PagerDuty Inc
For the period ended Jan 31, 2024. Filed Mar 15, 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.
FY2024 · Filed Mar 15, 2024
PD$15.57-0.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) The following documents are included as part of this Form 10-K.
- Index to Financial Statements
Our Consolidated Financial Statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Form 10-K.
- Financial Statement Schedules
All other schedules are omitted as the information required is inapplicable or the information is presented in the consolidated financial statements or the related notes.
- Exhibits
The documents listed in the Exhibit Index of this Form 10-K are incorporated by reference or are filed with this Form 10-K, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).
| ExhibitNumber | Description | Form | File No. | Incorporated by Exhibit Reference | Filing Date |
|---|---|---|---|---|---|
| 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 |
| 4.7 | Form of Global Note, representing PagerDuty, Inc.’s 1.50% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.1) | 8-K | 001-38856 | 4.2 | 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 | |||
| 24.1 | Power of Attorney (included on signature page) | 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 | |||
| 101.INS | 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. | Filed herewith | |||
| 101.SCH | XBRL Taxonomy Extension Schema Document. | Filed herewith | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | Filed herewith | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | Filed herewith | |||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | Filed herewith | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. | Filed herewith | |||
- The certifications furnished in Exhibit 32.1 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.
† Indicates a management contract or compensatory plan.
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