”), and ALTERYX, INC., a Delaware corporation (“Tenant”).
February 22, 2017Offer Letter • March 1st, 2019 • Alteryx, Inc. • Services-prepackaged software
This letter agreement amends and restates the offer letter entered into between you and Alteryx, Inc. (the “Company”), dated on or about February 18, 2016 (the “Prior Agreement”).
March 14, 2017Offer Letter • March 1st, 2019 • Alteryx, Inc. • Services-prepackaged software
This letter agreement amends and restates the offer letter entered into between you and Alteryx, Inc. (the “Company”), dated April 21, 2015, as amended February 8, 2016 (the “Prior Agreement”).
February 1, 2022Separation Agreement • May 4th, 2022 • Alteryx, Inc. • Services-prepackaged software • California
This letter confirms the agreement (“Agreement”) between you and Alteryx, Inc. (the “Company”) concerning the terms of your transition and separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of a general release of claims and covenant not to sue now and upon the Separation Date (defined below) as provided herein. If you agree to the terms outlined herein, please sign and return this Agreement to me in the timeframe outlined below.
March 21, 2017 Robert Scott Jones Alteryx, Inc. 3345 Michelson Drive, Suite 400 Irvine, CA 92612 Dear Scott:Offer Letter • March 8th, 2018 • Alteryx, Inc. • Services-prepackaged software
This letter agreement amends and restates the offer letter entered into between you and Alteryx, Inc. (the “Company”), dated December 29, 2016 (the “Prior Agreement”).
March 15, 2017 Seth Greenberg Alteryx, Inc. Irvine, CA 92612 Dear Seth:Employment Agreement • March 8th, 2018 • Alteryx, Inc. • Services-prepackaged software
This letter agreement amends and restates the offer letter entered into between you and Alteryx, Inc. (the “Company”), dated January 6, 2017 (the “Prior Agreement”).
TERMINATION AGREEMENT dated as of August 7, 2019 Between Alteryx, Inc. and [_________]Termination Agreement • August 12th, 2019 • Alteryx, Inc. • Services-prepackaged software • New York
This TERMINATION AGREEMENT (this “Agreement”) with respect to the Capped Call Confirmations (as defined below) is made as of August 7, 2019, between Alteryx, Inc. (the “Company”) and [____] (the “Dealer”).
MULTI-TENANT OFFICE LEASE (FSG) PARK PLACE I Irvine, California LANDLORD: LBA IV-PPI, LLC, a Delaware limited liability company TENANT: ALTERYX, INC., a Delaware corporationOffice Lease • December 8th, 2016 • Alteryx, Inc. • Services-prepackaged software • California
THIS LEASE, entered into as of this 7 day of December, 2015 for reference purposes only, is by and between LBA IV-PPI, LLC, a Delaware limited liability company (“Landlord”), and ALTERYX, INC., a Delaware corporation (“Tenant”).
February 22, 2017 Dean A. Stoecker Alteryx, Inc. Irvine, CA 92612 Dear Dean:Employment Agreement • February 24th, 2017 • Alteryx, Inc. • Services-prepackaged software
This letter agreement amends and restates the employment agreement entered into between you and Alteryx, Inc. (the “Company”), dated March 18, 2011 (the “Prior Agreement”).
FIRST AMENDMENT TO LEASELease • November 7th, 2023 • Alteryx, Inc. • Services-prepackaged software
ALTERYX, INC.Employment Agreement • February 12th, 2021 • Alteryx, Inc. • Services-prepackaged software • California
On behalf of Alteryx, Inc. (the “Company”), this letter agreement (this “Agreement”) sets forth the terms and conditions of your employment with the Company as Executive Chairman.
FIRST AMENDMENT TO MULTI-TENANT OFFICE LEASE (FSG)Multi-Tenant Office Lease • March 8th, 2018 • Alteryx, Inc. • Services-prepackaged software • Delaware
This FIRST AMENDMENT TO MULTI-TENANT OFFICE LEASE (FSG) (“Amendment”) is made as of December 11, 2017 (the “Effective Date”), by and between LBA IV-PPI, LLC, a Delaware limited liability company (“Landlord”), and ALTERYX, INC., a Delaware corporation (“Tenant”).
February 22, 2019Separation Agreement • May 2nd, 2019 • Alteryx, Inc. • Services-prepackaged software • Delaware
This letter confirms the agreement (“Agreement”) between you and Alteryx, Inc. (the “Company”) concerning the terms of your separation and offers you the separation compensation provided under the Severance and Change in Control Agreement entered into by and between you and the Company on March 15, 2017 (the “Severance and CIC Agreement”) in exchange for a general release of claims and covenant not to sue, required as a condition to payment under the Severance and CIC Agreement.
ALTERYX, INC.Employment Agreement • February 12th, 2021 • Alteryx, Inc. • Services-prepackaged software • California
On behalf of Alteryx, Inc. (the “Company”), this letter agreement (this “Agreement”) sets forth the terms and conditions of your appointment as Chief Executive Officer of the Company.
