AGREEMENT AND PLAN OF MERGER BY AND AMONG KNOWBE4, INC., SEA LION MERGER SUB I, INC., SEA LION MERGER SUB II LLC, SECURITYADVISOR TECHNOLOGIES, INC. AND FORTIS ADVISORS LLC AS STOCKHOLDER REPRESENTATIVEAgreement and Plan of Merger • October 21st, 2021 • KnowBe4, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (the “Agreement”) is made and entered into as of October 20, 2021 by and among KnowBe4, Inc., a Delaware corporation (“Parent”), Sea Lion Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub I”), Sea Lion Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”), SecurityAdvisor Technologies, Inc., a Delaware corporation (the “Company”), and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as representative, agent and attorney-in-fact of the Indemnifying Parties (the “Stockholder Representative”). All capitalized terms that are used but not defined herein shall have the respective meanings ascribed thereto in Annex A.
