Coupa Software Inc false 0001385867 0001385867 2020-11-02 2020-11-02

 

 

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, 2020

 

 

Coupa Software Incorporated

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37901   20-4429448

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1855 S. Grant Street

San Mateo, CA 94402

(Address of principal executive offices, including zip code)

650-931-3200

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.0001 per share   COUP  

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 8.01.

Other Events.

On November 2, 2020, Coupa Software Incorporated (“Coupa” or the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC (the “Underwriter”) and certain of the selling stockholders listed in Schedule I thereto (collectively, the “Selling Stockholders”), relating to the offering by the Selling Stockholders of 2,149,008 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-249794). Pursuant to the Underwriting Agreement, the Selling Stockholders sold to the Underwriter, and the Underwriter purchased from the Selling Stockholders, subject to and upon the terms and conditions set forth therein, 2,149,008 shares of Common Stock.

A copy of the Underwriting Agreement is filed as Exhibit 99.1 herewith and incorporated by reference herein.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.

  

Description

99.1*    Underwriting Agreement, by and among Coupa Software Incorporated, certain stockholders of Coupa Software Incorporated and Goldman Sachs & Co. LLC
104    Cover Page Interactive Data File (formatted as Inline XBRL)

 

*

Pursuant to Item 601(b)(2) of Regulation S-K, certain exhibits and schedules to this agreement have been omitted. The Company hereby agrees to furnish supplementally to the Securities and Exchange Commission, upon its request, any or all of such omitted exhibits and/or schedules.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Coupa Software Incorporated
By:  

/s/ Todd Ford

  Todd Ford
  Chief Financial Officer (Principal Financial Officer)

Dated: November 5, 2020