PD 10-K Annual Report Jan. 31, 2024 | Alphaminr
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PD 10-K Fiscal year ended Jan. 31, 2024

Balance Sheet
Cash Flow
Income Statement
Debt
CIK: 1568100
Filing Type: 10-K/A
Report Date: 2024-01-31
Download URL: https://www.sec.gov/Archives/edgar/data/1568100/000156810024000021/pd-20240131.htm
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1 Agreement and Plan of Reorganization, dated as of September20, 2020, among PagerDuty, Inc., Reef Merger Sub I, Inc., Reef Merger Sub II, LLC, Rundeck, Inc., and Shareholder Representative Services LLC 8-K 001-38856 2.1 October 1, 2020 3.1 Amended and Restated Certificate of Incorporation of PagerDuty, Inc. 8-K 001-38856 3.1 April 15, 2019 3.2 Amended and Restated Bylaws of PagerDuty, Inc. 8-K 001-38856 3.2 April 15, 2019 4.1 Form of common stock certificate of PagerDuty, Inc. S-1/A 333-230323 4.1 April 1, 2019 4.2 Description of Securities 10-K 001-38856 4.3 March 19, 2020 4.3 Amended and Restated Investors Rights Agreement, dated August 24, 2018, by and among PagerDuty, Inc. and certain of its stockholders S-1 333-230323 4.2 March 15, 2019 4.4 Indenture, dated as of June 25, 2020, between PagerDuty, Inc. and U.S. Bank National Association, as Trustee 8-K 001-38856 4.1 June 25, 2020 4.5 Form of Global Note, representing PagerDuty, Inc.s 1.25% Convertible Senior Notes due 2025 (included as Exhibit A to the Indenture filed as Exhibit 4.4) 8-K 001-38856 4.2 June 25, 2020 4.6 Indenture, dated as of October 13, 2023, by and between PagerDuty, Inc. and U.S. Bank Trust Company, National Association, as Trustee. 8-K 001-38856 4.1 October 13, 2023 10.1 PagerDuty, Inc. 2019 Equity Incentive Plan, as amended, and forms of agreements thereunder 10-K 001-38856 10.1 March 17, 2022 10.2 Forms of Option Agreement and Restricted Stock Unit Agreement under the 2019 Equity Incentive Plan 10-Q 001-38856 10.1 June 5, 2020 10.3 PagerDuty, Inc. 2019 Employee Stock Purchase Plan S-1/A 333-230323 10.3 March 21, 2019 10.4 Form of Performance Stock Unit Agreement under the 2019 Equity Incentive Plan 10-Q 001-38856 10.1 June 4, 2021 10.5 Form of Indemnification Agreement entered into by and between PagerDuty, Inc. and each director and executive officer S-1 333-230323 10.4 March 15, 2019 10.6 Amended and Restated Offer Letter, as amended, by and between PagerDuty, Inc. and Jennifer G. Tejada 10-K 001-38856 10.5 March 19, 2021 10.7 Confirmatory Offer Letter by and between PagerDuty, Inc. and Howard Wilson S-1/A 333-230323 10.6 April 1, 2019 10.8 Confirmatory Offer Letter by and between PagerDuty, Inc. and Stacey A. Giamalis S-1/A 333-230323 10.7 April 1, 2019 10.9 Offer Letter by and between PagerDuty, Inc. and David Justice 10-K 001-38856 10.7 March 19, 2020 10.10 PagerDuty, Inc. Amended and Restated Executive Severance and Change in Control Policy 10-K 001-38856 10.9 March 19, 2021 10.11 PagerDuty, Inc. Cash Incentive Bonus Plan, as amended 10-K 001-38856 10.11 March 17, 2022 10.12 PagerDuty, Inc. Non-Employee Director Compensation Policy S-1/A 333-230323 10.11 March 21, 2019 10.13 Form of Confirmation for Capped Call Transactions 8-K 001-38856 10.1 June 25, 2020 10.14 Lease Agreement, dated September 17, 2015, between PagerDuty, Inc. and Toda America, Inc., as amended S-1 333-230323 10.9 March 15, 2019 10.15 Form of Confirmation for Capped Call Transactions 8-K 001-38856 10.1 October 13, 2023 10.16 Second Amended and Restated Offer Letter by and between the Company and Jennifer Tejada. 10-Q 001-38856 10.2 December 1, 2023 10.17 Amended and Restated Executive Severance and Change in Control Policy 10-Q 001-38856 10.3 December 1, 2023 10.18 PagerDuty, Inc. Incentive Compensation Recoupment Policy Filed herewith 21.1 List of subsidiaries of PagerDuty, Inc. Filed herewith 23.1 Consent of Independent Registered Public Accounting Firm Filed herewith 31.1 Certification of the Chief Executive Officer pursuant to Exchange Act Certification of the Chief Executive Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 31.2 Certification of the Chief Financial Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed herewith 32.1* Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to 18 U.S.C. Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Furnished herewith