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BLACKLINE, INC.

For the period ended Dec 31, 2025. Filed Feb 26, 2026.

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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.

FY2025 · Filed Feb 26, 2026

BL$27.33+1.3%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

Documents filed as part of this report are as follows:

  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.

  1. Financial Statement Schedules:

Financial Statement Schedules have been omitted as information required is inapplicable or the information is presented in the consolidated financial statements and the related notes.

  1. Exhibits:

The documents listed in the accompanying index to exhibits are filed or incorporated by reference as part of this Annual Report on Form 10-K.

Exhibit Index

Incorporated by Reference
ExhibitNumberDescriptionFormFile No.ExhibitFiling Date
2.1Agreement and Plan of Merger, by and among SLS Breeze Holdings, Inc., SLS Breeze Intermediate Holdings, Inc., SLS Breeze Merger Sub, Inc. and BlackLine Systems, Inc., dated as of August 9, 2013.S-1333-2138992.1September 30, 2016
3.1Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Registrant, effecting a one-for-five reverse stock split.S-1/A333-2138993.2October 17, 2016
3.2Amended and Restated Certificate of Incorporation of the Registrant.10-Q001-379243.2December 12, 2016
3.3Amended and Restated Bylaws of the Registrant.8-K001-379243.1March 13, 2023
4.1Specimen Common Stock Certificate of the Registrant.S-1333-2138994.1September 30, 2016
4.2Description of Registrant’s Securities.10-K001-379244.2February 23, 2023
4.3Amended and Restated Stockholders’ Agreement, by and among the Registrant, Silver Lake Sumeru, Iconiq, Therese Tucker and Mario Spanicciati.10-Q001-379244.2December 12, 2016
4.4Amended and Restated Registration Rights Agreement, by and among the Registrant, Silver Lake Sumeru, Iconiq, Therese Tucker and Mario Spanicciati.10-Q001-379244.3December 12, 2016
4.5Indenture, dated May 15, 2021, between BlackLine, Inc. and U.S. National Association.8-K001-379244.1March 15, 2021
4.6Indenture, dated May 24, 2024, between BlackLine, Inc. and U.S. Bank Trust Company, National Association.8-K001-379244.1May 24, 2024
4.7Form of 0.00% Convertible Senior Note due 2026 (included in Exhibit 4.1).8-K001-379244.2March 15, 2021
4.8Form of 1.00% Convertible Senior Note due 2029 (included in Exhibit 4.1).8-K001-379244.2May 24, 2024
10.1+2014 Equity Incentive Plan and form of equity agreements thereunder.S-1333-21389910.6September 30, 2016
10.2+Amendment No. 1 to the 2014 Equity Incentive Plan.S-1333-21389910.7September 30, 2016
10.3+Amendment No. 2 to the 2014 Equity Incentive Plan.S-1333-21389910.8September 30, 2016
10.4+Amendment No. 3 to the 2014 Equity Incentive Plan.S-1333-21389910.9September 30, 2016
10.5+2016 Equity Incentive Plan and the form of equity award agreements thereunder.S-1/A333-21389910.10October 17, 2016
10.6+Employee Incentive Compensation Plan of the Company.S-1333-21389910.11September 30, 2016
10.7+2018 Employee Stock Purchase Plan, as amended February 12, 2025.10-Q001-3792410.2May 7, 2025
Incorporated by Reference
ExhibitNumberDescriptionFormFile No.ExhibitFiling Date
10.8+** · Change of Control and Severance Policy.
10.9+Employment Offer Letter, by and between the Company and Karole Morgan-Prager, dated as of May 4, 2015.S-1333-21389910.16September 30, 2016
10.10+Confirmatory Offer Letter, by and between the Registrant and Karole Morgan-Prager, dated as of September 29, 2016.S-1333-21389910.18September 30, 2016
10.11+Employment Offer Letter, by and between the Company and Mark Partin, dated as of December 25, 2014.S-1333-21389910.19September 30, 2016
10.12+Confirmatory Offer Letter, by and between the Registrant and Mark Partin, dated as of September 29, 2016.S-1333-21389910.20September 30, 2016
10.13+Employment Agreement between the Company and Therese Tucker, signed March 5, 2023.8-K001-3792410.1March 6, 2023
10.14+Employment Agreement between the Company and Owen Ryan, signed March 5, 2023.8-K001-3792410.2March 6, 2023
10.15+**Offer Letter, by and between the Company and Jimmy Duan, dated as of April 2, 2024.
10.16+**Offer Letter, by and between the Company and Jeremy Ung, dated as of March 5, 2024.
10.17+**Offer Letter, by and between the Company and Stuart Van Houten, dated as of December 20, 2024.
10.18+Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.S-1333-21389910.22September 30, 2016
10.19^Office Lease, by and between the Company and Douglas Emmet 2008, LLC, dated November 22, 2010.S-1333-21389910.25September 30, 2016
10.20^First Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated August 14, 2012.S-1333-21389910.26September 30, 2016
10.21^Second Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated December 26, 2013.S-1333-21389910.27September 30, 2016
10.22^Third Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated June 24, 2014.S-1333-21389910.28September 30, 2016
10.23Fourth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated January 29, 2015.S-1333-21389910.29September 30, 2016
10.24Fifth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated October 6, 2016.S-1/A333-21798110.26May 22, 2017
10.25Sixth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 10, 2017.S-1/A333-21798110.27May 22, 2017
10.26Seventh Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 18, 2017.S-1/A333-21798110.28May 22, 2017
10.27Eighth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 26, 2021.10-K001-3792410.29February 23, 2024
10.28Ninth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated June 15, 2023.10-Q001-3792410.1August 9, 2023
10.29Form of Capped Call Confirmation.8-K001-3792410.2March 15, 2021
10.30Form of Capped Call Confirmation.8-K001-3792410.2May 24, 2024
10.31Cooperation Letter Agreement, dated March 9, 2025, between the Company, Scalar Gauge Fund, L.P. and certain other parties.8-K001-3792410.1March 10, 2025
10.32Employment Agreement between the Company and Therese Tucker, signed August 8, 2025.10-Q001-3792410.1November 7, 2025
Incorporated by Reference
ExhibitNumberDescriptionFormFile No.ExhibitFiling Date
19.1BlackLine, Inc. Insider Trading Policy.10-K001-3792419.0February 21, 2025
21.1**List of subsidiaries of the Company.
23.1**Consent of Independent Registered Public Accounting Firm.
24.1**Power of Attorney (included in signature pages hereto).
31.1**Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2**Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1†Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1+Registrant’s Compensation Recovery Policy dated November 7, 2023.10-K001-3792497.1February 23, 2024
101.INS**Inline XBRL Instance Document
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
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

^ Portions of this exhibit (such portions indicated by “[***]”) have been omitted as the Company has determined the omitted information (i) is not material and (ii) would be competitively harmful to Registrant if publicly disclosed.

** Filed herewith.

  • Indicates management contract or compensatory plan.

† The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of BlackLine, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.

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