Основная статистика
| LEI | 549300NW34K5PVZGTN68 |
| CIK | 1747748 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Qualtrics International Inc - Class A
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| July 10, 2023 |
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 001-39952 Qualtrics International Inc. (Exact name of registrant as specifie |
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| June 30, 2023 |
XM / Qualtrics International Inc - Class A / Smith Ryan S - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Ryan Smith Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 385-203-4999 (Name |
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| June 28, 2023 |
Amended and Restated Certificate of Incorporation of Qualtrics International Inc. Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF QUALTRICS INTERNATIONAL INC. FIRST: The name of the corporation (which is hereinafter referred to as the “Corporation”) is Qualtrics International Inc. SECOND: The name and address of the registered agent in the State of Delaware is The Corporation Trust Company, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801 |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 28, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
Exhibit 99.1 Silver Lake and CPP Investments Complete Acquisition of Qualtrics Significant new investments from Accel and BDT & MSD Partners underscore Qualtrics’ market opportunity and growth potential Positions the pioneer and leader in Experience Management for its next chapter of growth at scale Qualtrics shareholders to receive $18.15 per share in cash PROVO, Utah & SEATTLE – June 28, 2023 – |
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| June 28, 2023 |
Amended and Restated Bylaws of Qualtrics International Inc. Exhibit 3.2 QUALTRICS INTERNATIONAL INC. a Delaware corporation AMENDED AND RESTATED BYLAWS QUALTRICS INTERNATIONAL INC. a Delaware corporation AMENDED AND RESTATED BYLAWS TABLE OF CONTENTS Page Article I: STOCKHOLDERS 1 Section 1.1: Annual Meetings 1 Section 1.2: Special Meetings 1 Section 1.3: Notice of Meetings 1 Section 1.4: Adjournments 1 Section 1.5: Quorum 2 Section 1.6: Organization 2 Sect |
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| June 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 23, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission F |
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| May 25, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 24, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission F |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2023 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: 001-39952 QUALTRICS |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 24, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| April 24, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement QUALTRICS INTE |
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| April 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 20, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| April 20, 2023 |
Exhibit 99.1 Qualtrics Announces First Quarter 2023 Financial Results •Q1 2023 total revenue of $409.8M, up 22% year over year •Q1 2023 subscription revenue of$339.8M, up 21% year over year •Total remaining performance obligations1 of $2,135.1M, up 21% year over year •Next 12 months remaining performance obligations of $1,206.0M, up 17% year over year PROVO, Utah and SEATTLE April 20, 2023– Qualtr |
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| April 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant. ý 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( |
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| April 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant. ý 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)) ¨ Definiti |
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| April 12, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14C (Form Type) QUALTRICS INTERNATIONAL INC. |
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| April 12, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement QUALTRICS INTE |
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| March 13, 2023 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among QUARTZ HOLDCO, LLC, QUARTZ MERGERCO, INC. and QUALTRICS INTERNATIONAL INC. Dated as of March 12, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS SECTION 1.01 Definitions 2 Article II THE MERGER SECTION 2.01 The Merger 12 SECTION 2.02 Closing 12 SECTION 2.03 Effective Time 12 SECTION 2.04 Effects of the Merger 12 SECTION 2.05 Certificate of Incorpora |
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| March 13, 2023 |
Exhibit 99.1 Qualtrics to be Acquired by Silver Lake and CPP Investments for $12.5 Billion Reaches definitive agreement to become an independent, private company Positions the pioneer and leader in Experience Management for its next chapter of growth at scale Qualtrics shareholders to receive $18.15 per share in cash, a 73% premium to 30-day unaffected VWAP PROVO, Utah & SEATTLE – March 12, 2023 – |
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| March 13, 2023 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| March 13, 2023 |
Exhibit 2.2 SEPARATION AGREEMENT This Separation Agreement (this “Agreement”), dated as of March 12, 2023 (the “Effective Date”), is entered into by and between SAP SE, a European Company (Societas Europaea), registered in accordance with the corporate laws of Germany and the European Union (“SAP”), and Qualtrics International Inc., a Delaware corporation (“Qualtrics”, with each of SAP and Qualtri |
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| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 12, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| March 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 5, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| March 6, 2023 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| February 24, 2023 |
to the U.S. Securities and Exchange Commission dated February Exhibit 16.1 February 24, 2023 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Qualtrics International Inc. (the Company) and, under the date of February 24, 2023, we reported on the consolidated financial statements of the Company as of and for the years ended December 31, 2022 and 2021, and the effectiveness of internal |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 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: 001-39952 QUALTRICS INTE |
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| February 24, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 21, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commiss |
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| February 24, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Qualtrics International Inc. |
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| February 24, 2023 |
List of subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of Qualtrics International Inc. Name of Subsidiary Jurisdiction of Incorporation or Organization Qualtrics, LLC Delaware New Debden Merger Sub II LLC Delaware Qualtrics Holdings Inc. Delaware Delighted, LLC Delaware Statwing, LLC Delaware IP Asset Holdings, LLC Delaware TM Property Holdings, LLC Delaware Clarabridge, Inc. Delaware Engagor, Inc. Delaware SurveyVitals A Qua |
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| February 24, 2023 |
As filed with the Securities and Exchange Commission on February 24, 2023 As filed with the Securities and Exchange Commission on February 24, 2023 Registration No. |
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| February 24, 2023 |
Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Qualtrics International Inc., or Qualtrics, we, our or us, had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, or the Exchange Act: our Class A common stock, par value $0.0001 per share. The |
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| February 14, 2023 |
XM / Qualtrics International Inc. Class A / TIGER GLOBAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 9, 2023 |
XM / Qualtrics International Inc. Class A / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Qualtrics International Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 747601201 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru |
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| February 1, 2023 |
XM / Qualtrics International Inc. Class A / Silver Lake Group, L.L.C. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| January 26, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 26, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| January 26, 2023 |
SAP to Explore a Sale of its Stake in Qualtrics Exhibit 99.1 SAP to Explore a Sale of its Stake in Qualtrics In line with SAP’s strategic initiative to streamline its portfolio, SAP has decided to explore a sale of its stake in Qualtrics. This would be a continuation of the strategy we set at the time of the Qualtrics IPO in 2021. SAP believes that this potential transaction could unlock significant value for both companies and their shareholde |
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| January 25, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 25, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| January 25, 2023 |
Exhibit 99.1 Qualtrics Announces Fourth Quarter and Full Year 2022 Financial Results •Full Year 2022 total revenue of $1,458.6M, up 36% year over year •Q4 2022 total revenue of $389.1M, up 23% year over year •Full Year 2022 subscription revenue of $1,223.7M, up 41% year over year •Q4 2022 subscription revenue of $327.6M, up 26% year over year •Total remaining performance obligations1 of $2,174.6M, |
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| January 17, 2023 |
XM / Qualtrics International Inc. Class A / Smith Ryan S - SC 13D/A Activist Investment SC 13D/A 1 ryansmithschedule13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Ryan Smith Qualtrics International Inc. 333 West River P |
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| January 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 11, 2023 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| January 11, 2023 |
Excerpt of email to Qualtrics employees on January 11, 2023 Exhibit 99.1 Excerpt of email to Qualtrics employees on January 11, 2023 Team, Being able to adapt to dynamic markets and changing customer needs will be more critical than ever in this coming year. How we focus through this is critical to achieving our goals. . . . And as a result, we're now aligning resources to these highest priorities. This involves making difficult decisions, including creati |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 14, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commiss |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2022 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: 001-39952 QUALT |
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| October 24, 2022 |
Exhibit 99.1 Qualtrics Announces Third Quarter 2022 Financial Results ?Q3 2022 total revenue of $377.5M, up 39% year over year ?Q3 2022 subscription revenue of $314.8M, up 43% year over year ?Total remaining performance obligations1 of $1,894.7M, up 39% year over year ?Next 12 months remaining performance obligations of $1,047.2M, up 34% year over year PROVO, Utah and SEATTLE October 24, 2022 ? Qu |
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| October 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 24, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| October 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 24, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorpor |
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| August 19, 2022 |
Exhibit 99.1 Qualtrics Appoints Robin Manherz to Board of Directors Tenured SAP leader replaces retiring board member DJ Paoni PROVO, Utah & SEATTLE? Aug. 19, 2022 - Qualtrics (Nasdaq: XM), the leader and creator of the experience management (XM) category, today announced that SAP Chief Operating Officer for Customer Success Robin Manherz, has joined the company?s Board of Directors. Manherz repla |
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| August 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 15, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissio |
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| August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2022 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: 001-39952 QUALTRICS |
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| July 20, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 20, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| July 20, 2022 |
Exhibit 99.1 Qualtrics Announces Second Quarter 2022 Financial Results ?Q2 2022 total revenue of $356.4M, up 43% year over year ?Q2 2022 subscription revenue of $300.6M, up 47% year over year ?Total remaining performance obligations1 of $1,798.0M, up 39% year over year ?Next 12 months remaining performance obligations of $1,038.3M, up 38% year over year PROVO, Utah and SEATTLE July 20, 2022? Qualt |
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| June 16, 2022 |
Exhibit 99.7 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR U.S. EMPLOYEES UNDER THE 2021 QUALTRICS INTERNATIONAL INC. EMPLOYEE OMNIBUS EQUITY PLAN Name of Grantee: Ryan Smith No. of Restricted Stock Units: 6,000,000 Grant Date: 01-Feb-2021 Pursuant to the 2021 Qualtrics International Inc. Employee Omnibus Equity Plan as amended through the date hereof (the ?Plan?), Qualtrics International Inc. (the ?C |
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| June 16, 2022 |
Exhibit 99.6 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR U.S. EMPLOYEES UNDER THE 2021 QUALTRICS INTERNATIONAL INC. EMPLOYEE OMNIBUS EQUITY PLAN Name of Grantee: Ryan Smith No. of Restricted Stock Units: 12,000,000 Grant Date: 01-Feb-2021 Pursuant to the 2021 Qualtrics International Inc. Employee Omnibus Equity Plan as amended through the date hereof (the ?Plan?), Qualtrics International Inc. (the ? |
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| June 16, 2022 |
Exhibit 99.5 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR U.S. EMPLOYEES UNDER THE 2021 QUALTRICS INTERNATIONAL INC. EMPLOYEE OMNIBUS EQUITY PLAN Name of Grantee: Ryan Smith No. of Restricted Stock Units: 1,783,792 Grant Date: 07-Sep-2018 Pursuant to the 2021 Qualtrics International Inc. Employee Omnibus Equity Plan as amended through the date hereof (the ?Plan?), Qualtrics International Inc. (the ?C |
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| June 16, 2022 |
XM / Qualtrics International Inc. Class A / Smith Ryan S - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Ryan Smith Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 385-203-4999 (Name, |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 24, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission F |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2022 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: 001-39952 QUALTRICS |
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| May 4, 2022 |
As filed with the Securities and Exchange Commission on May 4, 2022. As filed with the Securities and Exchange Commission on May 4, 2022. Registration No. 333-259975 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 47-1754215 (State or other jurisdiction |
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| April 21, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 21, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| April 21, 2022 |
Exhibit 99.1 Qualtrics Announces Outstanding First Quarter 2022 Financial Results ?Q1 2022 total revenue of $335.6M, up 41% year over year ?Q1 2022 subscription revenue of $280.8M, up 50% year over year ?Total remaining performance obligations1 of $1,766.6M, up 48% year over year ?Next 12 months remaining performance obligations of $1,031.9M, up 52% year over year PROVO, Utah and SEATTLE April 21, |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Amendment No. ) 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( |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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)) ? Definiti |
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| March 1, 2022 |
List of subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of Qualtrics International Inc. Name of Subsidiary Jurisdiction of Incorporation or Organization Qualtrics, LLC Delaware Q (AGF2) Inc. Delaware New Debden Merger Sub II LLC Delaware Qualtrics Holdings, Inc. Delaware Delighted, LLC Delaware Statwing, LLC Delaware IP Asset Holdings, LLC Delaware TM Property Holdings, LLC Delaware Clarabridge, Inc. Delaware Engagor, Inc. Del |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 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: 001-39952 QUALTRICS INTE |
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| March 1, 2022 |
Exhibit 4.2 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Qualtrics International Inc., or Qualtrics, we, our or us, had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, or the Exchange Act: our Class A common stock, par value $0.0001 per share. The |
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| March 1, 2022 |
As filed with the Securities and Exchange Commission on March 1, 2022. Registration No. 333-259975 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 ON FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 47-1754215 (State or othe |
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| February 23, 2022 |
XM / Qualtrics International Inc. Class A / Silver Lake Group, L.L.C. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| February 14, 2022 |
CUSIP No. 747601201 SCHEDULE 13G Page 8 of 8 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that this amendment to Schedule 13G dated February 14, 2022 (the ?Schedule 13G?), with respect to the Class A Common Stock, par value $0.0001 per share, of Qualtrics International Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) un |
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| February 14, 2022 |
XM / Qualtrics International Inc. Class A / SAP SE - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No. |
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| February 3, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Qualtrics International Inc. |
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| February 3, 2022 |
As filed with the Securities and Exchange Commission on February 3, 2022 As filed with the Securities and Exchange Commission on February 3, 2022 Registration No. |
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| January 26, 2022 |
24,142,065 Shares CLASS A COMMON STOCK 424B3 1 a126228-k.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 6 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resale |
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| January 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 24, 2022 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| January 26, 2022 |
Exhibit 99.1 Qualtrics Announces Record Fourth Quarter and Full Year 2021 Financial Results ?Full Year 2021 total revenue of $1,075.7M, up 41% year over year ?Q4 2021 total revenue of $316.0M, up 48% year over year ?Full Year 2021 subscription revenue of $870.7M, up 51% year over year ?Q4 2021 subscription revenue of $259.0M, up 61% year over year ?Total remaining performance obligations1 of $1,73 |
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| January 26, 2022 |
Qualtrics Appoints Two New Board Members Omar Johnson and Ritu Bhargava to join the Qualtrics Board Exhibit 99.2 Qualtrics Appoints Two New Board Members Omar Johnson and Ritu Bhargava to join the Qualtrics Board PROVO, Utah & SEATTLE, Jan. 26, 2022 - Qualtrics (Nasdaq: XM), the leader and creator of the Experience Management (XM) category, today announced that Omar Johnson, an innovative brand-builder and successful marketing executive and founder, and Ritu Bhargava, a seasoned SAP product lead |
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| January 3, 2022 |
24,142,065 Shares CLASS A COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 5 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resale by certain selling sharehold |
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| December 9, 2021 |
XM / Qualtrics International Inc. Class A / TIGER GLOBAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 15, 2021 |
XM / Qualtrics International Inc. Class A / TIGER GLOBAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 9, 2021 |
24,142,065 Shares CLASS A COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 4 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resale by certain selling sharehold |
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| November 9, 2021 |
Qualtrics Announces Pricing of Public Offering EXHIBIT 99.1 Qualtrics Announces Pricing of Public Offering PROVO, Utah and SEATTLE, November 4, 2021 ? Qualtrics (Nasdaq: XM), the leader and creator of the Experience Management (XM) category, announced today the pricing of its public offering of 23,809,524 shares of its Class A common stock at a public offering price of $42.00 per share. All of the shares are being offered by Qualtrics. The gro |
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| November 9, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 4, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Comm |
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| November 5, 2021 |
23,809,524 Shares CLASS A COMMON STOCK Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-260684 and 333-260790 23,809,524 Shares CLASS A COMMON STOCK Qualtrics International Inc. is offering 23,809,524 shares of Class A common stock in this offering. Our Class A common stock is listed on the Nasdaq Global Select Market, or Nasdaq, under the symbol ?XM.? On November 4, 2021, the last reported sale price of our Class A common stock |
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| November 4, 2021 |
As filed with the Securities and Exchange Commission on November 4, 2021. As filed with the Securities and Exchange Commission on November 4, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of incorporation or organizat |
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| November 3, 2021 |
As filed with the Securities and Exchange Commission on November 3, 2021. As filed with the Securities and Exchange Commission on November 3, 2021. Registration No. 333-260684 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of i |
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| November 3, 2021 |
24,142,065 Shares CLASS A COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resale by certain selling sharehold |
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| November 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 2, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| November 3, 2021 |
Exhibit 99.1 DP Brightful Joins Qualtrics as President, Worldwide Field Operations Brightful brings customer focus, proven global leadership record at a key time in the company?s growth PROVO, Utah and SEATTLE, Nov. 3, 2021??Qualtrics (Nasdaq: XM), the leader and creator of the Experience Management (XM) category, today announced today that DP Brightful has joined the company as President of World |
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| November 2, 2021 |
As filed with the Securities and Exchange Commission on November 2, 2021. As filed with the Securities and Exchange Commission on November 2, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of incorporation or organizat |
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| November 2, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 28, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Comm |
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| November 2, 2021 |
November 2, 2021 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| November 2, 2021 |
Form of Underwriting Agreement Exhibit 1.1 [?] Shares QUALTRICS INTERNATIONAL INC. CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT [?], 2021 [?], 2021 Goldman Sachs & Co. LLC HSBC Securities (USA) Inc. c/o Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 c/o HSBC Securities (USA) Inc. 452 Fifth Avenue New York, NY 10018 Ladies and Gentlemen: Qualtrics International Inc., a Delaware corporation |
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| November 2, 2021 |
Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 VIA EDGAR November 2, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Priscilla Dao, Staff Attorney Re: Qualtrics International Inc. Acceleration Request for Registration Statement on Form S-1 File No. 333-260684 Dear Ladies and Gentlemen: Pursuant |
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| November 2, 2021 |
24,142,065 Shares CLASS A COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resale by certain selling sharehold |
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| October 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2021 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: 001-39952 QUALT |
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| October 22, 2021 |
24,142,065 Shares CLASS A COMMON STOCK 424B3 1 a2021q310-q.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated October 12, 2021) 24,142,065 Shares CLASS A COMMON STOCK This prospectus supplement further supplements and updates the prospectus dated October 12, 2021, as the same may be amended from time to time, referred to herein as the Prospectus, relating to the resal |
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| October 20, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 20, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| October 20, 2021 |
Exhibit 99.1 Qualtrics Reports Third Quarter 2021 Financial Results ?Q3 2021 total revenue of $271.6M, up 41% year over year ?Q3 2021 subscription revenue of $220.3M, up 49% year over year ?Total remaining performance obligations1 of $1,362.1M, up 67% year over year ?Next 12 months remaining performance obligations of $781.5M, up 58% year over year PROVO, Utah and SEATTLE Oct. 20, 2021? Qualtrics |
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| October 15, 2021 |
As confidentially submitted to the Securities and Exchange Commission on October 15, 2021. |
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| October 13, 2021 |
24,142,065 Shares CLASS A COMMON STOCK 424B3 1 qualtrics-sx1x2021clarabri.htm 424B3 Filed pursuant to Rule 424(b)(3) Registration No. 333-259975 24,142,065 Shares CLASS A COMMON STOCK The selling stockholders named in this prospectus, or the selling stockholders, are offering 24,142,065 shares of Qualtrics International Inc.’s Class A common stock. Qualtrics International Inc.’s Class A common stock trades on the Nasdaq Global Select M |
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| October 7, 2021 |
Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 October 7, 2021 Via EDGAR Securities and Exchange Commission Office of Technology Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Anna Abramson and Jan Woo RE: Qualtrics International Inc. Registration Statement on Form S-1 Filed October 1, 2021 File No. 333-259975 Ladies and Gentlemen: Pursuant |
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| October 1, 2021 |
As filed with the Securities and Exchange Commission on October 1, 2021. As filed with the Securities and Exchange Commission on October 1, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of incorporation or organizati |
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| October 1, 2021 |
EXHIBIT 10.20 PURCHASE AND SALE AGREEMENT (Qualtrics Building) This Purchase and Sale Agreement (this "Agreement") is made as of the "Effective Date" (defined below), between TIMP CAMPUS LLC, a Wyoming limited liability company ("Seller"), and QUALTRICS, LLC, a Delaware limited liability company ("Purchaser"). W I T N E S S E T H: 1.Certain Definitions. As used in this Agreement and any exhibits a |
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| October 1, 2021 |
EXHIBIT 99.1 Qualtrics Completes Acquisition of Clarabridge The combination further accelerates Qualtrics? growth and confirms its position as the world?s #1 experience management platform PROVO, Utah and RESTON, Va., Oct. 1, 2021 ? Qualtrics (NASDAQ: XM), the leader and creator of the Experience Management (XM) category, today announced that it has completed its acquisition of Clarabridge, bringi |
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| October 1, 2021 |
Clarabridge, Inc. Amended and Restated 2015 Equity Incentive Plan EXHIBIT 99.3 Clarabridge, Inc. Amended and Restated 2015 Equity Incentive Plan Adopted By The Board Of Directors: December 17, 2015 Approved By The Stockholders: September 7, 2016 Termination Date: December 16, 2025 Assumed by Qualtrics International Inc: October 1, 2021 1.General. (a)Treatment of 2005 Equity Incentive Plan. The Company maintains the Clarabridge, Inc. 2005 Equity Incentive Plan (t |
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| October 1, 2021 |
Form of Stock Option Agreement Under the Clarabridge, Inc. Amended and Restated 2015 EXHIBIT 99.4 Clarabridge, Inc. Amended and Restated 2015 Equity Incentive Plan Note to the Option Agreement (Incentive Stock Option or Nonstatutory Stock Option) As set forth in Section 1(e) of the Clarabridge, Inc. Amended and Restated 2015 Equity Incentive Plan (the ?Plan?), the Clarabridge, Inc. 2015 Equity Incentive Plan was assumed by Qualtrics International, Inc. (?Qualtrics?) pursuant to th |
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| October 1, 2021 |
Clarabridge, Inc. Amended and Restated 2005 Equity Incentive Plan EXHIBIT 99.1 Clarabridge, Inc. Amended and Restated 2005 Equity Incentive Plan Adopted: November 29, 2005 Approved By Stockholders: November 29, 2005 Amended: January 17, 2006 Termination Date: November 29, 2015 Assumed by Qualtrics International Inc: October 1, 2021 1.Purposes. (a)Eligible Stock Award Recipients. From and after the closing of the transactions contemplated by the Merger Agreement |
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| October 1, 2021 |
As filed with the Securities and Exchange Commission on October 1, 2021 As filed with the Securities and Exchange Commission on October 1, 2021 Registration No. |
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| October 1, 2021 |
Form of Stock Option Agreement Under the Clarabridge, Inc. Amended and Restated 2005 EXHIBIT 99.2 Clarabridge, Inc. Amended and Restated 2005 Equity Incentive Plan Note to the Stock Option Agreement (Incentive Stock Option or Nonstatutory Stock Option) As set forth in Section 1(d) of the Clarabridge, Inc. Amended and Restated 2005 Equity Incentive Plan (the ?Plan?), the Clarabridge, Inc. 2005 Equity Incentive Plan was assumed by Qualtrics International, Inc. (?Qualtrics?) pursuant |
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| October 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 1, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commi |
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| September 15, 2021 |
Exhibit (a)(1)(G) QUALTRICS ANNOUNCES COMPLETION OF EXCHANGE OFFER PROVO, Utah and SEATTLE, September 15, 2021 ? Qualtrics (NASDAQ: XM), the leader and creator of the Experience Management (XM) category, today announced the successful completion of an exchange offer by Qualtrics to certain eligible employees of QAL Technologies Pty Ltd, a proprietary limited company organized in Australia and a subsidiary of Qualtrics, to exchange all of their outstanding cash-settled fixed value rights and all of their outstanding cash-settled rights that are linked to the value of SAP Ordinary Shares for unvested rights (?Qualtrics RSUs?) to receive shares of Qualtrics Class A common stock. |
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| September 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 10, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commis |
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| September 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO/A (Amendment No. 1) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 QUALTRICS INTERNATIONAL INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 747601201 (CUSIP Number of Class of Sec |
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| September 2, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 31, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissio |
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| August 20, 2021 |
2021 Qualtrics International Inc. Inducement Equity Plan EXHIBIT 99.1 2021 QUALTRICS INTERNATIONAL INC. INDUCEMENT EQUITY PLAN SECTION 1.GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the 2021 Qualtrics International Inc. Inducement Equity Plan (the ?Plan?). The purpose of the Plan is to enable Qualtrics International Inc. (the ?Company?) to grant equity awards to induce highly-qualified prospective officers and employees to accept emp |
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| August 20, 2021 |
As filed with the Securities and Exchange Commission on August 20, 2021 Registration No. |
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| August 20, 2021 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 19, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissio |
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| August 12, 2021 |
EX-99.(A)(1)(B) 3 qualtrics-exa1bxtermsofele.htm EX-99.(A)(1)(B) Exhibit (a)(1)(B) QUALTRICS INTERNATIONAL INC. TERMS OF ELECTION BY PARTICIPATING, YOU AGREE TO ALL TERMS OF THE OFFER AS SET FORTH IN THE “OFFER TO EXCHANGE CERTAIN OUTSTANDING FIXED VALUE RIGHTS FOR RESTRICTED STOCK UNITS WITH RESPECT TO SHARES OF CLASS A COMMON STOCK OF QUALTRICS INTERNATIONAL INC. AND CERTAIN OUTSTANDING CASH-SET |
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| August 12, 2021 |
Form of Email to Eligible Employees Confirming Acceptance of Fixed Value Rights and Exhibit (a)(1)(F) FORM OF EMAIL TO ELIGIBLE EMPLOYEES CONFIRMING ACCEPTANCE OF FIXED VALUE RIGHTS AND/OR EXISTING RSUS Subject: Confirmation of Acceptance of Fixed Value Rights and/or Existing RSUs To: All Eligible Employees From: Qualtrics International Inc. |
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| August 12, 2021 |
Screenshots of Exchange Offer Website Exhibit (a)(1)(C) |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 13e-4) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 QUALTRICS INTERNATIONAL INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 747601201 (CUSIP Number of Class of Securities |
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| August 12, 2021 |
Form of Announcement Email to Eligible Employees EX-99.(A)(1)(D) 5 qualtrics-exa1dxformofanno.htm EX-99.(A)(1)(D) Exhibit (a)(1)(D) FORM OF ANNOUNCEMENT EMAIL TO ELIGIBLE EMPLOYEES Subject: Qualtrics International Inc. Offer to Exchange Fixed Value Rights and/or Existing RSUs for Qualtrics RSUs To: All Eligible Employees From: Qualtrics International Inc. Date: August 12, 2021 We are pleased to announce that Qualtrics International Inc. (“Qualtr |
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| August 12, 2021 |
Existing RSUs for Qualtrics RSUs, dated August Exhibit (a)(1)(A) QUALTRICS INTERNATIONAL INC. 333 WEST RIVER PARK DRIVE PROVO, UTAH 84604 OFFER TO EXCHANGE CERTAIN OUTSTANDING FIXED VALUE RIGHTS FOR RESTRICTED STOCK UNITS WITH RESPECT TO SHARES OF CLASS A COMMON STOCK OF QUALTRICS INTERNATIONAL INC. AND CERTAIN OUTSTANDING CASH-SETTLED RESTRICTED STOCK UNITS FOR RESTRICTED STOCK UNITS WITH RESPECT TO SHARES OF CLASS A COMMON STOCK OF QUALTRICS |
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| August 12, 2021 |
Form of Reminder Email to Eligible Employees Regarding the Expiration of the Exchange Offer Exhibit (a)(1)(E) FORM OF REMINDER EMAIL TO ELIGIBLE EMPLOYEES REGARDING THE EXPIRATION OF THE EXCHANGE OFFER Subject: Reminder - Qualtrics International Inc. |
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| August 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2021 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: 001-39952 QUALTRICS |
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| August 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 29, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39952 (Co |
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| July 29, 2021 |
qualtricsaaXM Safe harbor statement This presentation includes express and implied "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| July 29, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 29, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39952 (Co |
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| July 29, 2021 |
Qualtrics Announces Definitive Agreement to Acquire Clarabridge Clarabridge?s leading omnichannel conversational analytics capabilities enable companies to capture and analyze everything their customers say, wherever they say it, including social media, emails, support calls, chats and product reviews The combination will further accelerate Qualtrics? growth and position as world?s #1 experience management platform Conference call and webcast to be held today at 5 p. |
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| July 20, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 20, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| July 20, 2021 |
Exhibit 99.1 Qualtrics Reports Second Quarter 2021 Financial Results ?Q2 2021 Total Revenue of $249.3M, up 38% Year-over-year ?Q2 2021 Subscription Revenue of $204.5M, up 48% Year-over-year ?Total Remaining Performance Obligations1 of $1,296.1M, up 76% Year-over-year ?Next 12 Months Remaining Performance Obligations of $754.8M, up 61% Year-over-year PROVO, Utah and SEATTLE, Washington, July 20, 20 |
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| May 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 19, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission F |
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| May 24, 2021 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) EX-99.A Exhibit A JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the Statement on Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Class A Common Stock, $0.0001 par value per share, of Qualtrics International Inc., is filed on behalf |
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| May 24, 2021 |
SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York |
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| May 6, 2021 |
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, 2021 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: 001-39952 QUALTRICS |
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| April 21, 2021 |
EX-99.1 2 a42121q12021earningsrelease.htm EX-99.1 Exhibit 99.1 Qualtrics Reports First Quarter 2021 Financial Results •Q1 2021 Total Revenue of $238.6M, up 36% Year-over-year •Q1 2021 Subscription Revenue of $186.9M, up 46% Year-over-year •Total Remaining Performance Obligations1 of $1,196.2M, up 77% Year-over-year •Next 12 Months Remaining Performance Obligations of $677.0M, up 53% Year-over-year |
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| April 21, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 21, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| April 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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)) ? Definiti |
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| April 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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)) ? Definiti |
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| March 9, 2021 |
Exhibit 10.2 ADMINISTRATIVE SERVICES AGREEMENT dated as of February 1, 2021 between SAP SE, SAP AMERICA, INC. and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS PAGE Article I DEFINITIONS Section 1.01 Definitions 2 Section 1.02 Internal References 5 Article II PROVISION OF SERVICES Section 2.01 Provision of SAP Services 6 Section 2.02 Provision of Qualtrics Services 6 Section 2.03 Additional Servi |
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| March 9, 2021 |
Exhibit 10.3 TAX SHARING AGREEMENT dated as of February 1, 2021 among SAP SE, SAP AMERICA, INC. AND THEIR AFFILIATES and QUALTRICS INTERNATIONAL INC. AND ITS AFFILIATES TABLE OF CONTENTS Page Article I Definitions 1 Section 1.1 Definitions 1 Article II Preparation and Filing of Tax Returns 9 Section 2.1 SAP?s Responsibility 9 Section 2.2 Qualtrics? Responsibility 10 Section 2.3 Agent 10 Section 2. |
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| March 9, 2021 |
Promissory Note 1 between the Registrant and SAP America, Inc. EX-10.10 11 a10-kexhibit1010.htm EX-10.10 Exhibit 10.10 PROMISSORY NOTE 1 $1,892,279,626 January 27, 2021 FOR VALUE RECEIVED, QUALTRICS INTERNATIONAL INC., a Delaware corporation (the “Maker”), hereby promises to pay to the order of SAP AMERICA, INC., a Delaware corporation (the “Payee”), and its successors and assigns, on or before the Maturity Date (as hereinafter defined), the principal sum of |
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| March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 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: 001-39952 QUALTRICS INTE |
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| March 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 9, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commission |
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| March 9, 2021 |
Master Transaction Agreement by and between the Registrant and SAP SE, dated February 1, 2021 EX-10.1 2 a10-kexhibit101.htm EX-10.1 Exhibit 10.1 MASTER TRANSACTION AGREEMENT dated as of February 1, 2021 between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS Article I DOCUMENTS AND ITEMS TO BE DELIVERED ON THE IPO DATE 1 Section 1.1 Documents to be delivered by SAP 1 Section 1.2 Documents to be delivered by Qualtrics 2 Article II THE IPO AND ACTIONS PENDING THE IPO 2 Section 2.1 |
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| March 9, 2021 |
Insurance Matters Agreement by and between the Registrant and SAP SE, dated February 1, 2021 Exhibit 10.7 INSURANCE MATTERS AGREEMENT dated as of February 1, 2021 between QUALTRICS INTERNATIONAL INC. and SAP SE TABLE OF CONTENTS PAGE Article I DEFINITIONS Section 1.1 Definitions. 1 Section 1.2 Interpretation 3 Article II INSURANCE MATTERS Section 2.1 Qualtrics Insurance Coverage During Insurance Transition Period. 4 Section 2.2 Cooperation; Payment of Insurance Proceeds to Qualtrics; Agre |
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| March 9, 2021 |
Employee Matters Agreement by and between the Registrant and SAP SE, dated February 1, 2021 EX-10.4 5 a10-kexhibit104.htm EX-10.4 Exhibit 10.4 EMPLOYEE MATTERS AGREEMENT dated as of February 1, 2021 between SAP SE and QUALTRICS INTERNATIONAL INC. Table of Contents Article I DEFINITIONS 1 Section 1.1 Definitions 1 Article II GENERAL PRINCIPLES 4 Section 2.1 Assumption and Retention of Liabilities 4 Section 2.2 Qualtrics-Aligned Employees 4 Section 2.3 Relocations 5 Section 2.4 Comparabili |
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| March 9, 2021 |
EX-99.1 2 qualtrics3921pressrelease.htm EX-99.1 Exhibit 99.1 Qualtrics Reports Fourth Quarter and Full Year 2020 Financial Results •Full Year 2020 Total Revenues of $763.5M, up 29% Year-over-year •Q4 Total Revenues of $213.6M, up 24% Year-over-year •Full Year 2020 Subscription Revenues of $575.4M, up 34% Year-over-year •Q4 Subscription Revenues of $160.4M, up 33% Year-over-year •Total Remaining Pe |
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| March 9, 2021 |
EX-10.5 6 a10-kexhibit105.htm EX-10.5 Exhibit 10.5 INTELLECTUAL PROPERTY MATTERS AGREEMENT dated as of February 1, 2021 between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS PAGE Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Internal References 5 Article II Licenses Section 2.1 License to SAP 5 Section 2.2 No Delivery 6 Section 2.3 Sublicensing Rights 6 Section 2.4 Assign |
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| March 9, 2021 |
Distribution Agreement by and between the Registrant and SAP SE, dated February 1, 2021 EX-10.6 7 a10-kexhibit106.htm EX-10.6 Exhibit 10.6 DISTRIBUTION AGREEMENT dated as of February 1, 2021 between SAP SE and QUALTRICS INTERNATIONAL INC. DISTRIBUTION AGREEMENT This Distribution Agreement (this “Agreement”) is dated as of the 1st day of February, 2021 (the “Effective Date”), between Qualtrics International Inc., a Delaware corporation (“Qualtrics”), and SAP SE, a Societas Europaea re |
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| March 9, 2021 |
EX-10.8 9 a10-kexhibit108.htm EX-10.8 Exhibit 10.8 STOCKHOLDERS’ AGREEMENT dated as of February 1, 2021 among QUALTRICS INTERNATIONAL INC., SAP AMERICA, INC., SLP QuartZ Aggregator, L.P. and Q II, LLC TABLE OF CONTENTS PAGE Article I Definitions Section 1.1 Defined Terms 1 Article II Covenants and Other Matters Section 2.1 Government Approvals 6 Section 2.2 Company Board Matters 6 Section 2.3 Sect |
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| March 9, 2021 |
List of subsidiaries of the Registrant EX-21.1 13 a10-kexhibit211.htm EX-21.1 Exhibit 21.1 Subsidiaries of Qualtrics International Inc. Name of Subsidiary Jurisdiction of Incorporation or Organization Qualtrics, LLC Delaware Q (AGF2) Inc. Delaware New Debden Merger Sub II LLC Delaware Delighted, LLC Delaware Statwing, LLC Delaware IP Asset Holdings, LLC Delaware TM Property Holdings, LLC Delaware Temkin Group, LLC Delaware QCL Technolo |
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| March 9, 2021 |
Promissory Note 2 between the Registrant and SAP America, Inc., dated January 27, 2021 Exhibit 10.11 PROMISSORY NOTE 2 $500,000,000 January 27, 2021 FOR VALUE RECEIVED, QUALTRICS INTERNATIONAL INC., a Delaware corporation (the ?Maker?), hereby promises to pay to the order of SAP AMERICA, INC., a Delaware corporation (the ?Payee?), and its successors and assigns, on or before the Maturity Date (as hereinafter defined), the principal sum of Five Hundred Million Dollars ($500,000,000), |
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| March 9, 2021 |
Real Estate Matters Agreement by and between the Registrant and SAP SE, dated February 1, 2021 Exhibit 10.9 REAL ESTATE MATTERS AGREEMENT dated as of February 1, 2021 between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS PAGE Article I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Internal References 4 Article II PROVISION OF LICENSE SERVICES and Guaranties Section 2.1 Provision of Real Estate License Services 5 Section 2.2 Additional Real Estate License Services 5 Section 2 |
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| February 11, 2021 |
EX-99.C Exhibit C EXECUTION VERSION STOCKHOLDERS’ AGREEMENT dated as of February 1, 2021 among QUALTRICS INTERNATIONAL INC., SAP AMERICA, INC., SLP QUARTZ AGGREGATOR, L.P. and Q II, LLC TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.1 Defined Terms 1 ARTICLE II COVENANTS AND OTHER MATTERS Section 2.1 Government Approvals 6 Section 2.2 Company Board Matters 6 Section 2.3 Section 16 Matters |
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| February 11, 2021 |
SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Qualtrics International Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 747601201 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York, N |
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| February 11, 2021 |
Joint Filing Agreement by and among the Reporting Persons. EX-99.A Exhibit A JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the Statement on Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Class A Common Stock, $0.0001 par value per share, of Qualtrics International Inc., is filed on behalf |
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| January 29, 2021 |
51,695,568 Shares CLASS A COMMON STOCK Filed pursuant to Rule 424(b)(4) Registration No. 333-251767 51,695,568 Shares CLASS A COMMON STOCK Qualtrics International Inc. is offering 51,695,568 shares of its Class A common stock. This is our initial public offering, and no public market currently exists for our shares. The initial public offering price is $30.00 per share. Our Class A common stock has been approved to list on the Nasdaq G |
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| January 29, 2021 |
Qualtrics Reaffirms Estimated Preliminary Results for the Three Months Ending December 31, 2020 EX-99.1 2 qualtrics12921pressrelease.htm EX-99.1 Exhibit 99.1 Qualtrics Reaffirms Estimated Preliminary Results for the Three Months Ending December 31, 2020 SALT LAKE CITY and SEATTLE, January 29, 2021– Qualtrics (NASDAQ: XM), the leader in customer experience and creator of the experience management category, today reaffirms the estimated preliminary results as presented in its preliminary prosp |
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| January 29, 2021 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-251770 SAP SE QUALTRICS INTERNATIONAL INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING FIXED VALUE RIGHTS FOR RESTRICTED STOCK UNITS WITH RESPECT TO SHARES OF CLASS A COMMON STOCK OF QUALTRICS INTERNATIONAL INC. AND CERTAIN OUTSTANDING CASH-SETTLED RESTRICTED STOCK UNITS OF SAP SE FOR RESTRICTED STOCK UNITS WITH RESPECT TO SHARES OF CLASS A COMMON ST |
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| January 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 29, 2021 QUALTRICS INTERNATIONAL INC. (Exact name of registrant as specified in charter) Delaware 001-39952 47-1754215 (State or other jurisdiction of incorporation) (Commissi |
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| January 28, 2021 |
As filed with the Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
Qualtrics International Inc. Free Writing Prospectus Published or Distributed by Media Filed pursuant to Rule 433(f) under the Securities Act of 1933 Free Writing Prospectus, dated January 28, 2021 Relating to the Preliminary Prospectus, dated January 28, 2021 Registration Statement No. |
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| January 28, 2021 |
Press release issued by Qualtrics on January 28, 2021 EX-99.(A)(1)(F) 2 exhibita1ftoa5.htm EX-99.(A)(1)(F) Exhibit (a)(1)(F) QUALTRICS ANNOUNCES COMPLETION OF EXCHANGE OFFER SALT LAKE CITY and SEATTLE, Jan. 28, 2021 — Qualtrics announced today the successful completion of the exchange offer by Qualtrics and SAP to certain employees of Qualtrics, SAP and their subsidiaries to exchange all of their outstanding cash-settled fixed value rights and all of |
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| January 28, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 On January 28, 2021, the following communication was sent via email to eligible employees of Qualtrics International Inc. (“Qualtrics”), SAP SE (“SAP”) and their subsidiaries in connection with Qualtrics’ and SAP’s offer to exchange c |
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| January 28, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 |
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| January 28, 2021 |
As filed with the Securities and Exchange Commission on January 28, 2021 Registration No. |
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| January 28, 2021 |
As filed with the Securities and Exchange Commission on January 28, 2021. Registration No. 333-251767 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of i |
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| January 28, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 5) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 |
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| January 28, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 QUALTRICS INTERNATIONAL INC. |
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| January 27, 2021 |
Qualtrics International Inc. Free Writing Prospectus Published or Distributed by Media Filed pursuant to Rule 433(f) under the Securities Act of 1933 Free Writing Prospectus, dated January 27, 2021 Relating to the Preliminary Prospectus, dated January 25, 2021 Registration Statement No. |
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| January 26, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 26, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 26, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 25, 2021 |
As filed with the Securities and Exchange Commission on January 25, 2021. Registration No. 333-251767 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of i |
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| January 25, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 3) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 |
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| January 25, 2021 |
Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 January 25, 2021 VIA EDGAR Securities and Exchange Commission Office of Technology Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Edwin Kim, Stephen Krikorian, Ryan Rohn and Jan Woo Re: Qualtrics International Inc. Acceleration Request for Regist |
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| January 25, 2021 |
As filed with the Securities and Exchange Commission on January 25, 2021 Registration No. |
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| January 25, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 25, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 25, 2021 |
Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 January 25, 2021 Via EDGAR Securities and Exchange Commission Office of Technology Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Edwin Kim, Stephen Krikorian, Ryan Rohn and Jan Woo RE: Qualtrics International Inc. Registration Statement on Form S-1 File No. 333-251767 Ladies and Gentlemen: Purs |
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| January 25, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 22, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 22, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 22, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 21, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 On January 19, 2021, the following communication was sent via email to eligible employees of Qualtrics International Inc. (“Qualtrics”), SAP SE (“SAP”) and their subsidiaries in connection with Qualtrics’ and SAP’s offer to exchange c |
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| January 21, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 21, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 21, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 20, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 20, 2021 |
Merger Prospectus - FILING UNDER SECURITIES ACT RULE 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 20, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 19, 2021 |
of this Registration Statement on As filed with the Securities and Exchange Commission on January 19, 2021. Registration No. 333-251767 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of i |
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| January 19, 2021 |
Form of Promissory Note 1 between the Registrant and SAP America, Inc. ( Exhibit 10.10 PROMISSORY NOTE 1 $[ ] January [ ], 2021 FOR VALUE RECEIVED, QUALTRICS INTERNATIONAL INC., a Delaware corporation (the “Maker”), hereby promises to pay to the order of SAP AMERICA, INC., a Delaware corporation (the “Payee”), and its successors and assigns, on or before the Maturity Date (as hereinafter defined), the principal sum of [ ] Dollars ($[ ])1 (the “Principal Amount”), toget |
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| January 19, 2021 |
Form of Master Transaction Agreement by and between the Registrant and SAP SE ( EX-10.1 4 exhibit101-sx1a2.htm EX-10.1 Exhibit 10.1 FORM OF MASTER TRANSACTION AGREEMENT dated as of [ ] between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS ARTICLE I DOCUMENTS AND ITEMS TO BE DELIVERED ON THE IPO DATE 1 Section 1.1 Documents to be delivered by SAP 1 Section 1.2 Documents to be delivered by Qualtrics 2 ARTICLE II THE IPO AND ACTIONS PENDING THE IPO 2 Section 2.1 Tran |
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| January 19, 2021 |
Opinion of Shearman & Sterling LLP Exhibit 5.1 599 Lexington Avenue New York, NY 10022-6069 +1.212.848.4000 January 19, 2021 Qualtrics International Inc. 333 West River Park Drive Provo, Utah 84604 Qualtrics International Inc. Ladies and Gentlemen: We have acted as counsel to Qualtrics International Inc., a Delaware corporation (the “Company”), in connection with the registration statement on Form S-4 (Registration No. 333-251770) |
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| January 19, 2021 |
As filed with the Securities and Exchange Commission on January 19, 2021 Registration No. |
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| January 19, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 2) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 |
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| January 19, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 19, 2021 |
Form of Underwriting Agreement EX-1.1 2 exhibit11-sx1a2.htm EX-1.1 Exhibit 1.1 [●] Shares QUALTRICS INTERNATIONAL INC. CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENT [●], 2021 1 [●], 2021 Morgan Stanley & Co. LLC J.P. Morgan Securities LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: |
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| January 15, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 14, 2021 |
425 1 ss189945425.htm FORM 425 Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used |
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| January 13, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 12, 2021 |
As filed with the Securities and Exchange Commission on January 12, 2021. Registration No. 333-251767 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 QUALTRICS INTERNATIONAL INC. (Exact name of Registrant as specified in its charter) Delaware 7372 47-1754215 (State or other jurisdiction of i |
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| January 12, 2021 |
2021 Qualtrics Employee Omnibus Equity Plan and forms of award agreements thereunder Exhibit 10.13 2021 QUALTRICS INTERNATIONAL INC. EMPLOYEE OMNIBUS EQUITY PLAN SECTION 1.GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the 2021 Qualtrics International Inc. Employee Omnibus Equity Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Qualtrics International Inc. (the “Company”) and |
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| January 12, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 1) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 |
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| January 12, 2021 |
Website, as amended January 12, 2021 Exhibit (a)(1)(C) https://web.lumiagm.com/235214418 LuMI Control Number Last 5 digits of Acct Number Login Login Instructions Login Instructions Please enter your login ID and Password that you received in the launch email dated December 28, 2020 announcing the offer. Your Login ID is the 11 digit control number you received in the email. Your password is the last 5 digits of your account number. |
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| January 12, 2021 |
Prospectus – Offer to Exchange dated December 28, 2020, as amended January 12, 2021 (3) As filed with the Securities and Exchange Commission on January 12, 2021 Registration No. |
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| January 12, 2021 |
Employment Agreement, by and between the Registrant and Zig Serafin, dated as of January 7, 2021 (2) Exhibit 10.23 EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made as of January 7, 2021 between Qualtrics International Inc., a Delaware corporation (the “Company”), and Zig Serafin (the “Executive”) and is effective as of the effectiveness of the Company’s Form S-1 Registration Statement with the U.S. Securities and Exchange Commission (the “Effective Date”). This |
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| January 12, 2021 |
Employment Agreement, by and between the Registrant and Ryan Smith, dated as of January 7, 2021 (2) Exhibit 10.15 EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made as of January 7, 2021 between Qualtrics International Inc., a Delaware corporation (the “Company”), and Ryan Smith (the “Executive”) and is effective as of the effectiveness of the Company’s Form S-1 Registration Statement with the U.S. Securities and Exchange Commission (the “Effective Date”). This A |
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| January 12, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 12, 2021 |
Qualtrics International Inc. Executive Change in Control Severance Plan, adopted January 5, 2021 (2) EX-10.24 5 exhibit1024-sx1a1.htm EX-10.24 Exhibit 10.24 QUALTRICS INTERNATIONAL INC. EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN Section 1.Purpose. The purpose of the Plan is to ensure stability within the Company, during a period of uncertainty resulting from the possibility of a Change in Control of the Company, by providing incentives for certain designated executives to remain in the employ of |
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| January 12, 2021 |
Website, as amended January 11, 2021 Exhibit 99.2 https://web.lumiagm.com/235214418 LuMI Control Number Last 5 digits of Acct Number Login Login Instructions Login Instructions Please enter your login ID and Password that you received in the launch email dated December 28, 2020 announcing the offer. Your Login ID is the 11 digit control number you received in the email. Your password is the last 5 digits of your account number. Close |
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| January 11, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 8, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 7, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 6, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 5, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| January 4, 2021 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 001-14251 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| December 30, 2020 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 005-54237 https://web.lumiagm.com/235214418 Control Number Last 5 digits of Acct Number Login Login Instructions Login Instructions Please enter your login ID and Password that you received in the launch email dated December 28, 2020 announcing |
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| December 30, 2020 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 005-54237 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| December 29, 2020 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 005-54237 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| December 28, 2020 |
Consent of Egon Durban pursuant to Rule 438 Exhibit 99.1 Consent of Director Nominee Qualtrics International Inc. (the “Company”) has filed a Registration Statement on Form S-1 (Registration No. 333- ) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Company’s initial public offering of Class A common stock. In connection therewith, I hereby consent, purs |
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| December 28, 2020 |
Form of Stockholders’ Agreement by and between the Registrant, SAP America, Inc. and Q II, LLC (1) Exhibit 10.8 FORM OF STOCKHOLDERS’ AGREEMENT dated as of [] among QUALTRICS INTERNATIONAL INC., SAP AMERICA, INC., SILVER LAKE PARTNERS VI DE (AIV), L.P. and Q II, LLC TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.1 Defined Terms 1 ARTICLE II COVENANTS AND OTHER MATTERS Section 2.1 Government Approvals 6 Section 2.2 Company Board Matters 6 Section 2.3 Section 16 Matters 9 Section 2.4 Corp |
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| December 28, 2020 |
Form of Promissory Note 2 between the Registrant and SAP America, Inc. (1) EX-10.11 15 exhibit1011-sx1.htm EX-10.11 Exhibit 10.11 PROMISSORY NOTE 2 $500,000,000 January [ ], 2021 FOR VALUE RECEIVED, QUALTRICS INTERNATIONAL INC., a Delaware corporation (the “Maker”), hereby promises to pay to the order of SAP AMERICA, INC., a Delaware corporation (the “Payee”), and its successors and assigns, on or before the Maturity Date (as hereinafter defined), the principal sum of Fi |
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| December 28, 2020 |
Exhibit 10.16 QUALTRICS EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made by and between Qualtrics, LLC, a Delaware limited liability company (“Qualtrics”), and the employee whose signature appears below (“Employee,” each a ‘‘Party” and, together with Qualtrics, the “Parties”) and is effective as of Employee’s date of signature (the “Effective Date”). Qualtrics is in the bus |
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| December 28, 2020 |
Form of Intellectual Property Matters Agreement by and between the Registrant and SAP SE (1) Exhibit 10.5 FORM OF INTELLECTUAL PROPERTY MATTERS AGREEMENT dated as of [ ] between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Internal References 5 ARTICLE II LICENSES Section 2.1 License to SAP 5 Section 2.2 No Delivery 6 Section 2.3 Sublicensing Rights 6 Section 2.4 Assignment 7 Section 2.5 Bankruptcy Code Designat |
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| December 28, 2020 |
Form of Master Transaction Agreement by and between the Registrant and SAP SE (1) Exhibit 10.1 FORM OF MASTER TRANSACTION AGREEMENT dated as of [ ] between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS ARTICLE I DOCUMENTS AND ITEMS TO BE DELIVERED ON THE IPO DATE 1 Section 1.1 Documents to be delivered by SAP 1 Section 1.2 Documents to be delivered by Qualtrics 2 ARTICLE II THE IPO AND ACTIONS PENDING THE IPO 2 Section 2.1 Transactions Prior to the IPO 2 Section 2.2 |
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| December 28, 2020 |
Form of Real Estate Matters Agreement by and between the Registrant and SAP SE (1) Exhibit 10.9 FORM OF REAL ESTATE MATTERS AGREEMENT dated as of [ ] between SAP SE and QUALTRICS INTERNATIONAL INC. TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Internal References 4 ARTICLE II PROVISION OF LICENSE SERVICES AND GUARANTIES Section 2.1 Provision of Real Estate License Services 5 Section 2.2 Additional Real Estate License Services 5 Section 2.3 Co |
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| December 28, 2020 |
Prospectus – Offer to Exchange dated December 28, 2020 Exhibit (a)(1)(A) The information in this Prospectus—Offer to Exchange may change. |
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| December 28, 2020 |
Filed by: Qualtrics International Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SAP SE Subject Company’s Commission File No.: 005-54237 The information displayed in this document is being provided solely for eligible employees of Qualtrics, SAP and their respective subsidiaries in connection with the Exchange Offer and should not be used for any other purpose. Please |
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| December 28, 2020 |
Form of Insurance Matters Agreement by and between the Registrant and SAP SE (1) Exhibit 10.7 FORM OF INSURANCE MATTERS AGREEMENT dated as of [ ] between QUALTRICS INTERNATIONAL INC. and SAP SE TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS Section 1.1 Definitions. 1 Section 1.2 Interpretation 3 ARTICLE II INSURANCE MATTERS Section 2.1 Qualtrics Insurance Coverage During Insurance Transition Period. 4 Section 2.2 Cooperation; Payment of Insurance Proceeds to Qualtrics; Agreement |
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| December 28, 2020 |
Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF QUALTRICS INTERNATIONAL INC. QUALTRICS INTERNATIONAL INC., a Delaware corporation (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1.The name of the Corporation is Qualtrics International Inc. The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on September 3 |
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| December 28, 2020 |
EX-99.4 7 exhibit994-sx4.htm EX-99.4 Exhibit 99.4 NEW ZEALAND WARNING STATEMENT You are being offered Restricted Stock Units in Qualtrics International Inc. New Zealand law normally requires people who offer financial products to give information to investors before they invest. This requires those offering financial products to have disclosed information that is important for investors to make an |
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| December 28, 2020 |
Exhibit (a)(1)(D) FORM OF ANNOUNCEMENT EMAIL TO ELIGIBLE PARTICIPANTS SUBJECT: IMPORTANT NEWS: Launch of Award Exchange Program DATE: December 28, 2020 LOGIN DETAILS Control Number: 1234567890 Holder Account Number: 0000012345 https://web. |
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| December 28, 2020 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SAP SE (Name of Subject Company (Issuer/Offeror)) SAP SE (Issuer/Offeror) Qualtrics International Inc. (Offeror) (Name of Filing Persons) Fixed Value Rights and Existing RSUs (Title of Class of Securities) 803054204 (CUSIP Number of |
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| December 28, 2020 |
Additional Information for Non-US Eligible Employees EX-99.(A)(1)(E) 6 exhibita1e-scheduleto.htm EX-99.(A)(1)(E) Exhibit (a)(1)(E) NEW ZEALAND WARNING STATEMENT You are being offered Restricted Stock Units in Qualtrics International Inc. New Zealand law normally requires people who offer financial products to give information to investors before they invest. This requires those offering financial products to have disclosed information that is import |
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| December 28, 2020 |
Consent of Kelly Steckelberg pursuant to Rule 438 Exhibit 99.2 Consent of Director Nominee Qualtrics International Inc. (the “Company”) has filed a Registration Statement on Form S-1 (Registration No. 333- ) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Company’s initial public offering of Class A common stock. In connection therewith, I hereby consent, purs |
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| December 28, 2020 |
Exhibit 10.18 EXECUTION CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. OFFICE LEASE AGREEMENT BY AND BETWEEN SCD 2U LLC (as Landlord) AND QUALTRICS, LLC (as Tenant) 2+U Seattle, WA LEASE SUMMARY The Building (a) Buil |
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| December 28, 2020 |
2021 Qualtrics Employee Stock Purchase Plan (1) Exhibit 10.14 2021 QUALTRICS INTERNATIONAL INC. EMPLOYEE STOCK PURCHASE PLAN The purpose of the 2021 Qualtrics International Inc. Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Qualtrics International Inc. (the “Company”) and each Designated Company (as defined in Section 11) with opportunities to purchase shares of the Company’s Class A common stock, par value $0.00 |
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| December 28, 2020 |
Form of Promissory Note 1 between the Registrant and SAP America, Inc. (1) Exhibit 10.10 PROMISSORY NOTE 1 $[ ] January [ ], 2021 FOR VALUE RECEIVED, QUALTRICS INTERNATIONAL INC., a Delaware corporation (the “Maker”), hereby promises to pay to the order of SAP AMERICA, INC., a Delaware corporation (the “Payee”), and its successors and assigns, on or before the Maturity Date (as hereinafter defined), the principal sum of [ ] Dollars ($[ ])1 (the “Principal Amount”), toget |
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| December 28, 2020 |
As filed with the Securities and Exchange Commission on December 28, 2020 Registration No. |
