--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-23-024758" form_type: "8-K" ticker: null cik: "0001643269" company_name: "Sumo Logic, Inc." filed_at: "2023-05-15T23:59:59+00:00" generated_at: "2026-06-15T01:14:56.639062+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Francisco Partners closes $1.7B acquisition of Sumo Logic at $12.05/share ## Summary - All outstanding SUMO shares converted to $12.05 cash; total consideration ~$1.75B. - New $500M term loan and $50M revolver facility entered to partially fund the Merger. - CEO Ramin Sayar resigned; CFO Stewart Grierson moved to COO; Jennifer McCord appointed CFO. - Common stock delisted from Nasdaq effective prior to market open on May 12, 2023. - Board replaced by Katherine Haar and Jennifer McCord; prior directors resigned. ## SEC filing metadata - accession: 0001140361-23-024758 - form_type: 8-K - cik: 0001643269 - company_name: Sumo Logic, Inc. - filed_at: 2023-05-15T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/brhc20052953_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-23-024758 - JSON: https://secwatch.observer/filing/0001140361-23-024758.json - Plain text: https://secwatch.observer/filing/0001140361-23-024758.txt ## Key facts - Executive change Randy Gottfried resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Tracey Newell resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Timothy Youngblood resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change John D. Harkey, Jr. resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Joseph Ansanelli resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Sandra Bergeron resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Margaret Francis resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Jennifer McCord was appointed as chief financial officer at Sumo Logic, Inc.. - Action: appointed - Role: chief financial officer source text: In addition, immediately following completion of the Merger, Jennifer McCord, age 46, resigned from her positions as senior vice president, finance, and chief accounting officer and was appointed as chief financial officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Jennifer McCord was elected as director at Sumo Logic, Inc.. - Action: elected - Role: director source text: Immediately following completion of the Merger, Katherine Haar and Jennifer McCord were elected directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Christian Beedgen resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Ramin Sayar resigned as director at Sumo Logic, Inc.. - Action: resigned - Role: director source text: The following persons, who were directors of the Company immediately prior to the completion of the Merger, resigned from the board of directors of the Company (the “ Board ”) and the committees of the Board on which they served, if any, at the Effective Time: Joseph Ansanelli, Christian Beedgen, Sandra Bergeron, Margaret Francis, Randy Gottfried, John D. Harkey, Jr., Tracey Newell, Ramin Sayar, and Timothy Youngblood. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Stewart Grierson was appointed as chief operating officer at Sumo Logic, Inc.. - Action: resigned and appointed - Role: chief operating officer source text: Immediately following completion of the Merger, Stewart Grierson, age 57, resigned from his position as chief financial officer of the Company and was appointed as chief operating officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Katherine Haar was elected as director at Sumo Logic, Inc.. - Action: elected - Role: director source text: Immediately following completion of the Merger, Katherine Haar and Jennifer McCord were elected directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Executive change Ramin Sayar resigned as chief executive officer at Sumo Logic, Inc.. - Action: resigned - Role: chief executive officer source text: Mr. Sayar, who was the Company’s chief executive officer prior to the Effective Time, resigned in connection with the Closing. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Governance Changes Sumo Logic, Inc.: Amended and restated bylaws. - Change: bylaw amendment source text: Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Merger, were amended and restated to be in the form of the bylaws attached as Exhibit 3.2 hereto, which is incorporated herein by reference. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Governance Changes Sumo Logic, Inc.: Amended and restated certificate of incorporation. - Change: charter amendment source text: Effective upon completion of the Merger, the certificate of incorporation of the Company, as in effect immediately prior to the Merger, was amended and restated to be in the form of the certificate of incorporation attached as Exhibit 3.1 hereto, which is incorporated herein by reference. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - M&A Transactions Sumo Logic, Inc. underwent a change of control involving Serrano Parent, LLC (affiliates of funds advised by Francisco Partners) for approximately $1.75 billion (closed 2023-05-12). - Action: change of control - Counterparty: Serrano Parent, LLC (affiliates of funds advised by Francisco Partners) - Consideration: approximately $1.75 billion - Closing: 2023-05-12 source text: the Company became a wholly owned subsidiary of Parent. The total amount of consideration payable to the Company’s equityholders in connection with the Merger was approximately $1.75 billion. The funds used by Parent to consummate the Merger and complete the related transactions came from equity contributions from the invested funds affiliated with Francisco evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Material Agreements Sumo Logic, Inc. terminated Amended and Restated Loan and Security Agreement with Silicon Valley Bank. - Action: termination - Agreement: credit facility - Counterparty: Silicon Valley Bank source text: Concurrently with the closing of the Merger, the Company paid all outstanding fees and expenses and terminated all credit commitments outstanding under that certain Amended and Restated Loan and Security Agreement, dated as of February 8, 2021, by and between the Company as a borrower, and Silicon Valley Bank, a California corporation, as a lender. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm - Material Agreements Sumo Logic, Inc. entered into Credit Agreement with AB Private Credit Investors LLC, as administrative agent and collateral agent, and the lenders party thereto valued at $500,000,000 term loan facility and $50,000,000 revolving credit facility. - Action: entry - Agreement: credit facility - Counterparty: AB Private Credit Investors LLC, as administrative agent and collateral agent, and the lenders party thereto - Value: $500,000,000 term loan facility and $50,000,000 revolving credit facility source text: On the Closing Date, Parent, as the borrower, entered into that certain Credit Agreement, among Serrano Intermediate, LLC, the Company, as subsidiary guarantor, the direct parent company of Parent, as a guarantor, AB Private Credit Investors LLC, as administrative agent and collateral agent, and the lenders party thereto (the “ Credit Agreement ”), which provides for an initial term loan facility in an aggregate principal amount of $500,000,000 and a revolving credit facility of $50,000,000. evidence_url: https://www.sec.gov/Archives/edgar/data/1643269/000114036123024758/0001140361-23-024758-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.