BLACKLINE INC
For the period ended Dec 31, 2023. Filed Feb 23, 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 23, 2024
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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Item 15. Exhibit and Financial Statement Schedules
Documents filed as part of this report are as follows:
- 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.
- 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.
- 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 | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
| 2.1 | Agreement 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-1 | 333-213899 | 2.1 | September 30, 2016 |
| 3.1 | Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Registrant, effecting a one-for-five reverse stock split. | S-1/A | 333-213899 | 3.2 | October 17, 2016 |
| 3.2 | Amended and Restated Certificate of Incorporation of the Registrant. | 10-Q | 001-37924 | 3.2 | December 12, 2016 |
| 3.3 | Amended and Restated Bylaws of the Registrant. | 8-K | 001-37924 | 3.1 | March 13, 2023 |
| 4.1 | Specimen Common Stock Certificate of the Registrant. | S-1 | 333-213899 | 4.1 | September 30, 2016 |
| 4.2 | Description of Registrant’s Securities | 10-K | 001-37924 | 4.2 | February 23, 2023 |
| 4.3 | Amended and Restated Stockholders’ Agreement, by and among the Registrant, Silver Lake Sumeru, Iconiq, Therese Tucker and Mario Spanicciati. | 10-Q | 001-37924 | 4.2 | December 12, 2016 |
| 4.4 | Amended and Restated Registration Rights Agreement, by and among the Registrant, Silver Lake Sumeru, Iconiq, Therese Tucker and Mario Spanicciati. | 10-Q | 001-37924 | 4.3 | December 12, 2016 |
| 4.5 | Form of Senior Indenture. | S-3 | 333- 221500 | 4.5 | November 13, 2017 |
| 4.6 | Form of Subordinated Indenture. | S-3 | 333- 221500 | 4.6 | November 13, 2017 |
| 4.7 | Indenture, dated as of August 13, 2019, between the Company and U.S. Bank National Association. | 8-K | 001-37924 | 4.1 | August 13, 2019 |
| 4.8 | Form of 0.125% Convertible Senior Note due 2024 (included in Exhibit 4.7). | 8-K | 001-37924 | 4.1 | August 13, 2019 |
| 10.1^ | Software Development Cooperation Agreement, by and between the Company and SAP AG, effective as of October 1, 2013. | S-1 | 333-213899 | 10.1 | September 30, 2016 |
| 10.2 | Amendment No. 1 to Software Development Cooperation Agreement, by and between the Company and SAP AG, effective as of October 31, 2018 | 10-K | 001-37924 | 10.2 | February 28, 2019 |
| 10.3+ | 2014 Equity Incentive Plan and form of equity agreements thereunder. | S-1 | 333-213899 | 10.6 | September 30, 2016 |
| 10.4+ | Amendment No. 1 to the 2014 Equity Incentive Plan. | S-1 | 333-213899 | 10.7 | September 30, 2016 |
| 10.5+ | Amendment No. 2 to the 2014 Equity Incentive Plan. | S-1 | 333-213899 | 10.8 | September 30, 2016 |
| 10.6+ | Amendment No. 3 to the 2014 Equity Incentive Plan. | S-1 | 333-213899 | 10.9 | September 30, 2016 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
| 10.7+ | 2016 Equity Incentive Plan and the form of equity award agreements thereunder. | S-1/A | 333-213899 | 10.10 | October 17, 2016 |
| 10.8+ | Employee Incentive Compensation Plan of the Company. | S-1 | 333-213899 | 10.11 | September 30, 2016 |
| 10.9+ | 2018 Employee Stock Purchase Plan. | 10-Q | 001-37924 | 10.2 | August 8, 2018 |
| 10.10+ | Form of Change of Control and Severance Policy. | S-1 | 333-213899 | 10.13 | September 30, 2016 |
| 10.11+ | Executive Employment Agreement, by and between the Registrant and Therese Tucker, effective as of January 1, 2016. | S-1 | 333-213899 | 10.14 | September 30, 2016 |
| 10.12+ | Employment Offer Letter, by and between the Company and Karole Morgan-Prager, dated as of May 4, 2015. | S-1 | 333-213899 | 10.16 | September 30, 2016 |
| 10.13+ | Confirmatory Offer Letter, by and between the Registrant and Karole Morgan-Prager, dated as of September 29, 2016. | S-1 | 333-213899 | 10.18 | September 30, 2016 |
| 10.14+ | Employment Offer Letter, by and between the Company and Mark Partin, dated as of December 25, 2014. | S-1 | 333-213899 | 10.19 | September 30, 2016 |
| 10.15+ | Confirmatory Offer Letter, by and between the Registrant and Mark Partin, dated as of September 29, 2016. | S-1 | 333-213899 | 10.20 | September 30, 2016 |
| 10.16+ | Employment Offer Letter, by and between the Registrant and Marc Huffman, dated as of January 8, 2018. | 10-Q | 001-37924 | 10.18 | May 9, 2018 |
| 10.17+ | Employment Agreement between the Company and Therese Tucker, signed March 5, 2023. | 8-K | 001-37924 | 10.1 | March 6, 2023 |
| 10.18+ | Employment Agreement between the Company and Owen Ryan, signed March 5, 2023. | 8-K | 001-37924 | 10.2 | March 6, 2023 |
| 10.19+ | Separation Agreement and Release between the Company and March Huffman, singed March 5, 2023. | 8-K | 001-37924 | 10.3 | March 6, 2023 |
| 10.20+ | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. | S-1 | 333-213899 | 10.22 | September 30, 2016 |
| 10.21^ | Office Lease, by and between the Company and Douglas Emmet 2008, LLC, dated November 22, 2010. | S-1 | 333-213899 | 10.25 | September 30, 2016 |
| 10.22^ | First Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated August 14, 2012. | S-1 | 333-213899 | 10.26 | September 30, 2016 |
| 10.23^ | Second Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated December 26, 2013. | S-1 | 333-213899 | 10.27 | September 30, 2016 |
| 10.24^ | Third Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated June 24, 2014. | S-1 | 333-213899 | 10.28 | September 30, 2016 |
| 10.25 | Fourth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated January 29, 2015. | S-1 | 333-213899 | 10.29 | September 30, 2016 |
| 10.26 | Fifth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated October 6, 2016. | S-1/A | 333-217981 | 10.26 | May 22, 2017 |
| 10.27 | Sixth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 10, 2017. | S-1/A | 333-217981 | 10.27 | May 22, 2017 |
| 10.28 | Seventh Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 18, 2017. | S-1/A | 333-217981 | 10.28 | May 22, 2017 |
| 10.29^** | Eighth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated May 26, 2021. | ||||
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date |
| 10.30 | Ninth Amendment to Office Lease, by and between the Company and Douglas Emmett 2008, LLC, dated June 15, 2023. | 10-Q | 001-37924 | 10.1 | August 9, 2023 |
| 10.31 | Form of Capped Call Confirmation. | 8-K | 001-37924 | 10.2 | August 13, 2019 |
| 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 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. | ||||
| 31.3** | 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 Officers 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. | ||||
| 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 | ||||
| 104 | Cover 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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