0001193125-19-227919 Sample Contracts

PROOFPOINT, INC. as Issuer WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee, Note Registrar, Paying Agent, Transfer Agent, Authenticating Agent and Conversion Agent Indenture Dated as of August 23, 2019 0.25% Convertible Senior Notes due 2024
Indenture • August 23rd, 2019 • Proofpoint Inc • Services-computer processing & data preparation • New York

INDENTURE, dated as of August 23, 2019, among Proofpoint, Inc., a Delaware corporation (the “Company,” as more fully set forth in Section 1.02), Wells Fargo Bank, National Association, in its capacity as trustee hereunder (the “Trustee,” as more fully set forth in Section 1.02) and as Note Registrar, Paying Agent, Transfer Agent, Authenticating Agent and Conversion Agent hereunder (each as defined herein and collectively, the “Agent”) (as amended or supplemented from time to time in accordance with the terms hereof, the “Indenture”).

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