Unity Software Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
View on SEC.govAbout this filing
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
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as a part of this Annual Report on Form 10-K:
(1)Consolidated Financial Statements.
Our Consolidated Financial Statements are listed in the "Index to Consolidated Financial Statements" under Part II, Item 8 of this Annual Report on Form 10-K.
(2)Financial Statement Schedules.
Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes herein.
(3)Exhibits.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time
EXHIBIT INDEX
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Exhibit | Form | File Number | Exhibit | Filing Date |
| 2.1 | Agreement and Plan of Merger, dated as of July 13, 2022, by and among Unity, Merger Sub and ironSource. | 8-K | 001-39497 | 2.1 | July 15, 2022 |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant | 8-K | 001-39497 | 3.1 | September 22, 2020 |
| 3.2 | Amended and Restated Bylaws of the Registrant | 8-K | 333-248255 | 3.2 | September 8, 2023 |
| 4.1 | Specimen common stock certificate of the Registrant | S-1/A | 333-248255 | 4.1 | September 9, 2020 |
| 4.2 | Amended and Restated Investor Rights Agreement by and among the Registrant and certain of its stockholders, dated May 7, 2019 | S-1 | 333-248255 | 4.2 | August 24, 2020 |
| 4.3 | Description of the Registrant's Securities | 10-K | 011-39497 | 4.3 | March 5, 2021 |
| 4.4 | Indenture, dated as of November 19, 2021, by and between Unity Software Inc. And U.S. Bank National Association, as Trustee | 8-K | 001-39497 | 4.1 | November 19, 2021 |
| 4.5 | Form of Global Note, representing Unity Software Inc.’s 0% Convertible Senior Notes due 2026 (included as Exhibit A to the Indenture filed as Exhibit 4.1) | 8-K | 011-39497 | 4.2 | November 19, 2021 |
| 4.6 | Indenture, dated as of November 8, 2022, between Unity and U.S. Bank Trust Company, National Association, as trustee | 8-K | 011-39497 | 4.1 | November 8, 2022 |
| 4.7 | Form of 2.0% Convertible Senior Note due 2027 (included in Exhibit 4.6) | 8-K | 011-39497 | 4.1 | November 8, 2022 |
| 10.1† | Unity Software Inc. 2009 Stock Plan and related form agreements | 10-Q | 001-39497 | 10.1 | November 13, 2020 |
| 10.2† | Unity Software Inc. 2019 Stock Plan and related form agreements | 10-Q | 001-39497 | 10.2 | November 13, 2020 |
| 10.3*† | Unity Software Inc. 2020 Equity Incentive Plan and related form agreements | 10-Q | 001-39497 | 10.1 | November 9, 2023 |
| 10.4† | Unity Software Inc. 2020 Employee Stock Purchase Plan | S-1/A | 333-248255 | 10.5 | September 9, 2020 |
| 10.5† | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers | S-1/A | 333-248255 | 10.1 | September 9, 2020 |
| Table of Contents | Unity Software Inc. |
|---|
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Description of Exhibit | Form | File Number | Exhibit | Filing Date |
| 10.6† | Non-Employee Director Compensation Policy | 8-K | 011-39497 | 99.1 | March 22, 2022 |
| 10.7† | Transition Agreement by and between Unity Software Inc. and John Riccitiello, dated October 9, 2023. | 8-K | 001-39497 | 10.1 | October 10, 2023 |
| 10.8† | Unity Software Inc. Cash Incentive Bonus Plan | S-1 | 333-248255 | 10.16 | August 24, 2020 |
| 10.9 | Office Lease, dated November 25, 2015, by and between 26 Third Street (SF) Owner, LLC, and Unity Technologies SF, as amended by (i) the First Amendment to Office Lease, dated January 23, 2017, by and between 26 Third Street (SF) Owner, LLC, and Unity Technologies SF, and (ii) the Second Amendment to Office Lease, dated August 1, 2018, by and between 26 Third Street (SF) Owner, LLC, and Unity Technologies SF | S-1 | 333-248255 | 10.7 | August 24, 2020 |
| 10.10 | Form of Capped Call Transactions | 8-K | 001-39497 | 10.1 | November 19, 2021 |
| 10.11† | Offer Letter by and between Unity Software Inc. and James Whitehurst dated October 7, 2023 | 8-K | 001-39497 | 10.2 | October 10, 2023 |
| 10.12† | Unity Software Inc. G&A Executive Severance Plan | S-1 | 333-248255 | 10.14 | August 24, 2020 |
| 10.13† | Unity Software Inc. Senior Executive Severance Plan | S-1 | 333-248255 | 10.15 | August 24, 2020 |
| 10.14† | Offer letter and addendum, dated January 8, 2021, by and between Unity Technologies SF and Marc Whitten | 10-Q | 001-39497 | 10.1 | May 12, 2021 |
| 10.15† | Offer Letter, dated March 15, 2021, by and between Unity Technologies SF and Luis Felipe Visoso | 8-K | 001-39497 | 10.1 | March 17, 2021 |
| 10.16† | Offer Letter, dated February 22, 2022, by and between Unity Technologies SF and Carol Carpenter | 10-K | 001-39497 | 10.17 | February 27, 2023 |
| 001-39497 | |||||
| 10.17† | Offer Letter, dated November 23, 2022, by and between Unity Technologies SF and Anirma Gupta | 10-K | 001-39497 | 10.18 | February 27, 2023 |
| 10.18 | Registration Rights Agreement, dated as of November 7, 2022, by and among Unity and the holders listed thereto | 8-K | 001-39497 | 10.1 | November 7, 2022 |
| 10.19 | Investment Agreement, dated as of July 13, 2022, by and between Unity, Silver Lake Alpine II, L.P., Silver Lake Partners VI, L.P. and Sequoia Capital Fund, L.P. | 8-K | 001-39497 | 10.3 | July 15, 2022 |
| 10.20† | Unity Software Inc. IronSource Share Incentive Plan and related form agreements | 10-Q | 001-39497 | 10.2 | November 9, 2023 |
| 10.21 | Form of Confirmatory Offer Letter between Unity Technologies SF and Clive Downie | S-1 | 333-248255 | 10.12 | August 24, 2020 |
| 10.22 | Employment Agreement, dated June 28, 2021 between Tomer Bar-Zeev and IronSource Ltd. and Welcome Letter, dated March 16, 2023, between Unity Software Inc. and Tomer Bar-Zeev | 10-Q | 001-39497 | 10.1 | May 10, 2023 |
| 21.1* | Subsidiaries of the Registrant | ||||
| 23.1* | Consent of Independent Registered Public Accounting Firm | ||||
| 24.1* | Power of Attorney (incorporated by reference to the signatures page of this Annual Report on Form 10-K) | ||||
| 31.1* | Section 302 Certification of Principal Executive Officer | ||||
| 31.2* | Section 302 Certification of Principal Financial Officer | ||||
| 32.1*# | Section 906 Certification of Principal Executive Officer and Principal Financial Officer | ||||
| 97.1* | Executive Clawback Policy | ||||
| 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. | ||||
| Table of Contents | Unity Software Inc. |
|---|
| Incorporated by Reference | |||||
| Exhibit Number | Description of Exhibit | Form | File Number | Exhibit | Filing Date |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | ||||
| * | Filed herewith. | ||||
| † | Indicates management contract or compensatory plan. | ||||
| # | The certifications attached as Exhibit 32.1 accompany this Annual Report on Form 10-K pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed "filed" by the Registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated by reference into any of the Registrant’s filings under the Securities Act of 1933, as amended, irrespective of any general incorporation language contained in any such filing. | ||||
(b)Exhibits.
See Exhibit Index included in Item 15(a) of this Annual Report on Form 10-K.
(c)Financial Statement Schedules.
All schedules have been omitted because they are not required, not applicable, or not present in amounts sufficient to require submission of the schedule.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.