SSNI / Silver Spring Networks, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

SSNI / Silver Spring Networks, Inc. 15-12B

15-12B 1 d525390d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35828 ITRON NETWORKED SOLUTIONS, INC.

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 19, 2018, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS 1 d508406ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No. 333-217864 Registration No. 333-216612 Registration No. 333-213026 Registration No. 333-210051 Registration No. 333-207906 Registration No. 333-202452 Registration No. 333-194200 Registration No. 333-187220 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No.

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No.

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No.

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS 1 d508406ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No. 333-217864 Registration No. 333-216612 Registration No. 333-213026 Registration No. 333-210051 Registration No. 333-207906 Registration No. 333-202452 Registration No. 333-194200 Registration No. 333-187220 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No.

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS 1 d508406ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No. 333-217864 Registration No. 333-216612 Registration No. 333-213026 Registration No. 333-210051 Registration No. 333-207906 Registration No. 333-202452 Registration No. 333-194200 Registration No. 333-187220 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20

SSNI / Silver Spring Networks, Inc. S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 5, 2018 Registration No.

SSNI / Silver Spring Networks, Inc. POS AM

POS AM 1 d508374dposam.htm POS AM As filed with the Securities and Exchange Commission on January 5, 2018 Amendment No. 1 to Registration No. 333-209432 Registration No. 333-209432 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-209432 FORM S-3 REGISTRATION STATEMENT NO. 333-209432

SSNI / Silver Spring Networks, Inc. 25

25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-35828 Itron Networked Solutions, Inc. The New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or re

Restated Certificate of Incorporation.

EX-3.1 2 d509240dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SILVER SPRING NETWORKS, INC. ARTICLE I The name of this corporation is Itron Networked Solutions, Inc. (the “Company”). ARTICLE II The address of the registered office of the Corporation in the State of Delaware is 251 Little Falls Drive, City of Wilmington, County of New Castle, 19808. The name of th

Amended and Restated Bylaws.

EX-3.2 3 d509240dex32.htm EX-3.2 Exhibit 3.2 BYLAWS OF ITRON NETWORKED SOLUTIONS, INC. (A DELAWARE CORPORATION) Adopted January 5, 2018 BYLAWS OF ITRON NETWORKED SOLUTIONS, INC. (a Delaware corporation) Adopted January 5, 2018 ARTICLE 1 OFFICES 1.1 Registered Office. The registered office of Itron Networked Solutions, Inc. (the “Company”) in the State of Delaware shall be in the City of Wilmington

Itron Completes Acquisition of Silver Spring Networks to Drive Innovation and Growth in IoT Industry-defining acquisition advances ability to deliver more value-added services and outcomes- based solutions to utilities and smart cities worldwide

EX-99.2 5 d509240dex992.htm EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Itron Completes Acquisition of Silver Spring Networks to Drive Innovation and Growth in IoT Industry-defining acquisition advances ability to deliver more value-added services and outcomes- based solutions to utilities and smart cities worldwide LIBERTY LAKE, Wash. — Jan. 5, 2018 — Itron, Inc. (NASDAQ: ITRI), a world-leading te

Silver Spring Networks Stockholders Approve Merger with Itron

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Silver Spring Networks Stockholders Approve Merger with Itron LIBERTY LAKE, Wash. and SAN JOSE, Calif. ? Jan. 3, 2018 ? Itron, Inc. (NASDAQ: ITRI) and Silver Spring Networks, Inc. (NYSE: SSNI) today announced that Silver Spring Networks stockholders have approved the previously announced merger with Itron. Silver Spring Networks and Itron expect the trans

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 3, 2018 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SSNI / Silver Spring Networks, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under ? 240.

Itron Acquisition of Silver Spring Networks Clears Antitrust Review

Exhibit 99.1 FOR IMMEDIATE RELEASE Itron Acquisition of Silver Spring Networks Clears Antitrust Review LIBERTY LAKE, Wash. and SAN JOSE, Calif. ? Dec. 5, 2017 ? Itron, Inc. (NASDAQ: ITRI) and Silver Spring Networks, Inc. (NYSE: SSNI) announced today the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) with respect to Itron?s acquisition of Silver Spr

Financial Statements and Exhibits, Other Events

8-K 1 s001988x18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 5, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdic

SSNI / Silver Spring Networks, Inc. DEFM14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ?o Check the appropriate box: ? o Preliminary Proxy Statement ? o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? o Definitive Additional Materials ? o Soliciting Material under ? 240.

Silver Spring Networks, Inc. unaudited financial statements as of September 30, 2017 and December 31, 2016, and for the nine months ended September 30, 2017 and 2016 (Filed as Item 1 of Silver Spring Networks, Inc. Quarterly Report on Form 10-Q, filed November 9, 2017)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silve

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 8, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Third Quarter 2017 Financial Results

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Third Quarter 2017 Financial Results San Jose, CA ? November 8, 2017 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its third quarter ended September 30, 2017. Third Quarter Financial Highlights (all comparisons made are against the prior year period, unless otherwise stated): GAAP results: ? Revenue was $47.6 m

Second Amendment to Credit Agreement, dated as of November 2, 2017, by and among Silver Spring Networks, Inc., the lenders party thereto and Silicon Valley Bank.

EX-10.1 2 d485496dex101.htm EX-10.1 Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of November 2, 2017, is by and among (a) SILVER SPRING NETWORKS, INC., a Delaware corporation (the “Borrower”), (b) each of the lenders listed on the signature pages hereto, and (c) SILICON VALLEY BANK (“SVB”), as administrative agent for the

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 2, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks PREM14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ?o Check the appropriate box: ? Preliminary Proxy Statement ? o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? o Definitive Proxy Statement ? o Definitive Additional Materials ? o Soliciting Material under ? 240.

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 18, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

SC 13G/A 1 d468711dsc13ga.htm SILVER SPRING NETWORKS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 5* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) September 30, 2017 (Date of Event Which Requires Filing of this Statement) Check t

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

POWER OF ATTORNEY

EX-3 4 d468711dex3.htm POWER OF ATTORNEY EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc., a corporation organized and existing under the laws of the State of Delaware, constitutes and appoints Wendy J. Hills, J.J. Richie and Mark P. Buyle, and each of them severally, its true and lawful attorneys-in-fact on behalf of the corporation

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A 1 d416100ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

Silver Spring Networks DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☒ Soliciting Material Pursuant to § 240.

Cancellation and Stay Bonus Agreement, dated September 17, 2017, by and between Silver Spring Networks, Inc. and Michael Bell.

EX-10.1 4 d458992dex101.htm EX-10.1 Exhibit 10.1 EXECUTION COPY SILVER SPRING NETWORKS, INC. CANCELLATION AND STAY BONUS AGREEMENT THIS CANCELLATION AND STAY BONUS AGREEMENT (this “Agreement”) is made by and between Silver Spring Networks, Inc., a Delaware corporation (the “Company”), and Michael Bell (“Employee”), on September 17, 2017. The Company and Employee are referred to collectively as the

Agreement and Plan of Merger, dated September 17, 2017, by and among Silver Spring Networks, Inc., Itron, Inc. and Ivory Merger Sub, Inc.

EX-2.1 2 d458992dex21.htm EX-2.1 Table of Contents Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER dated as of September 17, 2017 by and among ITRON, INC., IVORY MERGER SUB, INC. And SILVER SPRING NETWORKS, INC. Table of Contents TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Additional Definitions 15 1.3 Certain Interpretations 17 Article

Amended and Restated Bylaws.

EX-3.1 3 d458992dex31.htm EX-3.1 Exhibit 3.1 SILVER SPRING NETWORKS, INC. a Delaware Corporation AMENDED AND RESTATED BYLAWS As adopted on September 17, 2017 SILVER SPRING NETWORKS, INC. AMENDED AND RESTATED BYLAWS As adopted on September 17, 2017 ARTICLE I: STOCKHOLDERS Section 1.1: Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date and tim

Itron to Acquire Silver Spring Networks to Accelerate Smart Grid and Smart City Innovation and Growth Advances strategy to provide value-added services and outcomes-based solutions Enhances capabilities that increase efficiency for utilities, smart c

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Itron to Acquire Silver Spring Networks to Accelerate Smart Grid and Smart City Innovation and Growth Advances strategy to provide value-added services and outcomes-based solutions Enhances capabilities that increase efficiency for utilities, smart cities and enterprises Accretive to non-GAAP EPS and adjusted EBITDA in 2019 Itron to host webcast today at

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d458992d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 17, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdiction

Cancellation and Stay Bonus Agreement, dated September 17, 2017, by and between Silver Spring Networks, Inc. and Michael Bell.

EX-10.1 Exhibit 10.1 EXECUTION COPY SILVER SPRING NETWORKS, INC. CANCELLATION AND STAY BONUS AGREEMENT THIS CANCELLATION AND STAY BONUS AGREEMENT (this ?Agreement?) is made by and between Silver Spring Networks, Inc., a Delaware corporation (the ?Company?), and Michael Bell (?Employee?), on September 17, 2017. The Company and Employee are referred to collectively as the ?Parties.? WHEREAS, Employe

Amended and Restated Bylaws.

EX-3.1 3 d458992dex31.htm EX-3.1 Exhibit 3.1 SILVER SPRING NETWORKS, INC. a Delaware Corporation AMENDED AND RESTATED BYLAWS As adopted on September 17, 2017 SILVER SPRING NETWORKS, INC. AMENDED AND RESTATED BYLAWS As adopted on September 17, 2017 ARTICLE I: STOCKHOLDERS Section 1.1: Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date and tim

Joint Press Release dated September 18, 2017.

EX-99.1 5 d458992dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Itron to Acquire Silver Spring Networks to Accelerate Smart Grid and Smart City Innovation and Growth Advances strategy to provide value-added services and outcomes-based solutions Enhances capabilities that increase efficiency for utilities, smart cities and enterprises Accretive to non-GAAP EPS and adjusted EBITDA in 2019 Itr

Silver Spring Networks 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 17, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Agreement and Plan of Merger, dated September 17, 2017, by and among Silver Spring Networks, Inc., Itron, Inc. and Ivory Merger Sub, Inc.

EX-2.1 2 d458992dex21.htm EX-2.1 Table of Contents Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER dated as of September 17, 2017 by and among ITRON, INC., IVORY MERGER SUB, INC. And SILVER SPRING NETWORKS, INC. Table of Contents TABLE OF CONTENTS Page Article I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Additional Definitions 15 1.3 Certain Interpretations 17 Article

SSNI / Silver Spring Networks, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spr

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Second Quarter 2017 Financial Results

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Second Quarter 2017 Financial Results San Jose, CA ? August 8, 2017 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary financial results for its second quarter ended June 30, 2017. Second Quarter Financial Highlights (all comparisons made are against the prior year period, unless otherwise stated): GAAP results: ? Revenue was

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 25, 2017 SILVER SPRING NETWORKS, INC.

Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2016

EX-1.01 Exhibit 1.01 to Form SD Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2016 This Conflict Minerals Report (“CMR”) has been prepared by Silver Spring Networks, Inc. (herein referred to, alternatively, as “Silver Spring,” “we” and “our”). This CMR for the reporting period January 1 to December 31, 2016 is presented to comply with the

Silver Spring Networks FORM SD

Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT SILVER SPRING NETWORKS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-35828 43-1966972 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 230 W. Tasman Drive, San Jose, California 9513

THIRD AMENDED AND RESTATED MASTER AGREEMENT by and between Silver Spring Networks, Inc., a Delaware corporation The City of San Antonio, acting by and through its City Public Service Board (CPS Energy) Dated July 25, 2016 TABLE OF CONTENTS

ssni-ex108274.htm Exhibit 10.8 Execution Version *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934. THIRD AMENDED AND RESTATED MASTER AGREEMENT by and between Silver Spring Networks, Inc., a Delaware corporation and The City

Silver Spring Networks 10-K/A (Annual Report)

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD

EX-99.2 Exhibit 99.2 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD Silver Spring Networks, Inc. (the “Company”) has granted you (“Grantee”) an award of Inducement Restricted Stock Units (“RSUs”) subject to this Notice of Inducement Restricted Stock Unit Award (the “Notice”) and the attached Inducement Restricted Stock Unit Award Agreement (the “Agreement”). The RSUs

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT Name: Catriona Fallon You (“Optionee”) have been granted an option (the “Option”) to purchase shares of the common stock of Silver Spring Networks, Inc. (the “Company”) subject to t

EX-99.1 Exhibit 99.1 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT Name: Catriona Fallon You (?Optionee?) have been granted an option (the ?Option?) to purchase shares of the common stock of Silver Spring Networks, Inc. (the ?Company?) subject to the terms and conditions of this Notice of Inducement Stock Option Grant and your Inducement Stock Option Agreement (together the

Silver Spring Networks S-8

S-8 As filed with the Securities and Exchange Commission on May 10, 2017 Registration No.

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT PERFORMANCE STOCK UNIT AWARD

EX-99.3 Exhibit 99.3 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT PERFORMANCE STOCK UNIT AWARD Silver Spring Networks, Inc. (the “Company”) has granted you (“Grantee”) an award of Inducement Performance Stock Units (“PSUs”) subject to this Notice of Inducement Performance Stock Unit Award (the “Notice”) and the attached Inducement Performance Stock Unit Award Agreement (the “Agreement”). The

Silver Spring Networks FORM 10Q (Quarterly Report)

10-Q 1 ssni-10q20170331.htm FORM 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis

230 West Tasman Drive, San Jose, CA 95134

EX-10.1 2 ssni-ex101195.htm EX-10.1 Exhibit 10.1 March 2, 2017 Catriona Fallon [address] Dear Catriona: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of Chief Financial Officer of the Company. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as Chief Financial Officer and will report to Mik

Silver Spring Networks Reports First Quarter 2017 Financial Results

EX-99.1 2 d366844dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports First Quarter 2017 Financial Results San Jose, CA – May 9, 2017 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary financial results for its first quarter ended March 31, 2017. First Quarter Financial Highlights (all comparisons made are against the prior year period, unless otherwise stated): GAAP

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 9, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

Silver Spring Networks DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Richard S.

Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08

EX-99.2 Exhibit 99.2 Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08 San Jose, CA ? March 27, 2017 ? Silver Spring Networks, Inc. (NYSE: SSNI) today disclosed that, in connection with the appointment of Ms. Catriona Fallon as its new Chief Financial Officer, Silver Spring expects that the Compensation Committee of the Board of Directors will grant Ms. Fallon inducement awards consi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d368231d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 27, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdiction of

Silver Spring Networks Announces Catriona Fallon as Chief Financial Officer

EX-99.1 Exhibit 99.1 Silver Spring Networks Announces Catriona Fallon as Chief Financial Officer San Jose, CA ? March 27, 2017 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced that Catriona Fallon has joined the company as Chief Financial Officer (CFO), effective March 27. With more than 20 years of leadership experience in finance, investor relations and corporate strategy and developm

Silver Spring Networks S-8

S-8 As filed with the Securities and Exchange Commission on March 10, 2017 Registration No.

Silver Spring Networks 10-K (Annual Report)

ssni-10k20161231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35828 Silve

MASTER PROCUREMENT AGREEMENT AusNet Electricity Services Pty Ltd (“AusNet Services”) ABN 91 064 651 118 Silver Spring Networks, Inc. (“Supplier”)

Exhibit 10.5 *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934. MASTER PROCUREMENT AGREEMENT between AusNet Electricity Services Pty Ltd (“AusNet Services”) ABN 91 064 651 118 and Silver Spring Networks, Inc. (“Supplier”) MPA

THIRD AMENDED AND RESTATED MASTER AGREEMENT by and between Silver Spring Networks, Inc., a Delaware corporation The City of San Antonio, acting by and through its City Public Service Board (CPS Energy) Dated July 25, 2016 TABLE OF CONTENTS

Exhibit 10.8 Execution Version *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934. THIRD AMENDED AND RESTATED MASTER AGREEMENT by and between Silver Spring Networks, Inc., a Delaware corporation and The City of San Antonio, ac

555 Broadway Street, Redwood City, CA 94063

EX-10.20 4 ssni-ex1020274.htm EX-10.20 Exhibit 10.20 January 11, 2016 Philippe Gaglione [address] Dear Philippe: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of Executive Vice President of the Internet of Things/Starfish platform. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as Executi

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d318222d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2017 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdic

Silver Spring Networks Reports Fourth Quarter and Full Year 2016 Financial Results

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Fourth Quarter and Full Year 2016 Financial Results San Jose, CA ? February 21, 2017 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary financial results for its fourth quarter and full year ended December 31, 2016. Fourth Quarter Financial Highlights (all comparisons made are against the prior year period, unless otherwise s

EX-1

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

Silver Spring Networks SILVER SPRING NETWORKS, INC. (Passive Acquisition of More Than 5% of Shares)

Silver Spring Networks, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 4* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

EX-2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

Silver Spring Networks, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 4* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

SSNI / Silver Spring Networks, Inc. / KPCB GREEN GROWTH FUND LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 2)* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2016 (Date of Event Which Re

SSNI / Silver Spring Networks, Inc. / FOUNDATION CAPITAL IV LP - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Silver Spring Networks ESP

CORRESP January 30, 2017 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Stephen Krikorian, Accounting Branch Chief Office of Information Technologies and Services Melissa Walsh, Staff Accountant Re: Silver Spring Networks, Inc.

Silver Spring Networks ESP

CORRESP December 22, 2016 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Stephen Krikorian, Accounting Branch Chief Office of Information Technologies and Services Melissa Walsh, Staff Accountant Re: Silver Spring Networks, Inc.

Silver Spring Networks FORM 10Q (Quarterly Report)

ssni-10q20160930.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3582

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 3, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Third Quarter 2016 Financial Results Solid Execution and Footprint Growth New Awards Announced Today

EX-99.1 2 d277570dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Third Quarter 2016 Financial Results Solid Execution and Footprint Growth New Awards Announced Today San Jose, CA – November 3, 2016 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its third quarter ended September 30, 2016. Third Quarter Results (all comparisons made are against the p

Silver Spring Networks ESP

SILVER SPRING NETWORKS, INC. 230 W. Tasman Drive San Jose, California 95134 (669) 770-4000 August 23, 2016 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mary Mills-Apenteng Jan Woo Division of Corporation Finance Re: Silver Spring Networks, Inc. Registration Statement on Form S-3 Originally filed February 8, 2016, as amended

Silver Spring Networks ESP

SILVER SPRING NETWORKS, INC. 230 W. Tasman Drive San Jose, California 95134 (669) 770-4000 August 23, 2016 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mary Mills-Apenteng Jan Woo Division of Corporation Finance Re: Silver Spring Networks, Inc. Registration Statement on Form S-3 Originally filed February 8, 2016, as amended

Silver Spring Networks FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on August 9, 2016 Registration No.

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD

EX-99.2 Exhibit 99.2 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD Silver Spring Networks, Inc. (the ?Company?) has granted you (?Grantee?) an award of Inducement Restricted Stock Units (?RSUs?) subject to this Notice of Inducement Restricted Stock Unit Award (the ?Notice?) and the attached Inducement Restricted Stock Unit Award Agreement (the ?Agreement?). The RSUs

Silver Spring Networks FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on August 9, 2016 Registration No.

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD

EX-99.2 Exhibit 99.2 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD Silver Spring Networks, Inc. (the ?Company?) has granted you (?Grantee?) an award of Inducement Restricted Stock Units (?RSUs?) subject to this Notice of Inducement Restricted Stock Unit Award (the ?Notice?) and the attached Inducement Restricted Stock Unit Award Agreement (the ?Agreement?). The RSUs

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT

EX-99.1 Exhibit 99.1 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT Name: Aysegul Ildeniz You (?Optionee?) have been granted an option (the ?Option?) to purchase shares of the common stock of Silver Spring Networks, Inc. (the ?Company?) subject to the terms and conditions of this Notice of Inducement Stock Option Grant and your Inducement Stock Option Agreement (together the

SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Six Months Ended June 30, Year Ended December 31, 2016 2015 2014 2013(1) 2012 2011 (in thousands) Ratio of earnings to combined fixed cha

EX-12.1 Exhibit 12.1 SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Six Months Ended June 30, Year Ended December 31, 2016 2015 2014 2013(1) 2012 2011 (in thousands) Ratio of earnings to combined fixed charges and preference dividends, if applicable 7.0 46.7 ? (2) ? (2) ? (2) ? (2) Deficiency of earnings to combined fixed charges an

Silver Spring Networks S-3/A

S-3/A Table of Contents As filed with the Securities and Exchange Commission on August 9, 2016 Registration No.

Silver Spring Networks S-3/A

S-3/A Table of Contents As filed with the Securities and Exchange Commission on August 9, 2016 Registration No.

SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Six Months Ended June 30, Year Ended December 31, 2016 2015 2014 2013(1) 2012 2011 (in thousands) Ratio of earnings to combined fixed cha

EX-12.1 Exhibit 12.1 SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Six Months Ended June 30, Year Ended December 31, 2016 2015 2014 2013(1) 2012 2011 (in thousands) Ratio of earnings to combined fixed charges and preference dividends, if applicable 7.0 46.7 ? (2) ? (2) ? (2) ? (2) Deficiency of earnings to combined fixed charges an

Silver Spring Networks FORM 10Q (Quarterly Report)

ssni-10q20160630.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Sil

Don Reeves

Exhibit 10.6 July 18, 2016 Don Reeves Dear Don, On behalf of Silver Spring Networks, Inc. (the “Company”) I am pleased to offer the following changes in your compensation. You will be paid a base salary of $425,000, subject to applicable withholding taxes and paid pursuant to the Company’s regular payroll schedule, effective July 1, 2016. This represents a 13.3% increase. In addition, the Company

555 Broadway Street, Redwood City, CA 94063

Exhibit 10.2 May 31, 2014 Ken Gianella [email] Dear Ken: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of Vice President, Finance. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as a Vice President, Finance and will report to Jim Burns the Company’s CFO and Executive Vice President. You w

Amendment #3

EX-10.7 8 ssni-ex107192.htm EX-10.7 Exhibit 10.7 *** Confidential Treatment Requested Amendment #3 Amended and Restated Services and Material Agreement This Amendment Number 3 (“Amendment #3”), effective as of February 29, 2016 (“Amendment #1 Effective Date”), between Silver Spring Networks, Inc. (“Silver Spring”) and Commonwealth Edison Company (“ComEd”) amends the Amended and Restated Services a

555 Broadway Street, Redwood City, CA 94063

Exhibit 10.5 July 6, 2016 Aysegul Ildeniz [address] Dear Ayse: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of Chief Operating Officer. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as Executive Vice President and will report to Mike Bell, President and Chief Executive Officer. You will

FIRST AMENDMENT TO CREDIT AGREEMENT

Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of June 3, 2016, is by and among (a) SILVER SPRING NETWORKS, INC., a Delaware corporation (the “Borrower”), (b) each of the lenders listed on the signature pages hereto, and (c) SILICON VALLEY BANK (“SVB”), as administrative agent for the Lenders (in such capacity, the “Administra

June 12, 2016

Exhibit 10.4 June 12, 2016 Kenneth P. Gianella [address] Dear Ken: I am pleased you have agreed to serve as interim Chief Financial Officer (“Interim CFO”) of Silver Spring Networks, Inc. (the “Company”) during the Company’s search for a permanent Chief Financial Officer. This letter (the “Agreement”) sets forth the terms of your employment as the Company’s Interim CFO and is effective as of June

ATTACHMENT A Definitions, Terms and Conditions

Exhibit 10.3 January 29, 2015 Kenneth Gianella [address] Dear Ken: On behalf of Silver Spring Networks, Inc. (the "Company"), I am pleased to offer you the opportunity to receive certain benefits in the event of your termination without cause or "constructive termination" from the Company in connection with a Change of Control. These benefits are summarized below and are qualified in their entiret

Silver Spring Networks Reports Second Quarter 2016 Financial Results Solid Execution and Footprint Growth AMI Award From Major U.S. Integrated Utility

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Second Quarter 2016 Financial Results Solid Execution and Footprint Growth AMI Award From Major U.S. Integrated Utility San Jose, CA ? August 4, 2016 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its second quarter ended June 30, 2016. Second Quarter Results (all comparisons made are against the prior year peri

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d236826d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 4, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdictio

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Richard S.

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Richard S.

AMENDED AND RESTATED SERVICES AND MATERIALS AGREEMENT Commonwealth Edison Company Silver Spring Networks, Inc. Dated as of January 25, 2012

EX-10.6 3 ssni-ex10617.htm EX-10.6 Exhibit 10.6 ***Confidential Treatment Requested EXECUTION VERSION AMENDED AND RESTATED SERVICES AND MATERIALS AGREEMENT Between Commonwealth Edison Company and Silver Spring Networks, Inc. Dated as of January 25, 2012 ***Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential tre

PHI SERVICE COMPANY – SILVER SPRING NETWORKS TERMS AND CONDITIONS FOR SUPPLY AND INSTALLATION OF SMART GRID SYSTEM

ssni-ex10516.htm Exhibit 10.5 *** Confidential Treatment Requested PHI SERVICE COMPANY ? SILVER SPRING NETWORKS TERMS AND CONDITIONS FOR SUPPLY AND INSTALLATION OF SMART GRID SYSTEM *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act o

Silver Spring Networks 10-K/A (Annual Report)

ssni-10ka20151231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Nu

Silver Spring Networks Expands Executive Team With New Chief Operating Officer, Ayse Ildeniz

EX-99.1 2 d218277dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Expands Executive Team With New Chief Operating Officer, Ayse Ildeniz San Jose, CA – July 18, 2016 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced the expansion of its executive team with the appointment of Ayse Ildeniz as Chief Operating Officer (COO), a new position within the company. The addition of a COO role

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 18, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08

EX-99.2 Exhibit 99.2 Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08 San Jose, CA ? July 18, 2016 ? Silver Spring Networks, Inc. (NYSE: SSNI) today disclosed that, in connection with the appointment of Aysegul Ildeniz as its new Chief Operating Officer, Silver Spring expects that the Compensation Committee of the Board of Directors will grant Ildeniz inducement awards consisting of

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Richard S.

Silver Spring Networks Announces CFO Transition Reaffirms Outlook for Second Quarter 2016 and Full Year 2016

EX-99.1 Exhibit 99.1 Silver Spring Networks Announces CFO Transition Reaffirms Outlook for Second Quarter 2016 and Full Year 2016 San Jose, CA ? June 6, 2016 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced that James P. Burns, the company?s Chief Financial Officer, has resigned to accept a position with another company. Mr. Burns? resignation is effective June 10, 2016. Kenneth P. Gian

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 1, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2015

EX-1.01 Exhibit 1.01 to Form SD Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2015 This Conflict Minerals Report (?CMR?) has been prepared by Silver Spring Networks, Inc. (herein referred to, alternatively, as ?Silver Spring,? ?we? and ?our?). This CMR for the reporting period January 1 to December 31, 2015 is presented to comply with the

Silver Spring Networks SD

SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT SILVER SPRING NETWORKS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-35828 43-1966972 (State or other jurisdiction of incorporation or organization ) (Commission File Number) (IRS Employer Identification No.) 230 W. Tasman Drive, San Jose, California 95134 (A

Silver Spring Networks 10-Q (Quarterly Report)

ssni-10q20160331.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Si

Silver Spring Networks Reports First Quarter 2016 Financial Results $0.02 non-GAAP Earnings Per Share on $68.9 million Top-Line 43.7% non-GAAP Gross Margin High Profile Smart Grid and Starfish Awards

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports First Quarter 2016 Financial Results $0.02 non-GAAP Earnings Per Share on $68.9 million Top-Line 43.7% non-GAAP Gross Margin High Profile Smart Grid and Starfish Awards Redwood City, CA ? May 9, 2016 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its first quarter ended March 31, 2016. First Quarter Results (all

Silver Spring Networks 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 9, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

Silver Spring Networks DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material Pursuant to ?240.

Silver Spring Networks FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on March 9, 2016 Registration No.

Silver Spring Networks 10-K (Annual Report)

ssni-10k20151231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35828 Silve

LEASE AGREEMENT Champion Station 230 West Tasman Drive San Jose, California CF TASMAN SV LLC SILVER SPRING NETWORKS, INC.

Exhibit 10.9 ***Confidential Treatment Requested LEASE AGREEMENT Champion Station 230 West Tasman Drive San Jose, California LANDLORD: CF TASMAN SV LLC TENANT: SILVER SPRING NETWORKS, INC. ***Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange

$75,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of December 18, 2015, SILVER SPRING NETWORKS, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, SILICON VALLEY BANK, as Administrative Agent, Issuing Le

EX-10.10 6 ssni-ex10109573.htm EX-10.10 Exhibit 10.10 EXECUTION VERSION $75,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of December 18, 2015, among SILVER SPRING NETWORKS, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, and SILICON VALLEY BANK, as Administrative Agent, Issuing Lender and Swingline Lender, Table of Contents Page SECTION 1 DEFINITI

September 4, 2013

Exhibit 10.19 September 4, 2013 James P. Burns [address] [email] Dear Jim: On behalf of Silver Spring Networks, Inc. (the "Company''), I am pleased to offer you the position of Executive Vice-President, Chief Financial Officer, located in Redwood City, California. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as the Executive Vice-Preside

LEASE AGREEMENT Champion Station 210 West Tasman Drive San Jose, California CF TASMAN SV LLC SILVER SPRING NETWORKS, INC.

Exhibit 10.8 ***Confidential Treatment Requested LEASE AGREEMENT Champion Station 210 West Tasman Drive San Jose, California LANDLORD: CF TASMAN SV LLC TENANT: SILVER SPRING NETWORKS, INC. ***Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange

555 Broadway Street, Redwood City, CA 94063

EX-10.11 7 ssni-ex10119242.htm EX-10.11 Exhibit 10.11 July 28, 2015 Michael Bell [address] Dear Mike: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of President and Chief Executive Officer. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as President and Chief Executive Officer and will re

ATTACHMENT A TERMINATION OF EMPLOYMENT AND SEVERANCE BENEFITS

EX-10.18 8 ssni-ex10189243.htm EX-10.18 Exhibit 10.18 October 13, 2011 Don Reeves Via Email: [email] On behalf of Silver Spring Networks, Inc. (the "Company"), I am pleased to offer you the following promotion opportunity. The terms of your new position with the Company are as set forth below: 1. Position. You will become a SVP, Smart Grid Services. Your new position with the Company will be effec

AMENDED AND RESTATED SERVICES AND MATERIALS AGREEMENT Commonwealth Edison Company Silver Spring Networks, Inc. Dated as of January 25, 2012

Exhibit 10.6 ***Confidential Treatment Requested EXECUTION VERSION AMENDED AND RESTATED SERVICES AND MATERIALS AGREEMENT Between Commonwealth Edison Company and Silver Spring Networks, Inc. Dated as of January 25, 2012 ***Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated

PHI SERVICE COMPANY – SILVER SPRING NETWORKS TERMS AND CONDITIONS FOR SUPPLY AND INSTALLATION OF SMART GRID SYSTEM

Exhibit 10.5 *** Confidential Treatment Requested PHI SERVICE COMPANY – SILVER SPRING NETWORKS TERMS AND CONDITIONS FOR SUPPLY AND INSTALLATION OF SMART GRID SYSTEM *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934. PHI SERVI

Silver Spring Networks Reports Fourth Quarter Financial Results $0.08 non-GAAP Earnings Per Share on $75 million Top-Line 47% non-GAAP Gross Margin $6.3 Million in Cash Flow from Operations

EX-99.1 2 d129706dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Fourth Quarter Financial Results $0.08 non-GAAP Earnings Per Share on $75 million Top-Line 47% non-GAAP Gross Margin $6.3 Million in Cash Flow from Operations Redwood City, CA – February 16, 2016 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its fourth quarter and year ended December

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 16, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Fourth Quarter and Full Year 2015 Supplemental Commentary February 16, 2016

EX-99.2 Exhibit 99.2 Fourth Quarter and Full Year 2015 Supplemental Commentary February 16, 2016 Related Information The following supplemental commentary is provided by management and should be referenced in conjunction with Silver Spring Networks? fourth quarter and full year 2015 financial results press release and presentation slides available on its Investor Relations website at www.ir.silver

SSNI / Silver Spring Networks, Inc. / KPCB GREEN GROWTH FUND LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2015 (Date of Event Which Re

JOINT FILING AGREEMENT

EX-1 2 d120476dex1.htm JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc., Waddell & Reed Financial Services, Inc., Waddell & Reed, Inc., Waddell & Reed Investment Management Company and Ivy Investment Management Company (the “Filing Persons”), hereby agree to file jointly a Schedule 13G and any amendments thereto relating to the aggregate ownership by each of t

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

SC 13G/A 1 d120476dsc13ga.htm SILVER SPRING NETWORKS, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 3* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check th

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

Silver Spring Networks Reports Preliminary Results for Fourth Quarter and Full Year 2015 Non-GAAP revenue $74-$75 million Non-GAAP Earnings Per Share of $0.07-$0.08 Conference Call today at 2:00 p.m. PT

EX-99.1 2 d127570dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Preliminary Results for Fourth Quarter and Full Year 2015 Non-GAAP revenue $74-$75 million Non-GAAP Earnings Per Share of $0.07-$0.08 Conference Call today at 2:00 p.m. PT Redwood City, CA – February 8, 2016 – Silver Spring Networks, Inc. (NYSE: SSNI), a leading networking platform and solutions provider for smart ener

FORM OF DEBT SECURITY

EX-4.3 Exhibit 4.3 FORM OF DEBT SECURITY [Face of Security] SILVER SPRING NETWORKS, INC. [If applicable, insert?FOR PURPOSES OF THE ORIGINAL ISSUE DISCOUNT PROVISIONS OF THE INTERNAL REVENUE CODE OF 1986, THE ISSUE PRICE OF THIS SECURITY IS % OF ITS PRINCIPAL AMOUNT AT STATED MATURITY SET FORTH BELOW (ITS ?PRINCIPAL AMOUNT?), THE AMOUNT OF ORIGINAL ISSUE DISCOUNT IS % OF ITS PRINCIPAL AMOUNT, THE

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d127570d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 8, 2016 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdiction o

SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Nine Months Ended September 30, Year Ended December 31, 2015 2014 2013(1) 2012 2011 2010 (in thousands) Ratio of earnings to combined fix

EX-12.1 Exhibit 12.1 SILVER SPRING NETWORKS, INC. Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends Nine Months Ended September 30, Year Ended December 31, 2015 2014 2013(1) 2012 2011 2010 (in thousands) Ratio of earnings to combined fixed charges and preference dividends, if applicable 14.0 ? (2) ? (2) ? (2) ? (2) ? (2) Deficiency of earnings to combined fixed ch

SILVER SPRING NETWORKS, INC. , as Trustee Dated as of , TABLE OF CONTENTS ARTICLE 1 - DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1 DEFINITIONS 1 1.2. OTHER DEFINITIONS 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONST

EX-4.4 3 d39186dex44.htm EX-4.4 Exhibit 4.4 SILVER SPRING NETWORKS, INC. And , as Trustee INDENTURE Dated as of , TABLE OF CONTENTS ARTICLE 1 - DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1 DEFINITIONS 1 1.2. OTHER DEFINITIONS 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONSTRUCTION 4 ARTICLE 2 - THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS

Silver Spring Networks S-3

S-3 1 d39186ds3.htm S-3 As filed with the Securities and Exchange Commission on February 8, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SILVER SPRING NETWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 43-1966972 (State or other jurisdiction of incorporat

Entry into a Material Definitive Agreement

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 18, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD

EX-99.2 5 d55423dex992.htm EX-99.2 Exhibit 99.2 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT AWARD Silver Spring Networks, Inc. (the “Company”) has granted you (“Grantee”) an award of Inducement Restricted Stock Units (“RSUs”) subject to this Notice of Inducement Restricted Stock Unit Award (the “Notice”) and the attached Inducement Restricted Stock Unit Award Agreement

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT PERFORMANCE STOCK UNIT AWARD

EX-99.3 Exhibit 99.3 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT PERFORMANCE STOCK UNIT AWARD Silver Spring Networks, Inc. (the ?Company?) has granted you (?Grantee?) an award of Inducement Performance Stock Units (?PSUs?) subject to this Notice of Inducement Performance Stock Unit Award (the ?Notice?) and the attached Inducement Performance Stock Unit Award Agreement (the ?Agreement?). The

SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT

EX-99.1 4 d55423dex991.htm EX-99.1 Exhibit 99.1 SILVER SPRING NETWORKS, INC. NOTICE OF INDUCEMENT STOCK OPTION GRANT Name: Michael Bell You (“Optionee”) have been granted an option (the “Option”) to purchase shares of the common stock of Silver Spring Networks, Inc. (the “Company”) subject to the terms and conditions of this Notice of Inducement Stock Option Grant and your Inducement Stock Option

Silver Spring Networks S-8

S-8 1 d55423ds8.htm S-8 As filed with the Securities and Exchange Commission on November 9, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SILVER SPRING NETWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 43-1966972 (State or other jurisdiction of incorpor

555 Broadway Street, Redwood City, CA 94063

EX-10.1 2 ssni-ex101132.htm EX-10.1 Exhibit 10.1 July 28, 2015 Michael Bell 868 Robb Road Palo Alto, CA 94306 Dear Mike: On behalf of Silver Spring Networks, Inc. (the “Company”), I am pleased to offer you the position of President and Chief Executive Officer. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as President and Chief Executive

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Netwo

Silver Spring Networks Reports Third Quarter 2015 Financial Results $0.10 non-GAAP Earnings Per Share on $75 million Top-Line 51% Growth in non-GAAP Gross Profit 29% Growth in Endpoints Delivered $4 Million in Positive Cash Flow from Operations

Exhibit 99.1 Exhibit 99.1 Silver Spring Networks Reports Third Quarter 2015 Financial Results $0.10 non-GAAP Earnings Per Share on $75 million Top-Line 51% Growth in non-GAAP Gross Profit 29% Growth in Endpoints Delivered $4 Million in Positive Cash Flow from Operations Redwood City, CA ? November 3, 2015 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its third q

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d17707d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 3, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdicti

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 27, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

POWER OF ATTORNEY

Unassociated Document POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Richard S.

Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08

EX-99.2 Exhibit 99.2 Silver Spring Networks Disclosure Pursuant to NYSE Rule 303A.08 Redwood City, CA ? September 2, 2015 ? Silver Spring Networks, Inc. (NYSE: SSNI) today disclosed that, in connection with the appointment of Mr. Michael Bell as its new CEO and President, Silver Spring expects that the Compensation Committee of the Board of Directors will grant Mr. Bell inducement awards consistin

Michael Bell Named Silver Spring Networks’ President and Chief Executive Officer and Member of the Board of Directors Scott Lang Transitions to Executive Chairman

EX-99.1 Exhibit 99.1 Michael Bell Named Silver Spring Networks? President and Chief Executive Officer and Member of the Board of Directors Scott Lang Transitions to Executive Chairman Redwood City, CA ? September 2, 2015 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced that Michael Bell has been appointed as Silver Spring?s President and Chief Executive Officer and has also been appoint

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 2, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SILVER SPRING NETWORKS, INC. 2012 EQUITY INCENTIVE PLAN (share numbers adjusted for reverse stock split effected February 11, 2013) (as amended August 21, 2013)

SILVER SPRING NETWORKS, INC. 2012 EQUITY INCENTIVE PLAN (share numbers adjusted for reverse stock split effected February 11, 2013) (as amended August 21, 2013) 1.PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company by offering them an opportunity to particip

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Networks, In

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 5, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Second Quarter 2015 Financial Results 9% Growth in Non-GAAP Revenue 41% Growth in Non-GAAP Gross Profit 19% Top-Line Growth in Managed Services and SaaS $9.6 Million in Positive Cash Flow from Operations

EX-99.1 2 d99218dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Second Quarter 2015 Financial Results 9% Growth in Non-GAAP Revenue 41% Growth in Non-GAAP Gross Profit 19% Top-Line Growth in Managed Services and SaaS $9.6 Million in Positive Cash Flow from Operations Redwood City, CA – August 5, 2015 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for i

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 27, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks SD

SD 1 d937675dsd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT SILVER SPRING NETWORKS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-35828 43-1966972 (State or other jurisdiction of incorporation or organization ) (Commission File Number) (IRS Employer Identification No.) 555 Broadway Street, Redwood C

Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2014

EX-1.01 Exhibit 1.01 to Form SD Silver Spring Networks, Inc. Conflict Minerals Report For The Reporting Period January 1 to December 31, 2014 This Conflict Minerals Report (?CMR?) has been prepared by Silver Spring Networks, Inc. (herein referred to, alternatively, as ?Silver Spring,? ?we? and ?our?). This CMR for the reporting period January 1 to December 31, 2014 is presented to comply with the

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Networks, I

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports First Quarter 2015 Financial Results 18% Year-over-Year Growth in Non-GAAP Gross Profit 60% Top-Line Growth in New Solutions Record Managed Services and SaaS Top-Line Five New International Signings

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports First Quarter 2015 Financial Results 18% Year-over-Year Growth in Non-GAAP Gross Profit 60% Top-Line Growth in New Solutions Record Managed Services and SaaS Top-Line Five New International Signings Redwood City, CA ? May 7, 2015 ? Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its first quarter ended March 31, 20

Silver Spring Networks DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Ru

Silver Spring Networks 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Ru

ATTACHMENT A Definitions, Terms and Conditions

EXHIBIT 10.7 November 3, 2014 Scott Lang [address] Dear Scott: On behalf of Silver Spring Networks, Inc. (the ?Company?), I hereby offer you the opportunity to receive revised benefits in the event of your termination without cause or ?constructive termination? from the Company. These revised benefits are summarized below and are qualified in their entirety by the definitions, terms and conditions

SSNI / Silver Spring Networks, Inc. S-8 - - FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on March 2, 2015 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

10-K 1 ssni-20141231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2014 OR ◻TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

CHED Services Pty Ltd ABN 14 112 304 622 FRAMEWORK AGREEMENT Contractor: Silver Spring Networks Inc Contractor?s ABN: 25 630 693 963

EXHIBIT 10.12 ***Confidential Treatment Requested CHED Services Pty Ltd ABN 14 112 304 622 FRAMEWORK AGREEMENT Contractor: Silver Spring Networks Inc Contractor’s ABN: 25 630 693 963 Advanced Metering Infrastructure Technology and Network Design *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment

L e t t e r o f A u t h o r i z a t i o n; C o n s u l t a n t N D A

EX-10.11 2 ssni-20141231ex1011eea00.htm EX-10.11 *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934. L e t t e r o f A u t h o r i z a t i o n; C o n s u l t a n t N D A Date:February 01, 2012 To:AT&T 2359 Perimeter Pointe Pkw

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

Silver Spring Networks, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 2* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

POWER OF ATTORNEY

EX-3 4 d869190dex3.htm POWER OF ATTORNEY EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc., a corporation organized and existing under the laws of the State of Delaware, constitutes and appoints Adlynn K. Harte, Wendy J. Hills and Kristen A. Richards and each of them severally, its true and lawful attorneys-in-fact on behalf of the co

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 9, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Fourth Quarter 2014 Financial Results Record Operating Cash Flow of $13.6 Million in Q4 41% Top-Line Growth in New Solutions Year-over-Year 17% Top-Line Growth in Managed Services & SaaS Year-over-Year Gross Margin up 1

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Fourth Quarter 2014 Financial Results Record Operating Cash Flow of $13.6 Million in Q4 41% Top-Line Growth in New Solutions Year-over-Year 17% Top-Line Growth in Managed Services & SaaS Year-over-Year Gross Margin up 11 Points Year-over-Year Redwood City, CA – February 9, 2015 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 6, 2015 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 23, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Network

Silver Spring Networks Chairman, President and CEO Scott Lang Announces CEO Succession Plan

EX-99.1 2 d818532dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Chairman, President and CEO Scott Lang Announces CEO Succession Plan Redwood City, CA – November 5, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI), a leading networking platform and solutions provider for smart energy networks, today announced that Chairman, President, and CEO Scott Lang will transition into the role of Exec

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 3, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Silver Spring Networks Reports Solid Third Quarter Financial Results 11% Sequential Growth in Non-GAAP Revenue, 18% Year-on-Year Growth in New Solutions Non-GAAP Revenue, Expands Footprint to Nearly 20 Million Connected Devices

EX-99.1 2 d817790dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Solid Third Quarter Financial Results 11% Sequential Growth in Non-GAAP Revenue, 18% Year-on-Year Growth in New Solutions Non-GAAP Revenue, Expands Footprint to Nearly 20 Million Connected Devices Redwood City, CA – November 5, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary unaudited finan

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 5, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Costs Associated with Exit or Disposal Activities

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 16, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ?QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Networks, In

Financial Statements and Exhibits, Results of Operations and Financial Condition

Prepared by R.R. Donnelley Financial - Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2014 SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or

Silver Spring Networks Reports Second Quarter Financial Results

Prepared by R.R. Donnelley Financial - EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Second Quarter Financial Results Redwood City, CA – August 6, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary unaudited financial results for its second quarter of 2014. Q2 2014 Results • Non-GAAP revenue was $63.6 million. • GAAP revenue was $41.6 million. • Non-GAAP gross margi

SSNI / Silver Spring Networks, Inc. CORRESP - -

CORRESP July 24, 2014 VIA EDGAR AND OVERNIGHT COURIER United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Barbara Jacobs, Assistant Director Mitchell Austin, Staff Attorney Craig Wilson, Senior Assistant Chief Accountant Morgan Youngwood, Staff Accountant Re: Silver Spring Networks, Inc.

-

CORRESP June 27, 2014 VIA EDGAR AND OVERNIGHT COURIER United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Barbara Jacobs, Assistant Director Mitchell Austin, Staff Attorney Craig Wilson, Senior Assistant Chief Accountant Morgan Youngwood, Staff Accountant Re: Silver Spring Networks, Inc.

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Prepared by R.R. Donnelley Financial - Letter to the SEC June 13, 2014 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attn: Morgan Youngwood, Staff Accountant Mitchell Austin, Staff Attorney Barbara Jacobs, Assistant Director Craig Wilson, Senior Assistant Chief Accountant Re: Silver Spring Networks, Inc. Form 10-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 5, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Other Events - FORM 8-K

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 6, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

Prepared by R.R. Donnelley Financial - Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 20, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or o

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 Silver Spring Networks, I

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d723070d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdictio

Silver Spring Networks Reports First Quarter Financial Results

EX-99.1 2 d723070dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports First Quarter Financial Results Redwood City, CA – May 6, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for its first quarter of 2014. Q1 2014 Results (all comparisons made are against the prior year period) • Non-GAAP revenue was $71.8 million, down 3%. • GAAP revenue was $44.2 mil

- DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 28, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

- S-8

S-8 1 d681806ds8.htm S-8 As filed with the Securities and Exchange Commission on February 27, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SILVER SPRING NETWORKS, INC. (Exact name of registrant as specified in its charter) Delaware 43-1966972 (State or other jurisdiction of incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35828 Silver Spring Networks, Inc.

SSNI / Silver Spring Networks, Inc. / KPCB GREEN GROWTH FUND LLC - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2013 (Date of Event Which Req

Silver Spring Networks Reports Fourth Quarter and Full Year 2013 Financial Results Non-GAAP Revenue Growth of 13% for the Full Year Record Backlog of $875 Million, up 17% Year-Over-Year Expanded Estimated U.S. Market Share in 2013

EX-99.1 2 d674339dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Fourth Quarter and Full Year 2013 Financial Results Non-GAAP Revenue Growth of 13% for the Full Year Record Backlog of $875 Million, up 17% Year-Over-Year Expanded Estimated U.S. Market Share in 2013 Redwood City, CA – February 10, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced financial results for i

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 10, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SSNI / Silver Spring Networks, Inc. / FOUNDATION CAPITAL IV LP - FORM 13G Passive Investment

FORM 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Silver Spring Networks, Inc.

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

Silver Spring Networks, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1* Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

Silver Spring Networks Reports Preliminary Results for Fourth Quarter and Full Year 2013

EX-99.1 2 d657469dex991.htm EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Preliminary Results for Fourth Quarter and Full Year 2013 Redwood City, CA – January 16, 2014 – Silver Spring Networks, Inc. (NYSE: SSNI), a leading networking platform and solutions provider for smart energy networks, today announced preliminary financial results for its fourth quarter and year ended December 31, 2013

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d657469d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 16, 2014 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC. (Exact name of Registrant as specified in its charter) Delaware 001-35828 43-1966972 (State or other jurisdict

EXHIBIT 2

Identification and Classification of the Subsidiary Which Acquired the Security EXHIBIT 2 Waddell & Reed Investment Management Company - Tax ID No. 48-1106973 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940 Ivy Investment Management Company - Tax ID No. 03-0481447 Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940

SSNI / Silver Spring Networks, Inc. / WADDELL & REED FINANCIAL INC - SILVER SPRING NETWORKS, INC. Passive Investment

Silver Spring Networks, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Silver Spring Networks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 82817Q103 (CUSIP Number) November 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

SmartMeter Program Upgrade Supply Agreement Pacific Gas and Electric Company Silver Spring Networks Effective July 15, 2008

Exhibit 10.11 ***Confidential Treatment Requested SmartMeter Program Upgrade Supply Agreement Pacific Gas and Electric Company Silver Spring Networks Effective July 15, 2008 *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934,

JOINT FILING AGREEMENT

Joint Filing Agreement EXHIBIT 1 JOINT FILING AGREEMENT Waddell & Reed Financial, Inc.

POWER OF ATTORNEY

Power of Attorney EXHIBIT 3 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT: The undersigned, Waddell & Reed Financial, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numb

Silver Spring Networks Appoints Peter Van Camp, Executive Chairman of Equinix, to its Board of Directors

EX-99.01 Exhibit 99.01 Silver Spring Networks Appoints Peter Van Camp, Executive Chairman of Equinix, to its Board of Directors Redwood City, CA – November 22, 2013 – Silver Spring Networks, Inc. (NYSE: SSNI), a leading networking platform and solutions provider for smart energy networks, today announced the appointment of Peter Van Camp to its Board of Directors. “We are pleased to have Peter joi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 20, 2013 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35828 S

SILVER SPRING NETWORKS, INC. 2012 EQUITY INCENTIVE PLAN (share numbers adjusted for reverse stock split effected February 11, 2013) (as amended August 21, 2013)

Exhibit 10.3 SILVER SPRING NETWORKS, INC. 2012 EQUITY INCENTIVE PLAN (share numbers adjusted for reverse stock split effected February 11, 2013) (as amended August 21, 2013) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company by offering them an opportuni

Attachment A TERMINATION OF EMPLOYMENT AND SEVERANCE BENEFITS

Exhibit 10.16 September 4, 2013 James P. Burns Via email Dear Jim: On behalf of Silver Spring Networks, Inc. (the ?Company?), I am pleased to offer you the position of Executive Vice-President, Chief Financial Officer, located in Redwood City, California. The terms of your new position with the Company are as set forth below: 1. Position. You will be employed as the Executive Vice-President, Chief

SILVER SPRING NETWORKS, INC. AMENDED AND RESTATED 2003 STOCK OPTION PLAN adopted by the Board and Stockholders on November 24, 2003 (amended on December 31, 2003, June 17, 2004, February 11, 2005, May 19, 2005, December 28, 2005, June 1, 2007, Decemb

EX-10.2 2 d586409dex102.htm EX-10.2 Exhibit 10.2 SILVER SPRING NETWORKS, INC. AMENDED AND RESTATED 2003 STOCK OPTION PLAN adopted by the Board and Stockholders on November 24, 2003 (amended on December 31, 2003, June 17, 2004, February 11, 2005, May 19, 2005, December 28, 2005, June 1, 2007, December 5, 2007, September 29, 2008, December 16, 2008, March 18, 2009, August 21, 2009, October 9, 2009,

Silver Spring Networks Reports Third Quarter 2013 Financial Results Record $94.2 Million Non-GAAP Revenue Record Non-GAAP Gross Profit Margin of 42% Generated $21 Million in Operating Cash Flow

EX-99.1 Exhibit 99.1 Silver Spring Networks Reports Third Quarter 2013 Financial Results Record $94.2 Million Non-GAAP Revenue Record Non-GAAP Gross Profit Margin of 42% Generated $21 Million in Operating Cash Flow Redwood City, CA – October 30, 2013 – Silver Spring Networks, Inc. (NYSE: SSNI) today announced preliminary unaudited financial results for its third quarter and nine month period ended

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 30, 2013 SILVER SPRING NETWORKS, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K/A

Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 5, 2013 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

Jim Burns Named Silver Spring Networks’ Chief Financial Officer John Joyce Continues as Vice Chairman to Focus on Strategy and Corporate Development

Exhibit 99.01 Jim Burns Named Silver Spring Networks’ Chief Financial Officer John Joyce Continues as Vice Chairman to Focus on Strategy and Corporate Development Redwood City, CA, September 5, 2013 - Silver Spring Networks, Inc. (NYSE: SSNI) today announced that Jim Burns is joining the company as Executive Vice President and Chief Financial Officer. John Joyce, the company’s current Vice Chairma

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 5, 2013 Date of Report (Date of earliest event reported) SILVER SPRING NETWORKS, INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Form 10-Q Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35

SmartMeter Program Upgrade Supply Agreement Pacific Gas and Electric Company Silver Spring Networks Effective July 15, 2008

Exhibit 10.11 ***Confidential Treatment Requested SmartMeter Program Upgrade Supply Agreement Pacific Gas and Electric Company Silver Spring Networks Effective July 15, 2008 *** Certain omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2 promulgated under the Securities Exchange Act of 1934,