{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-054081","form_type":"8-K","ticker":null,"cik":"0001385867","company_name":"Coupa Software Inc","filed_at":"2023-02-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:44.714129+00:00","generated_at":"2026-06-18T21:38:13.247518+00:00","sec_items":["1.01","1.02","2.01","3.01","5.01","5.02","5.03","8.01","3.03","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Thoma Bravo completes $8.0B acquisition of Coupa Software for $81 per share","bullets":["Coupa stockholders receive $81.00 per share in cash; stock delisted from Nasdaq.","Transaction valued at ~$8.0B, with minority investment from ADIA subsidiary.","Stockholders approved the deal on Feb 23, 2023; closing occurred Feb 28, 2023.","Board reconstituted: Holden Spaht, Brian Jaffee, Jamie Hutter appointed directors.","Capped call transactions with counterparties terminated upon closing."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-054081","json":"https://secwatch.observer/filing/0001193125-23-054081.json","markdown":"https://secwatch.observer/filing/0001193125-23-054081.md","text":"https://secwatch.observer/filing/0001193125-23-054081.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/d455192d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-18T21:38:13.247518+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"025bd3fd1c","claim":"Tayloe Stansbury departed as director at Coupa Software Inc.","evidence_excerpt":"each of Robert Bernshteyn, Michelle Brennan, Kanika Soni, Roger Siboni, Tayloe Stansbury, Scott Thompson and Frank van Veenendaal, each a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and members of any committee of the Company’s Board of Directors.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be a director"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"1c5e759531","claim":"Holden Spaht was appointed as director at Coupa Software Inc.","evidence_excerpt":"At the Effective Time, each of Holden Spaht, Brian Jaffee and Jamie Hutter became a director of the Company.","evidence_source":"SEC 8-K Item 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Michelle Brennan, Kanika Soni, Roger Siboni, Tayloe Stansbury, Scott Thompson and Frank van Veenendaal, each a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and members of any committee of the Company’s Board of Directors.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be a director"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"5c7e72e9d8","claim":"Roger Siboni departed as director at Coupa Software Inc.","evidence_excerpt":"each of Robert Bernshteyn, Michelle Brennan, Kanika Soni, Roger Siboni, Tayloe Stansbury, Scott Thompson and Frank van Veenendaal, each a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and members of any committee of the Company’s Board of Directors.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be a director"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"7bca5f2cd5","claim":"Brian Jaffee was appointed as director at Coupa Software Inc.","evidence_excerpt":"At the Effective Time, each of Holden Spaht, Brian Jaffee and Jamie Hutter became a director of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"8eb5135496","claim":"Kanika Soni departed as 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LLC, Morgan Stanley & Co. LLC, Bank of America, N.A., Bank of Montreal, Deutsche Bank AG, London Branch (effective 2023-02-28).","evidence_excerpt":"In connection with the Merger, the Company entered into a termination agreement with each Capped Call Counterparty (collectively, the “Termination Agreements”) pursuant to which the Capped Call Transactions with such Capped Call Counterparty terminated on the closing of the Merger in exchange for an agreed-upon cash payment by such Capped Call Counterparty to the Company, payable on the closing date of the Merger.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1385867/000119312523054081/0001193125-23-054081-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Counterparty","value":"the Capped Call Counterparties: Barclays Bank PLC, Goldman Sachs & Co. LLC, Morgan Stanley & Co. 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Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}