AvePoint Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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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.
FY2023 · Filed Feb 29, 2024
AVPT$16.89+0.5%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 and Financial Statement Schedules
| a. | Financial Statements and Schedules |
Our consolidated financial statements can be found in Part II, Item 8 of this Annual Report. Financial statement schedules have been omitted because they are not required, not applicable, or the required information is included in the consolidated financial statements or notes thereto.
| b. | Exhibits |
The following documents are filed as part of, furnished with, or incorporated by reference into, this Annual Report, in each case as indicated therein.
Exhibit Index
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Description · Schedule/ Form · File No. · Exhibit · Filing Date · Filed Herewith | |||||
| 2.1 | Business Combination Agreement and Plan of Reorganization, dated November 23, 2020, by and among Apex, Merger Subs and AvePoint. | Form 8-K | 001-39048 | 2.1 | March 9, 2021 |
| 2.2 | Amendment No. 1 to Business Combination Agreement and Plan of Reorganization, dated December 30, 2020, by and among Apex, Merger Subs and AvePoint. | Form 8-K | 001-39048 | 2.1 | December 30, 2020 |
| 2.3 | Amendment No. 2 to Business Combination Agreement and Plan of Reorganization, dated March 8, 2021, by and among Apex, Merger Subs and AvePoint. | Form 8-K | 001-39048 | 2.1 | March 9, 2021 |
| 2.4 | Amendment No. 3 to Business Combination Agreement and Plan of Reorganization, dated May 18, 2021, by and among Apex, Merger Subs and AvePoint. | Form 10-Q | 001-39048 | 10.3 | May 19, 2021 |
| 2.5 | Agreement and Plan of Merger, dated as of July 23, 2021, by and between AvePoint, Inc. and AvePoint US, LLC | Form 8-K | 001-39048 | 2.1 | July 30, 2021 |
| 3.1 | Amended and Restated Certificate of Incorporation of AvePoint, Inc. | Form 8-K | 001-39048 | 3.1 | July 7, 2021 |
| 3.2 | Amended and Restated Bylaws of AvePoint, Inc. | Form 10-K | 001-39048 | 3.2 | March 31, 2023 |
| 4.1 | Specimen Common Stock Certificate. | Form S-4/A | 333-252712 | 4.4 | May 20, 2021 |
| 4.2 | Specimen Warrant Certificate. | Form S-1 | 333-233299 | 4.3 | August 30, 2019 |
| 10.1 | Warrant Agreement, dated September 16, 2019, by and between Continental Stock Transfer & Trust Company and Apex. | Form 8-K | 001-39048 | 4.1 | September 20, 2019 | |
| 10.1 | Form of PIPE Subscription Agreement | Form 8-K | 001-39048 | 10.7 | November 23, 2020 | |
| 10.2 | Form of Amendment No. 1 to PIPE Subscription Agreements | Form S-4 | 333-252712 | 10.15 | May 20, 2021 | |
| 10.3 | Form of Lock-Up Agreement | Form 8-K | 001-39048 | 10.3 | November 23, 2020 | |
| 10.4 | Amended and Restated Registration Rights Agreement, dated July 1, 2021, by and among AvePoint and certain stockholders of AvePoint. | Form 8-K | 001-39048 | 10.4 | July 7, 2021 | |
| 10.5† | Form of Indemnification Agreement. | Form S-4 | 333-252712 | 10.29 | May 20, 2021 | |
| 10.6† | AvePoint 2006 Equity Incentive Plan. | Form 8-K | 001-39048 | 10.6 | July 7, 2021 | |
| 10.7† | Form of Stock Option Grant Package under AvePoint 2006 Equity Incentive Plan. | Form 8-K | 001-39048 | 10.7 | July 7, 2021 | |
| 10.8† | Form of RSU Grant Package under 2006 Equity Incentive Plan. | Form 8-K | 001-39048 | 10.8 | July 7, 2021 | |
| 10.9† | AvePoint 2016 Equity Incentive Plan. | Form S-4 | 333-252712 | 10.15 | February 4, 2021 | |
| 10.10† | Form of Stock Option Grant Notice under AvePoint 2016 Equity Incentive Plan. | Form S-4 | 333-252712 | 10.16 | February 4, 2021 | |
| 10.11† | Form of Stock Option Agreement under 2016 Equity Incentive Plan. | Form S-4 | 333-252712 | 10.17 | February 4, 2021 | |
| 10.12† | AvePoint 2021 Equity Incentive Plan. | X | ||||
| 10.13† | Form of Stock Option Grant Package under AvePoint 2021 Equity Incentive Plan. | Form 8-K | 001-39048 | 10.13 | July 7, 2021 | |
| 10.14† | Form of RSU Grant Package under AvePoint 2021 Equity Incentive Plan. | Form 8-K | 001-39048 | 10.14 | July 7, 2021 | |
| 10.15† | AvePoint 2021 Employee Stock Purchase Plan. | Form S-4 | 333-252712 | 10.19 | February 4, 2021 | |
| 10.16+^ | Loan and Security Agreement, dated April 7, 2020, by and between HSBC Ventures USA Inc. and AvePoint, Inc. | Form S-4 | 333-252712 | 10.24 | February 4, 2021 | |
| 10.17+^ | Limited Consent and First Amendment to Loan and Security Agreement, dated July 1, 2021, by and among AvePoint Operations Inc. (f/k/a AvePoint, Inc.), HSBC Ventures USA Inc. and AvePoint US, LLC. | Form 8-K | 001-39048 | 10.21 | July 7, 2021 |
|---|---|---|---|---|---|
| 10.18+^ | Assignment and Assumption Agreement, dated July 1, 2021, by and among AvePoint Operations, Inc. (f/k/a AvePoint, Inc.), HSBC Ventures USA Inc. and AvePoint US, LLC. | Form 8-K | 001-39048 | 10.22 | July 7, 2021 |
| 10.19+^ | Pledge Agreement, dated July 1, 2021, by and between AvePoint, Inc. and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.23 | July 7, 2021 |
| 10.20+^ | Limited Guaranty, dated July 1, 2021, by and between AvePoint, Inc. and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.24 | July 7, 2021 |
| 10.21+^ | Assignment and Assumption Agreement, dated as of July 23, 2021, by and among AvePoint, Inc., AvePoint US, LLC, and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.1 | July 30, 2021 |
| 10.22+^ | Limited Consent and Waiver to Loan and Security Agreement, dated as of July 23, 2021, by and among AvePoint, Inc., AvePoint US, LLC, AvePoint Public Sector, Inc., AvePoint Holdings USA, LLC, and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.2 | July 30, 2021 |
| 10.23+^ | Second Amendment to Loan and Security Agreement, dated October 31, 2021, by and among AvePoint, Inc., AvePoint Public Sector, Inc., AvePoint Holdings USA, LLC, and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.8 | November 1, 2021 |
| 10.24+^ | Annex A to Second Amendment to Loan and Security Agreement, dated October 31, 2021, by and among AvePoint, Inc., AvePoint Public Sector, Inc., AvePoint Holdings USA, LLC, and HSBC Ventures USA Inc. | Form 8-K | 001-39048 | 10.9 | November 1, 2021 |
| 10.25† | Employment Agreement, dated January 1, 2021, by and between AvePoint and Xunkai Gong. | Form S-4 | 333-252712 | 10.21 | February 4, 2021 |
| 10.26† | Employment Agreement, dated January 1, 2021, by and between AvePoint and Tianyi Jiang. | Form S-4 | 333-252712 | 10.22 | February 4, 2021 |
| 10.27† | Employment Agreement, dated January 1, 2021, by and between AvePoint and Brian Brown. | Form S-4 | 333-252712 | 10.23 | February 4, 2021 |
| 10.28† | Employment Agreement, dated August 10, 2021, by and between AvePoint and James Caci. | Form 8-K | 001-39048 | 10.1 | August 16, 2021 |
| 10.29 | 2022 Performance-Based Annual Incentive Plan | Form 10-K | 001-39048 | 10.29 | March 31, 2023 |
| 10.30 | Loan and Security Agreement, dated November 3, 2023, by and between AvePoint, Inc. and HSBC Bank USA, National Association. | Form 8-K | 001-39048 | 10.1 | November 6, 2023 |
| 10.31 | Pledge Agreement, dated November 3, 2023, by and between AvePoint, Inc. and HSBC Bank USA, National Association. | Form 8-K | 001-39048 | 10.2 | November 6, 2023 |
| 10.32 | Revolving Note, dated November 3, 2023, by and between AvePoint, Inc. and HSBC Bank USA, National Association. | Form 8-K | 001-39048 | 10.3 | November 6, 2023 |
| 21.1 | List of Subsidiaries. | X |
| 23.1 | Consent of Deloitte and Touche LLP, independent registered public accounting firm. | X |
| 24.1 | Power of Attorney (included in the signature page hereto). | |
| 31.1 | Certification of Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X |
| 31.2 | Certification of Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X |
| 32.1** | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X |
| 32.2** | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X |
| 97.1 | Compensation Recovery Policy. | X |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X |
| 101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document. | X |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X |
| 104.1 | Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101). | X |
| ** | Furnished herewith. Any exhibit furnished herewith (including the certifications furnished in Exhibit 32.1 and Exhibit 32.2 hereto) are deemed to accompany this Annual Report on Form 10-K and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the Registrant specifically incorporates it by reference. |
|---|---|
| + | Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601. We agree to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
| † | Indicates a management contract or compensatory plan, contract or arrangement. |
| ^ | Certain portions of this Exhibit will be omitted because they are not material and would likely cause competitive harm to us if disclosed. |
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