AGREEMENT AND PLAN OF MERGER by and among PROJECT POLARIS HOLDINGS, LP, PROJECT POLARIS MERGER SUB, INC. and PING IDENTITY HOLDING CORP. Dated as of August 2, 2022Agreement and Plan of Merger • August 3rd, 2022 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of August 2, 2022, by and among Project Polaris Holdings, LP, a Delaware limited partnership (“Parent”), Project Polaris Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Ping Identity Holding Corp., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to herein as a “Party.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.
VOTING AND Support AGREEMENTVoting and Support Agreement • August 3rd, 2022 • Ping Identity Holding Corp. • Services-prepackaged software • Delaware
This Voting and Support Agreement (this “Agreement”) is made and entered into as of August 2, 2022, by and among Project Polaris Holdings, LP, a Delaware limited partnership (“Parent”), and the stockholders of Ping Identity Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (each, a “Stockholder” and, collectively, the “Stockholders”).
