Q2 Holdings Inc
For the period ended Dec 31, 2024. Filed Feb 12, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 12, 2025
QTWO$75.33+1.5%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
(a) Documents Filed with Report
(1)Financial Statements
| Report of Independent Registered Public Accounting Firm | F-2 |
|---|---|
| Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting | F-4 |
| Consolidated Balance Sheets | F-5 |
| Consolidated Statements of Comprehensive Loss | F-6 |
| Consolidated Statements of Changes in Stockholders' Equity | F-7 |
| Consolidated Statements of Cash Flows | F-8 |
| Notes to Consolidated Financial Statements | F-9 |
(2) Financial Statement Schedules.
Schedules required by this item have been omitted since they are either not required or not applicable or because the information required is included in the consolidated financial statements included elsewhere herein or the notes thereto.
(3) Exhibits.
The information required by this Item is set forth on the exhibit index that precedes the signature page of this Annual Report on Form 10-K.
Exhibit Index
| Incorporated by Reference | |||||||
|---|---|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · Filing No. · Filing Date · Exhibit No. · Filed / Furnished Herewith | |||||||
| 3.1 | Fifth Amended and Restated Certificate of Incorporation of the Registrant | 8-K | 001-36350 | 6/12/2019 | 3.1 | ||
| 3.2 | Amended and Restated Bylaws of the Registrant | 8-K | 001-36350 | 6/12/2019 | 3.2 | ||
| 4.1 | Indenture, dated June 10, 2019 between the Registrant and Wilmington Trust, National Association, as trustee | 8-K | 001-36350 | 6/11/2019 | 4.1 | ||
| 4.2 | Form of Global Note, dated June 10, 2019 between the Registrant and Wilmington Trust, National Association, as trustee | 8-K | 001-36350 | 6/11/2019 | 4.2 | ||
| 4.3 | Description of Registrant Securities Registered under Section 12 of the Exchange Act | * | |||||
| 4.4 | Indenture, dated November 18, 2020, between Registrant and Wilmington Trust National Association, as trustee | 8-K | 001-36350 | 11/20/2020 | 4.1 | ||
| 4.5 | Form of Global Note, dated November 18, 2020, between Registrant and Wilmington Trust National Association, as trustee | 8-K | 001-36350 | 11/20/2020 | 4.2 | ||
| 10.1 | Form of Indemnification Agreement for directors and officers | S-1/A | 333- 193911 | 2/25/2014 | 10.1 | ||
| 10.2.1 | Lease Agreement, dated July 18, 2014, by and among Q2 Software, Inc. and CREF Aspen Lake Building II, LLC | 8-K | 001-36350 | 7/23/2014 | 10.1 | ||
| 10.2.2 | First Amendment to Lease Agreement, dated May 1, 2015, by and among Q2 Software, Inc. and CREF Aspen Lake Building II, LLC | 8-K | 001-36350 | 5/4/2015 | 10.1 | ||
| 10.2.3 | Second Amendment to Lease Agreement, dated February 3, 2016, by and among Q2 Software, Inc. and CREF Aspen Lake Building II, LLC | 10-Q | 001-36350 | 5/10/2016 | 10.1 | ||
| 10.3 | Lease Agreement, dated December 18, 2019, by and among Q2 Software, Inc. and Aspen Lake Building Three, LLC | 8-K | 001-36350 | 12/20/2019 | 10.1 | ||
| 10.4 | † | Amended and Restated Employment Agreement, dated September 23, 2021, by and among the Registrant and Matthew P. Flake | 8-K | 001-36350 | 9/24/2021 | 10.1 | |
| 10.5 | † | Amended and Restated Employment Agreement, dated December 6, 2024, by and among the Registrant and John E. Breeden | * | ||||
| 10.6 | † | Amended and Restated Employment Agreement, dated February 20, 2024, by and among the Registrant and Michael A. Volanoski | * | ||||
| 10.7 | † | Amended and Restated Employment Agreement, dated September 24, 2021, by and among the Registrant and David J. Mehok | 8-K | 001-36350 | 9/24/2021 | 10.2 | |
| 10.8.1 | † | 2014 Equity Incentive Plan and forms of agreements thereunder | S-1/A | 333- 193911 | 3/6/2014 | 10.9 | |
| 10.8.2 | † | Forms of Restricted Stock Units Agreements under the Registrant's 2014 Equity Incentive Plan. | 10-Q | 001-36350 | 11/10/2014 | 10.2 | |
| 10.8.3 | † | Form of Stock Option Agreement and Restricted Stock Unit Agreement for Remote Executive Officers under Registrant's 2014 Equity Incentive Plan | 10-Q | 001-36350 | 11/6/2015 | 10.3 | |
| 10.8.4 | † | Form of Market Stock Units Agreement under the Registrant's 2014 Equity Incentive Plan | 10-Q | 001-36350 | 5/6/2021 | 10.1 | |
| 10.8.5 | † | Form of Performance Stock Units Agreement under the Registrant's 2014 Equity Incentive Plan | 8-K | 001-36350 | 3/8/2023 | 10.1 | |
| 10.9 | † | 2014 Employee Stock Purchase Plan | S-1/A | 333- 193911 | 3/6/2014 | 10.1 | |
| 10.10.1 | Master Service Agreement dated January 11, 2010, by and among the Registrant and Cyrus Networks, LLC | S-1 | 333- 193911 | 2/12/2014 | 10.12 | ||
| 10.10.2 | Service Level Agreement dated January 11, 2010, by and among the Registrant and Cyrus Networks, LLC | S-1 | 333- 193911 | 2/12/2014 | 10.12.1 | ||
| Incorporated by Reference | |||||||
|---|---|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · Filing No. · Filing Date · Exhibit No. · Filed / Furnished Herewith | |||||||
| 10.11 · † · Amended and Restated Employment Agreement, dated November 8, 2024, by and among the Registrant and Jonathan A. Price · * | |||||||
| 10.12 | Purchase Agreement, dated February 21, 2018, by and among the Registrant, Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Stifel, Nicolaus & Company, Incorporated, as representatives of the several initial purchasers named therein | 8-K | 001-36350 | 2/26/2018 | 10.1 | ||
| 10.13 | Purchase Agreement, dated June 5, 2019 by and among the Registrant, Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, Stifel, Nicolaus & Company, Incorporated and BMO Capital Markets Corp., as representatives of the several initial purchasers named therein | 8-K | 001-36350 | 6/6/2019 | 10.1 | ||
| 10.14 | Form of Capped Call Confirmation | 8-K | 001-36350 | 6/6/2019 | 10.2 | ||
| 10.15 | Executive Incentive Compensation Plan | 8-K | 001-36350 | 6/15/2020 | 10.1 | ||
| 10.16 | Form of Exchange and Subscription Agreement | 8-K | 001-36350 | 11/12/2020 | 10.1 | ||
| 10.17 | Form of Capped Call | 8-K | 001-36350 | 11/12/2020 | 10.2 | ||
| 10.18 | † | Amended and Restated Employment Agreement, dated May 3, 2023, by and among the Registrant and Kirk L. Coleman | 8-K | 001-36350 | 5/3/2023 | 10.1 | |
| 10.19.1 | † | 2023 Equity Incentive Plan | 8-K | 001-36350 | 6/6/2023 | 10.1 | |
| 10.19.2 | † | Forms of award agreements under 2023 Equity Incentive Plan | * | ||||
| 10.20 | Credit Agreement, dated July 29, 2024, by and among Q2 Holdings, Inc., Wells Fargo Bank, National Association, Wells Fargo Securities, LLC and Texas Capital Bank | 8-K | 001-36350 | 7/31/2024 | 10.1 | ||
| 19.1 | Q2 Holdings, Inc. Insider Trading Policy | * | |||||
| 21.1 | List of Subsidiaries of the Registrant | * | |||||
| 23.1 | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | * | |||||
| 24.1 | Power of Attorney (see the signature pages to this Annual Report on Form 10-K). | * | |||||
| 31.1 | Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. | * | |||||
| 31.2 | Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of 2002. | * | |||||
| 32.1 | Certification of Principal Executive Officer Required Under Rule 13a-14(b) and 15d-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. | # | |||||
| 32.2 | Certification of Principal Financial Officer Required under Rule 13a-14(b) and 15d-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002. | # | |||||
| 97.1 | † | Q2 Holdings, Inc. Policy on Recovery of Incentive Compensation | 10-K | 001-36350 | 2/21/2024 | 97.1 | |
| 101.INS | Inline XBRL Instance Document. | * | |||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema. | * | |||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase. | * | |||||
| 101.LAB | Inline XBRL Taxonomy Extension Calculation Label Linkbase. | * | |||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase. | * | |||||
| Incorporated by Reference | ||||||
| ExhibitNumber | Description | Form | Filing No. | Filing Date | Exhibit No. | Filed / Furnished Herewith |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase. | * | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | * | ||||
| * Filed herewith# Furnished herewith† Management contract, compensatory plan or arrangement | ||||||
|---|---|---|---|---|---|---|
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