Form 8-K - Current report

Share Name	Share Symbol	Market	Type
SolarWinds Corporation	NYSE:SWI	NYSE	Common Stock

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.01	0.08%	11.81	11.85	11.77	11.81	10,358	14:46:19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

June 6, 2024

Date of Report (Date of earliest event reported)

SOLARWINDS CORPORATION

(Exact name of registrant as specified in its charter)



Delaware	001-38711	81-0753267
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7171 Southwest Parkway

Building 400

Austin, Texas 78735

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (512) 682-9300

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. below):


☐			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	Name of Each Exchange on Which Registered
Common Stock, $0.001 par value	SWI	New York Stock Exchange

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

On June 10, 2024, SolarWinds Corporation (the “Company”) announced that Lewis Black will join the Company on June 24, 2024, and has been appointed as the Company’s Executive Vice President and Chief Financial Officer, effective on or about August 15, 2024, following the filing of the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2024. Upon his appointment, Mr. Black will serve as the Company’s principal financial officer and principal accounting officer. Mr. Black will succeed J. Barton Kalsu, who tendered his resignation on June 6, 2024 in order to explore other professional opportunities outside of the Company. Mr. Kalsu will remain as the Company’s Executive Vice President and Chief Financial Officer and principal financial and accounting officer through August 15, 2024, or such later date as the parties agree in writing, and has agreed to serve as an advisor to the Company for a transitional period of 90 days thereafter to assist with an orderly transition. Mr. Kalsu’s departure is not due to any dispute or disagreements with the Company on any matter relating to the Company’s operations, policies, practices or financial performance.

Mr. Black, age 59, brings over 25 years of operating experience across SaaS, enterprise software, data infrastructure, networking, communications and collaboration markets. He was previously with Actian Corporation, a leading player in cloud data platforms, serving as Chief Financial Officer from 2018 to 2020 and as Chief Executive Officer and a member of the Board of Directors from 2020 to 2023, where he was responsible for driving financial and operational performance of the business before taking over all aspects of business strategy and execution. Before joining Actian, he served as General Manager and Chief Operating Officer of the Nexmo Division of Vonage Holdings Corp., where he led the operational strategy and execution supporting the global scaling of the business. Prior to that, he served as the Chief Financial Officer of Nexmo, Inc., a start-up in the communications platform as a service (“CPaaS”) space, where he was responsible for all aspects of finance, human resources and legal operations. Earlier in his career, Mr. Black held finance leadership roles at Citrix Systems, Inc., supporting corporate finance functions and then portfolio operations in the Enterprise and Service Provider Division. Mr. Black also held finance leadership roles at AT&T, Lucent Technologies, Avaya Inc. and MasTec, Inc. Mr. Black earned a BA in Business Administration, majoring in Finance, from Strathclyde University and was previously a Fellow member of the Chartered Association of Certified Accountants in the United Kingdom (FCCA).

The Company and Mr. Black have entered into an employment agreement, dated June 6, 2024 (the “Employment Agreement”), which sets forth the terms of his employment and compensation. Pursuant to the Employment Agreement, Mr. Black will be entitled to an annual base salary of $450,000 and eligible for an annual target bonus of 80% of his base salary. Mr. Black will receive a sign-on equity grant of restricted stock units (“RSUs”) with a grant date value of $5 million, 25% of which will vest on the first anniversary of his start date, with the remainder vesting in 6.25% increments quarterly. In 2025 and each year thereafter, the Compensation Committee of the Company will make annual equity awards to Mr. Black commensurate with Mr. Black’s position. The Company will provide for a relocation payment to Mr. Black of $250,000 and will reimburse him for attorney’s fees of up to $15,000 incurred in connection with the Employment Agreement.

The Employment Agreement provides for certain payments in the event of a termination of Mr. Black’s employment without Cause (as defined in the Employment Agreement) or in the event of Mr. Black’s Constructive Termination (as defined in the Employment Agreement), including a lump-sum cash severance payment equal to 12 months of his then current base salary, plus a pro-rated portion of any earned but unpaid bonus for the year in which his employment ends subject to achievement of certain performance metrics, as well as reimbursement of health care premiums for up to 12 months after termination. Additionally, if Mr. Black’s employment is terminated without Cause or there is a Constructive Termination of his employment, in either case within 12 months of a Change in Control (as defined in the Employment Agreement), he will be entitled to the severance payments described above and will immediately vest in all outstanding unvested equity awards. The severance benefits described above are subject to Mr. Black’s execution of a release of claims against the Company.

Mr. Black will be eligible to participate in all employee benefit plans in effect for similarly situated employees. The Company will also enter into an indemnification agreement with Mr. Black substantially in the form applicable to other similarly situated employees of the Company.

The foregoing description of the Employment Agreement and compensation arrangements does not purport to be complete and is qualified in its entirety by reference to the Employment Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

There are no transactions since the beginning of the Company’s last fiscal year in which the Company is a participant and in which Mr. Black or any members of his immediate family have any interest that are required to be reported under Item 404(a) of Regulation S-K. No family relationships exist between Mr. Black and any of the Company’s directors or executive officers. The appointment of Mr. Black was not pursuant to any arrangement or understanding between him and any person, other than a director or executive officer of the Company acting in his or her official capacity.

In addition, in connection with the appointment of Mr. Black, on June 6, 2024 the Company and Mr. Kalsu entered into an Omnibus Amendment to Employee Agreement, effective as of June 24, 2024 (the “Omnibus Amendment”), which amends the Amended and Restated Employment Agreement between SolarWinds Worldwide, LLC and Mr. Kalsu, dated as of April 27, 2016 (the “Kalsu Employment Agreement”) as follows:

•The Kalsu Employment Agreement will terminate as of the Effective Date (as defined in the Omnibus Amendment). Mr. Kalsu will not be entitled to any severance payments in connection with any such termination except as set forth in the Omnibus Amendment;

•Mr. Kalsu will be paid a transition bonus in the amount of $880,000, payable in a one-time lump sum payment;

•Mr. Kalsu will receive reimbursement of the health and dental care continuation premiums incurred by to effect continuation of health and dental insurance coverage for him and his dependents for a period of up twelve (12) months from the Effective Date;

•Mr. Kalsu will enter into a Contractor Agreement to provide transition services for 90 days after the Effective Date (the “Transition Period”); and

•Mr. Kalsu will continue to vest in all outstanding RSUs and PSUs that were eligible to vest solely subject to his continued services with the Company through the end of the Transition Period and for so long as he is providing continued services under the Contractor Agreement.

Payment of the transition bonus and the reimbursement of health and dental care continuation premiums are conditioned upon Mr. Kalsu’s execution of a release in a form reasonably acceptable to Mr. Kalsu that becomes effective by the Release Deadline (as defined in the Kalsu Employment Agreement).

The foregoing description of the Omnibus Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Omnibus Amendment, a copy of which is attached as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein.


Item 7.01			Regulation FD Disclosure.

On June 10, 2024, the Company issued a press release announcing the appointment of Mr. Black to the role of Chief Financial Officer. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01			Financial Statements and Exhibits.


(d)			Exhibits.


Exhibit Number						Description

10.1						Employment Agreement dated as of June 6, 2024, between SolarWinds Worldwide, LLC and Lewis Black
10.2						Omnibus Amendment to Employee Agreement, effective as of June 24, 2024, between SolarWinds Worldwide, LLC and J. Barton Kalsu
99.1						Press release issued by SolarWinds Corporation dated June 10, 2024
104						Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURE

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


			SOLARWINDS CORPORATION

Dated:	June 10, 2024	By:	/s/ Sudhakar Ramakrishna
			Sudhakar Ramakrishna
			President & Chief Executive Officer

Exhibit 10.1

EMPLOYMENT AGREEMENT

This Employment Agreement (the “Agreement”) is dated and effective as of June 6, 2024 (the “Effective Date”) by and between SolarWinds Worldwide, LLC, a Delaware limited liability company (the “Company”), and Lewis Black (the “Employee”).

WHEREAS, the Company desires to employ Employee, and Employee desires to be employed in the position of Executive Vice President, Chief Financial Officer, with a start date of June 24, 2024 (the “Start Date”).

NOW, THEREFORE, in consideration of the premises and the mutual covenants set forth below, the parties hereby agree as follows:

1.Position and Duties.

(a)The Employee will be employed by the Company, on a full-time basis, as of the Start Date. The Employee will assume the role of Executive Vice President, Chief Financial Officer on August 15, 2024, or such other date agreed to by the parties. As of the Start Date, the Employee shall report to the Company’s Chief Executive Officer, or such other executive as designated by the Company from time to time (hereinafter referred to as the “Managing Executive”). The Employee’s principal place of employment shall be at the Employee’s place of residence or, following the Employee’s Relocation (as defined below), at the Company’s corporate headquarters in Austin, Texas, and the Employee understands and agrees that he will be required to travel from time to time for business purposes.

(b)The Employee agrees to perform the duties of Employee’s position and such other duties as may reasonably be assigned to the Employee from time to time. The Employee also agrees that, while employed by the Company, the Employee will devote substantially all of the Employee’s business time and efforts to the advancement of the business and interests of the Company and its Affiliates (as defined in Section 9 below) and to the discharge of the Employee’s duties and responsibilities for them. Notwithstanding the above, the Employee shall be permitted, to the extent such activities do not in the aggregate materially interfere with the performance by the Employee of the Employee’s duties and responsibilities hereunder to: (i) manage the Employee’s personal, financial and legal affairs; (ii) serve on civic, educational, philanthropic or charitable boards or committees; and (iii) subject to disclosure to and initial approval by the Managing Executive, serve on any other corporate board or committee as long as such board or committee complies with Company policy (e.g. does not cause a conflict of interest with the Employee’s duties at the Company).

2.Compensation and Benefits. During the Employee’s employment, as compensation for all services performed by the Employee for the Company and its Affiliates, the Company will provide the Employee the following pay and benefits:

(a)Base Salary. As of the Start Date, the Company will pay the Employee a base salary at the rate of $450,000 per year (“Base Salary”), payable in accordance with the

regular payroll practices of the Company. The Base Salary shall be reviewed and may be increased from time to time by the Company in its discretion.

(b)Bonus Compensation. The Employee shall be eligible for a target annual bonus of 80% of Base Salary to be paid annually upon the achievement of company metrics established by the Board (as defined below) and individual performance factors that will be mutually determined by the Employee and the Board, with a potential to earn a maximum bonus amount as established by the Board upon the over-achievement of those company metrics and individual performance factors (“Bonus Compensation”). All Bonus Compensation payments under this Section 2(c) will be made in accordance with the regular payroll practices of the Company and the terms of the applicable Company bonus plan, are not guaranteed and are subject to change at any time for any reason. The Employee’s performance objectives shall be reviewed and subject to change from time to time by the Company in its discretion. For the 2024 calendar year, the target bonus amount shall be prorated based on the Start Date. Any bonus will be paid on or before March 31 of the year following the relevant bonus year, and the Employee must be employed on the bonus payment date to receive any such bonus.

(c)Equity Awards. Subject to approval by the Company’s direct or indirect parent’s (“Parent”) board of directors (the “Board”), the Company shall promptly grant the Employee equity awards with an aggregate value of $5 million in the form of restricted stock units (“RSUs”) vesting as follows: (i) 25% on the first anniversary of the Start Date; and (ii) 6.25% in each quarter thereafter. The remaining terms of the RSUs will be set out in the Company’s equity plans and the applicable agreements and will be similar to those of similarly-situated employees. Starting in 2025 and annually thereafter during Employee’s employment, the Compensation Committee of the Company will make annual grants of equity to Employee commensurate with Employee’s position.

(d)Participation in Employee Benefit Plans and Vacation Policies. The Employee will be entitled to participate in all employee benefit plans and vacation policies in effect for similarly-situated employees of the Company. The Employee’s participation will be subject to the terms of the applicable plan documents and generally applicable Company policies.

(e)Business Expenses. The Company will pay or reimburse the Employee for all reasonable business expenses incurred or paid by the Employee in the performance of the Employee’s duties and responsibilities for the Company. Reimbursements shall be subject to such reasonable substantiation and documentation as the Company may specify from time to time.

(f)Relocation Bonus. The Employee will be paid a relocation bonus of $250,000 (the “Relocation Bonus”), to be paid to the Employee on the next regular payroll date following confirmation of the Employee’s relocation to Austin, Texas (the “Relocation”), provided that the Employee has demonstrated proof of residency as determined by the Company in its sole discretion. In the event of termination of the Employee’s employment by the Company for Cause or the Employee’s voluntary resignation during the first year following the Start Date, the Employee must repay the Company an amount in cash equal to a pro rata percentage (based on the remaining calendar months of unfulfilled service within in the first year following the Start

Date) of the Relocation Bonus. This repayment must be made within 60 days of the Employee’s termination date.

(g)Attorney’s Fees. The Company will pay, on Employee’s behalf, an amount sufficient to cover the reasonable legal fees incurred by Employee in connection with the negotiation of this Agreement in an amount not to exceed $15,000.00.

3.Confidential Information and Restricted Activities. Employee has entered into the Company’s Employee Proprietary Information and Arbitration Agreement (“EPIA”) concurrently with this Agreement, and acknowledges his or her obligations thereunder. The EPIA is specifically incorporated into this Agreement. Following the Employee’s relocation, and as a condition of receipt of the Relocation Bonus set forth in Section 2(f), the Employee agrees to enter into an amended EPIA that complies with the jurisdiction of Relocation.

4.Termination of Employment. The Employee’s employment under this Agreement shall continue until terminated pursuant to this Section 4.

(a)Termination for Cause. The Company may terminate the Employee’s employment for Cause following at least fifteen (15) days advance written notice to the Employee setting forth in reasonable detail the nature of the Cause. For purposes of this Agreement, “Cause” means any of the following: (i) the Employee’s continued substantial violations of the Employee’s employment duties or willful disregard of commercially reasonable and lawful directives from the Managing Executive, after Employee has received a written demand for performance from the Managing Executive that sets forth the factual basis for the Company’s belief that Employee has not substantially performed Employee’s duties or willfully disregarded directives from the Managing Executive; (ii) the Employee’s moral turpitude, dishonesty or gross misconduct in the performance of Employee’s duties or which has materially and demonstrably injured the finances or future business of the Company or any of its Affiliates as a whole; (iii) the Employee’s material breach of this Agreement or the EPIA; or (iv) the Employee’s conviction of, or confession or plea of no contest to, any felony or any other act of fraud, misappropriation, embezzlement, or the like involving the Company’s property; provided, however, that no such act or event described in clauses (i) and (iii) of this paragraph (a) shall constitute Cause hereunder if the Employee has fully cured such act or event during the applicable fifteen (15) day notice period.

(b)Termination for Death or Disability. This Agreement shall automatically terminate in the event of Employee’s death during employment. No severance pay or other separation benefits will be paid in the event of such termination due to death except that Employee’s beneficiaries shall be entitled to receive any earned but unpaid Base Salary, any bonus compensation to the extent earned but unpaid, any vested deferred compensation or equity awards (other than pension plan or profit-sharing plan benefits which will be paid in accordance with the applicable plan), any benefits under any plans of the Company in which the Employee is a participant to the full extent of the Employee’s rights under such plans, and any appropriate business expenses incurred by the Employee in connection with the Employee’s duties hereunder, all to the date of termination (collectively “Accrued Compensation”). In the event the Employee

becomes disabled during employment and, as a result, is unable to continue to perform substantially all of the Employee’s duties and responsibilities under this Agreement for a consecutive period of twelve (12) weeks, the Company will continue to pay the Base Salary and benefits to the Employee in accordance with Section 2 above during such period. If the Employee is unable to return to work after twelve (12) consecutive weeks of disability, the Company may terminate the Employee’s employment, upon notice to the Employee. No severance pay or other separation benefits will be paid in the event of such termination due to disability. If any question shall arise as to whether the Employee is disabled to the extent that Employee is unable to continue to perform substantially all of Employee’s duties and responsibilities for the Company, the Employee shall, at the Company’s request, and at the Company’s expense, submit to a medical examination by a physician selected by the Company to whom the Employee’s guardian, if any, has no reasonable objection to determine whether the Employee is so disabled and such determination shall for the purposes of this Agreement be conclusive of the issue. If such a question arises and the Employee fails to submit to the requested medical examination, the Company’s determination of the issue shall be binding on the Employee.

(c)Termination Other Than for Cause; Constructive Termination; Severance; Release. The Employee’s employment is “at will,” and either the Company or the Employee may terminate the Employee’s employment for any reason, at any time, without cause or notice. However, in the event of termination of the Employee’s employment by the Company other than for Cause or in the event of a Constructive Termination (as defined below), the Employee shall be entitled to receive:

(i)a lump sum cash severance amount equivalent to twelve (12) months of the Employee’s then current annual base salary, less applicable deductions, to be paid within sixty (60) days following the last day of Employee's employment with the Company (provided Employee has entered in a Release (as defined below) that has become effective as of such date);

(ii)any earned but unpaid Bonus Compensation payments for the year in which the termination occurs, on a pro rata basis, provided that the Board determines that the performance objectives related to the Bonus Compensation are reasonably likely to be satisfied at the time the notice of termination is given and based upon the level at which the Board determines that the performance objectives are reasonably likely to be satisfied, to be paid at the time such Bonus Compensation payments would have been paid to Employee if Employee’s employment had not been so terminated; and

(iii)reimbursement on a monthly basis of the health and dental care continuation premiums for Employee and Employee’s dependents incurred by Employee to effect continuation of health and dental insurance coverage for Employee and Employee’s dependents on the same basis as active employees, for a period of twelve (12) months from the date of such termination, to the extent that Employee is eligible for and elects continuation coverage under COBRA and to the extent such reimbursement would not result in excise taxes or similar liabilities for the Company and its Affiliates.

Any obligation of the Company to provide the Employee severance payments or benefits under this Section 4(c) is conditioned, however, upon the Employee signing and not revoking a release of claims in the form attached hereto as Exhibit A that becomes effective no later than sixty (60) days following the Employee’s termination date or such earlier date required by the release agreement (such deadline, the “Release Deadline”). If the release does not become effective by the Release Deadline, the Employee will forfeit any rights to severance payments and benefits under this Section 4(c). In no event will severance payments or benefits be paid or provided until the release actually becomes effective. In the event the termination occurs at a time during the calendar year where the release could become effective in the calendar year following the calendar year in which the Employee’s termination occurs, then any severance payments or benefits under this Agreement that would be considered Deferred Compensation (as defined below) will be paid or provided on the first payroll date to occur during the calendar year following the calendar year in which such termination occurs, or, if later, the later of (i) the Release Deadline, or (ii) the Deferred Compensation Delayed Payment Date (as defined in Section 7 below).

(d)Benefits in Termination for Cause or Voluntary Resignation. In the event of termination of the Employee’s employment by the Company for Cause or the Employee’s voluntary resignation, the Company will pay the Employee any Base Salary earned but not paid through the date of termination, any earned but unpaid bonus, and pay for any vacation time accrued but not used to that date of termination. The Company shall have no obligation to the Employee for unearned bonus or severance payments.

(e)Termination of Benefits. Except for any right the Employee may have under the federal law known as “COBRA” to continue participation in the Company’s group health and dental plans, and subject to Section 4(c)(iii) above, benefits shall terminate in accordance with the terms of the applicable benefit plans based on the date of termination of the Employee’s employment, without regard to any continuation of base salary or other payment to the Employee following termination.

(f)Survival. Provisions of this Agreement shall survive any termination if so provided in this Agreement or if necessary to accomplish the purposes of other surviving provisions, including without limitation Employee’s obligations under Section 3 of this Agreement. The obligation of the Company to make payments to the Employee under this Section 4 is expressly conditioned upon Employee’s continued full performance of the obligations under Section 3 hereof that survive the termination of Employee’s employment. Upon termination by either the Employee or the Company, all rights, duties and obligations of Employee and the Company to each other shall cease, except as otherwise expressly provided in this Agreement, and, further, the Employee agrees to immediately resign from any director or office positions within Company or its Affiliates as of the date of termination.

5.Change of Control Benefits. In the event of termination of Employee’s employment by the Company other than for Cause or in the event of Constructive Termination upon or during the twelve (12) month period after the effective date of a Change of Control, and provided that Employee signs a Release and otherwise complies with all continuing obligations

hereunder, Employee shall be entitled to (i) the consideration set forth in Section 4(c) above; and (ii) accelerated vesting of all of Employee’s unvested equity awards, such that all of Employee’s then-outstanding equity awards shall immediately and fully vest as of the date of such termination.

6.Limitation on Payments. In the event that the severance and other benefits provided for in this Agreement or otherwise payable to the Employee (i) constitute “parachute payments” within the meaning of Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”) and (ii) but for this Section 6, would be subject to the excise tax imposed by Code Section 4999 (the “Excise Tax”), then the Employee’s severance benefits will be either (a) delivered in full, or (b) delivered as to such lesser extent which would result in no portion of such severance benefits being subject to the Excise Tax, whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the Excise Tax, results in the receipt by the Employee on an after-tax basis, of the greatest amount of severance benefits, notwithstanding that all or some portion of such severance benefits may be taxable under Code Section 4999. If a reduction in the severance and other benefits constituting “parachute payments” is necessary so that no portion of such severance benefits is subject to the Excise Tax, the reduction shall occur in the following order unless otherwise agreed in writing and such agreement is in compliance with Section 409A (as defined in Section 7): (1) reduction of the cash severance payments subject to Section 409A, followed by reduction of the cash severance payments not subject to Section 409A; (2) cancellation of accelerated vesting of the Employee’s equity awards subject to Section 409A, followed by cancellation of accelerated vesting of the Employee’s equity awards not subject to Section 409A; and (3) reduction of continued employee benefits. In the event that acceleration of vesting of the Employee’s equity awards is to be reduced, such acceleration of vesting shall be cancelled in the reverse order of the date of grant of the Employee’s equity awards. Unless the Company and the Employee otherwise agree in writing, any determination required under this Section 6 will be made in writing by an independent firm selected by the Company with the consent of Employee (the “Firm”), which consent shall not be unreasonably withheld, delayed or conditioned, immediately prior to the change of control, whose determination will be conclusive and binding upon the Employee and the Company for all purposes. For purposes of making the calculations required by this Section 6, the Firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Code Sections 280G and 4999. The Company and the Employee will furnish to the Firm such information and documents as the Firm may reasonably request in order to make a determination under this Section 6. The Company will bear all costs the Firm may reasonably incur in connection with any calculations contemplated by this Section 6.

If, prior to a change of control, none of the Company’s securities are “Tradable” then, upon Employee’s written request, the Company will submit any potential “parachute payments” in excess of three times your applicable “base amount” (as defined in Code Section 280G(b)(3)) for approval by the Company’s stockholders, all in accordance with Code Section 280G(b)(5).

7.Section 409A. The foregoing provisions are intended to comply with the requirements of Code Section 409A and the final regulations and official guidance promulgated

thereunder (“Section 409A”), so that none of the payments and benefits to be provided hereunder will be subject to the additional penalty tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company agrees to work together with the Employee in good faith to consider any and all amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax, interest penalty or accelerated income recognition prior to actual payment to the Employee under Section 409A. For purposes of Section 409A (including, without limitation, for purposes of Treasury Regulation Section 1.409A-2(b)(2)(iii)), the Employee’s right to receive any installment payments under this Agreement (whether severance payments, reimbursements or otherwise) shall be treated as a right to receive a series of separate payments and, accordingly, each installment payment hereunder shall at all times be considered a separate and distinct payment. Notwithstanding anything to the contrary in this Agreement, no severance payments or severance benefits payable to the Employee upon termination of employment, if any, when considered together with any other severance payments or separation benefits that are considered deferred compensation under Section 409A (“Deferred Compensation”) will be payable until the Employee has a “separation from service” within the meaning of Section 409A. Further, if at the time of the Employee’s termination of employment, the Employee is a “specified employee” within the meaning of Section 409A, payment of such Deferred Compensation will be delayed to the extent necessary to avoid the imposition of the additional tax imposed under Section 409A, which generally means that the Employee will receive payment on the first payroll date that occurs on or after the date that is six (6) months and one (1) day following the Employee’s termination of employment, or the Employee’s death, if earlier (the “Deferred Compensation Delayed Payment Date”). Upon the Deferred Compensation Delayed Payment Date, all payments deferred pursuant to this Section 7 shall be paid in a lump sum to the Employee, and any remaining payments due shall be paid as otherwise provided herein or in the applicable agreement. No interest shall be due on any amounts so deferred. All reimbursements provided under this Agreement shall be made or provided in accordance with the requirements of Section 409A, including, where applicable, the requirement that (i) any reimbursement is for expenses incurred during the Employee’s lifetime (or during a shorter period of time specified in this Agreement), (ii) the amount of expenses eligible for reimbursement during a calendar year may not affect the expenses eligible for reimbursement in any other calendar year, (iii) the reimbursement of an eligible expense will be made on or before the last day of the taxable year following the year in which the expense is incurred, and (iv) the right to reimbursement is not subject to liquidation or exchange for another benefit.

8.Indemnification and Insurance. Parent and Employee will enter into an Indemnification Agreement (the “Indemnification Agreement”) (in the same form as other executive officers of the Company) for Employee’s benefit and such Indemnification Agreement shall not be terminated or modified during Employee’s employment with the Company; provided, however, that Parent may make immaterial amendments that are general to all indemnification agreements and do not materially impact Employee disparately from other indemnitees. The Company will maintain directors’ and officers’ liability insurance on market terms for similarly-situated companies.

9.Definitions. For purposes of this Agreement, the following definitions apply:

(a)“Affiliates” means all persons and entities directly or indirectly controlling, controlled by or under common control with the Company, where control may be by management authority, equity interest or otherwise.

(b)“Change of Control” means a transaction or series of transactions where the shareholders of the Company (or those of its ultimate parent entity) immediately preceding such transaction own, following such transaction, less than 50% of the voting securities of the Company; provided however, that a firmly underwritten public offering of the Common Stock shall not be deemed a Change of Control.

(c) “Constructive Termination” means a termination in which the Company, without Employee’s express written consent, either (i) materially reduces the powers and duties of employment of Employee resulting in a material decrease in the responsibilities of Employee, (ii) materially reduces Employee’s cash compensation and/or cash bonus opportunities, (iii) requires a material change in the geographic location of Employee’s primary work facility or location (other than the Relocation), or (iv) changes Employee’s reporting structure such that Employee no longer reports to the Managing Executive (other than a change that results in Employee reporting to the Board), and due to an act or event in items (i) – (iv) above, Employee terminates his or her employment with the Company within thirty (30) days following the expiration of any Company cure period (discussed below) following the occurrence of one or more of such acts or events; provided, however, that a relocation of less than fifty (50) miles from the primary work facility or location will not be considered a material change in geographic location and thus a termination by Employee for this reason shall not be construed as a Constructive Termination; and provided further, that Employee may not resign for Constructive Termination unless Employee first provides the Company with written notice of the acts or events constituting the grounds for “Constructive Termination” within ninety (90) days of the initial existence of the grounds for “Constructive Termination” and a reasonable cure period of not less than thirty (30) days following the date of such notice, and such grounds for “Constructive Termination” have not been cured during such cure period.

(d)“Tradable” means “readily tradable on an established securities market or otherwise,” as described in Section 1.280G-1, Q/A-6 of the Treasury Regulations under Section 280G of the Code.

10.Conflicting Agreements. The Employee hereby represents and warrants that the Employee’s signing of this Agreement and the performance of the Employee’s obligations under it will not breach or be in conflict with any other agreement to which the Employee is a party or are bound and that the Employee is not now subject to any covenants against competition or similar covenants or any court order that could affect the performance of the Employee’s obligations under this Agreement.

11.Withholding. All payments made by the Company under this Agreement shall be reduced by any tax or other amounts required to be withheld by the Company under applicable law.

12.Assignment. Neither the Employee nor the Company may make any assignment of this Agreement or any interest in it, by operation of law or otherwise, without the prior written consent of the other. This Agreement shall inure to the benefit of and be binding upon the Employee and the Company, and each of our respective successors, executors, administrators, heirs and permitted assigns.

13.Severability. If any portion or provision of this Agreement shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion or provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

14.Miscellaneous. This Agreement and the EPIA set forth the entire agreement between the Employee and the Company and replace all prior and contemporaneous communications, agreements and understandings, written or oral, with respect to the terms and conditions of the Employee’s employment. In the event of a conflict between the EPIA and this Agreement, the terms in the EPIA shall prevail. This Agreement may not be modified or amended, and no breach shall be deemed to be waived, unless agreed to in writing by the Employee and an expressly authorized representative of the Board. The headings and captions in this Agreement are for convenience only and in no way define or describe the scope or content of any provision of this Agreement. This Agreement may be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one and the same instrument.

15.Governing Law. This Agreement shall be governed and construed in accordance with the laws of the state in which the Employee lives and provides services to the Company, without regard to the conflict of laws principles thereof.

16.Notices. Any notices provided for in this Agreement shall be in writing and shall be effective when delivered in person or deposited in the United States mail, postage prepaid, and addressed to the Company at its principal place of business, attention of the General Counsel or in the case of the Employee, at the Employee’s last known address on the books of the Company (or to such other address as either party may specify by notice to the other actually received).

IN WITNESS WHEREOF, the parties hereto have executed this Employment Agreement as of the Effective Date.

SOLARWINDS WORLDWIDE, LLC

By: /s/ Sudhakar Ramakrishna

Name: Sudhakar Ramakrishna

Title: President and Chief Executive Officer

/s/ Lewis Black

Lewis Black

Exhibit A

SEPARATION AND GENERAL RELEASE AGREEMENT

This Separation and General Release Agreement (the “Agreement”) is entered into between SolarWinds Worldwide, LLC (the “Company”) on the one hand, and [ ] (“Employee”) on the other.

1.Employee and the Company are currently parties to that certain Employment Agreement dated [ ] (the “Employment Agreement”). Per the Employment Agreement, the Company has the right to terminate Employee’s employment without Cause (as defined therein) and Employee has the right to terminate Employee’s employment following a Constructive Termination (as defined in the Employment Agreement), subject, in each case, to certain benefits that would be received by Employee in that event (provided that Employee executes this Agreement prior to the Release Deadline (as defined in the Employment Agreement)). Employee and the Company desire to enter into this Agreement as a substitute for certain provisions set forth in the Employment Agreement, and Employee recognizes that the benefits he will receive pursuant to this Agreement provide sufficient consideration for Employee’s agreements herein.

2.Both Employee and the Company are entering into this Agreement as a way of concluding the employment relationship between them, and settling voluntarily any dispute or potential dispute that Employee has or might have with the Company, whether known or unknown at this time. This Agreement is not, and should not be construed as, an allegation or admission on the part of either Employee or the Company that either has acted unlawfully or violated any state or federal law or regulation.

3.In return for Employee’s full execution and non-revocation of this Agreement (the “Release”), according to the timelines and procedures set forth herein and therein, and in consideration of the mutual covenants and promises contained herein and therein, the Company makes the following promises to which Employee concedes Employee would otherwise have no legal entitlement:

(a)Employee’s employment with the Company will cease effective [ ], or on such other date that the Company and Employee shall mutually agree in writing (the “Termination Date”).

(b)Nothing in this Agreement is intended to reduce the number of Employee’s outstanding stock options and restricted stock units granted to Employee prior to the date of this Agreement (the “Equity Awards”). Each Equity Award shall remain subject to the terms and conditions of the Employment Agreement and the relevant existing equity award agreement. Provided that Employee executes and returns this Agreement on or before [_______], and does not revoke it before the Effective Date (defined in Section 15), and provided that Employee has not been terminated for Cause and has not voluntarily resigned employment between now and the Effective Date, Employee’s outstanding Equity Awards shall accelerate pursuant to the terms of the Employment Agreement.

(c)Provided that Employee executes and returns this Agreement on or before [_______], and does not revoke it before the Effective Date (defined in Section 15), and provided that Employee has not been terminated for Cause and has not voluntarily resigned employment between now and the Effective Date, Employee shall receive: (i) a lump sum payment on the next regular payroll date after the Effective Date of [______], less applicable withholdings and deductions; (ii) a payment equivalent to the amount of Employee’s accrued [Q__] bonus (subject to executive performance metrics), less applicable withholdings and deductions, to be received by Employee in accordance with the Company’s typical bonus payment timing; (iii) reimbursement for the amount of Employee’s premium payment for group health coverage, if any, elected by Employee pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for a period of up to [ ] months (the reimbursement, the “Health Benefit”); provided, however, that Employee shall be solely responsible for all matters relating to his or her continuation of coverage pursuant to COBRA, including (without limitation) his or her election of such coverage and his or her timely payment of premiums.

4.In exchange for the covenants and promises of the Company as set forth herein, Employee does hereby completely release and forever discharge the Company and its respective parent companies, subsidiaries, affiliates, divisions, business units, and current and former officers, directors, agents, employees, attorneys, successors and assigns (collectively, the “Released Parties”) from all claims, rights, demands, actions, obligations, liabilities, and causes of action of any and every kind, nature and character whatsoever, which Employee may now have or has ever had arising or in any way connected with Employee’s employment with the Company or any of the Released Parties, including Employee’s planned separation from employment, and any transaction or occurrence between Employee and the Released Parties at any time prior to or during such employment up to the time of executing this document (“Released Claims”). The Released Claims include, without limitation, any and all claims based upon the Company’s decision to terminate Employee’s employment and any and all claims for breach of the Employment Agreement, as well as all other claims from the beginning of time to the date this Agreement is executed based upon contract, fraud, equity, tort, discrimination, harassment, retaliation, wrongful termination, personal injury, constructive discharge, emotional distress, public policy, wage and hour law, defamation, claims for debts, accounts, attorneys’ fees, compensatory damages, punitive damages, and/or liquidated damages, any claims arising out of Employee’s participation in any incentive, stock, or option plan maintained by any of the Released Parties, and any and all claims arising under the Americans with Disabilities Act, the Family and Medical Leave Act, Title VII of the Civil Rights Act of 1964, all claims under 42 U.S.C. 1981, the Equal Pay Act, the Employee Retirement Income Security Act of 1974, the Occupational Safety and Health Act, the Workers Adjustment Retraining and Notification Act, the Texas Commission on Human Rights Act, the Texas Labor Code, the North Carolina General Statutes, and any other federal, state, or local statute governing employment, as such statutes may have been or may be amended from time to time, to the maximum extent such released claims are permitted by law. This Release does not extend to, and has no effect upon, any right to vested benefits, any indemnification rights under contract or under the Company’s organizational documents or applicable law, and any right to continued coverage by the Company’s or its parent’s director’s and officer’s insurance following the Termination Date, as set forth in the insurance policy.

5.Without in any way limiting the generality of the above paragraph, by signing this Agreement and accepting the severance outlined above, Employee specifically agrees to release all claims, rights, or benefits Employee may have for age discrimination arising out of or under the Age Discrimination in Employment Act of 1967, 29 U.S.C. § 621 (“ADEA”), et seq. as the ADEA may have been or may be amended, or any equivalent or comparable provision of state or local law.

6.Employee represents and warrants that Employee does not presently have on file, and further represents and warrants to the maximum extent allowed by law that Employee will not hereafter file, any lawsuits, claims, charges, grievances or complaints against the Company and/or the Released Parties in or with any administrative, state, federal or governmental entity, agency, board or court, or before any other tribunal or panel or arbitrators, public or private, based upon any actions or omissions by the Company and/or the Released Parties occurring prior to the date Employee signs this Agreement, with the exception of claims to challenge the validity of this Agreement under the Age Discrimination in Employment Act or the Older Workers Benefit Protection Act. To the extent that Employee is still permitted, notwithstanding this Agreement, to file any administrative charge with any governmental agency, Employee hereby releases any personal entitlement to reinstatement, back pay, or any other types of damages or injunctive relief in connection with any civil action brought on Employee’s behalf after Employee’s filing of any administrative charge.

7.Employee agrees not to disparage or in any way criticize the Company and/or its parent companies, subsidiaries, affiliates, and current or former employees, officers, directors, agents, successors and assigns at any time during or following Employee’s employment by the Company. Employee also agrees to fully cooperate and assist the Company in resolving any and all claims, disputes, or lawsuits made or filed against the Company during the course of Employee’s employment, and likewise, to the extent permitted by law, will not voluntarily assist in any future or pending legal proceeding brought against the Company. The Company agrees that its executive officers and directors will not disparage or in any way criticize Employee’s work performance or character at any time. Nothing contained in this paragraph is intended to prevent either party or any affiliated person from testifying truthfully in any legal proceeding.

8.Employee acknowledges that Employee shall have no rights to post-employment payments, benefits, or otherwise except as set forth in this Agreement and the Employment Agreement. Employee and the Company also agree, however, that the remaining terms of the Employment Agreement shall continue, including those obligations that apply following Employee’s termination of employment. Employee also shall continue to be bound by the terms and conditions set forth in the Employee Proprietary Information Agreement (“EPIA”). Employee understands and agrees that a breach of any continuing obligations contained in the EPIA shall also constitute a breach of this Agreement.

9.Both parties agree that the terms of this Agreement shall be treated as confidential, and that Employee shall not disclose such details to any person or entity, except where required by law or pursuant to a statutorily protected right that cannot be waived by law; provided,

however, that each party may disclose the terms of this Agreement to its accountants, legal and/or contract advisors and, in the case of Employee, his immediate family beneficiaries.

10.Employee hereby agrees that by signing this Agreement and by accepting the promises and benefits described above, Employee gives up any and all rights Employee may have to file or pursue any claim or action which Employee may now have, has ever had, or may in the future have, with respect to any matter pertaining to or arising from Employee’s employment or termination of employment with the Company or any transaction or occurrence between Employee and the Released Parties at any time prior to or during such employment and after separation up to the time of executing this document. In addition, Employee waives any and all rights or benefits which Employee may have under any statute or ordinance which requires a specific release of unknown claims or benefits.

11.It is further understood and agreed that if, at any time, a violation of any term of this Agreement is asserted by any party hereto, that party shall have the right to seek specific performance of that term and/or any other necessary and proper relief, including but not limited to damages, and the prevailing party shall be entitled to recover its reasonable costs and attorneys’ fees, except that the Company shall not, by virtue of this Agreement, be entitled to recover its costs or attorneys’ fees resulting from challenges to the validity of this Agreement by Employee under the Age Discrimination in Employment Act or the Older Workers Benefit Protection Act.

12.Employee is personally responsible for the payment of all federal, state and local taxes that are due, or may be due, for any payments or other consideration received by Employee under this Agreement.

13.The foregoing provisions, and the payments and benefits provided therein, are intended to comply with the requirements of Code Section 409A and the final regulations and official guidance promulgated thereunder (“Section 409A”), so that none of the payments and benefits to be provided hereunder will be subject to the additional penalty tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company agrees to work together with Employee in good faith to consider any and all amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax, interest penalty or accelerated income recognition prior to actual payment to Employee under Section 409A. Notwithstanding anything to the contrary in this Agreement, no severance payments or severance benefits payable to Employee upon termination of employment, if any, when considered together with any other severance payments or separation benefits that are considered deferred compensation under Section 409A (the “Deferred Compensation”) will be payable until Employee has a “separation from service” within the meaning of Section 409A. Further, if at the time of Employee’s termination of employment, Employee is a “specified employee” within the meaning of Section 409A, payment of such Deferred Compensation will be delayed to the extent necessary to avoid the imposition of the additional tax imposed under Section 409A, which generally means that Employee will receive payment on the first payroll date that occurs on or after the date that is six (6) months and one (1) day following Employee’s termination of employment, or Employee’s death, if earlier (the “Deferred Compensation Delayed Payment Date”).

14.Employee is advised to consult counsel regarding the terms of this Agreement, and acknowledges that Employee has had sufficient time to review this Agreement and to consult counsel prior to entering into this Agreement. Employee agrees that Employee is aware of the contents and significance of all the provisions of this Agreement and that Employee has decided to enter into it voluntarily. Employee and the Company are each relying solely upon their own respective judgment, belief and knowledge with regard to the subject of this Agreement, and each acknowledges that Employee has not been influenced or pressured to any extent whatsoever in entering into this Agreement by any representations, inducements, promises or other statements by any other party to this release, or anyone else, which are not set forth herein.

15.Employee has twenty-one (21) days from the date Employee received this Agreement to consider this Agreement, and Employee may revoke this Agreement at any time during the first seven (7) days following Employee’s execution of this Agreement by delivering written notice of revocation to the Company’s General Counsel, no later than 5:00 p.m. on the seventh day after execution. Employee received this Agreement on [_______]. Employee represents that if Employee executes this Agreement before the twenty-one (21) day consideration period has passed, Employee does so voluntarily, and Employee knowingly and voluntarily waives Employee’s option to use the entire twenty-one (21) days to consider this Agreement. The Company’s offer contained in this Agreement will automatically expire if this Agreement, fully executed by Employee, is not received by Company’s General Counsel on or before [_______]. This Agreement will become effective, irrevocable and fully enforceable upon the expiration of seven (7) days following the date of Employee’s execution of the Agreement (the “Effective Date”), provided that Employee has timely executed and delivered this Agreement and has not exercised Employee’s right to revoke this Agreement.

16.This Agreement is binding upon and shall inure to the benefit of all parties hereto and each of their respective heirs, executors, administrators, successors, assigns, agents, and representatives.

17.Should any provision of this Agreement be declared or be determined by any court to be illegal or invalid, the validity of the remaining parts or provisions shall not be effected thereby and said illegal or invalid part, term or provision(s) shall be deemed not to be a part of this Agreement.

18.This Agreement and any documents referenced herein, incorporates the entire understanding among the parties on the subjects hereof and thereof, and recites the sole consideration for the promises exchanged herein. There are no other representations or terms relating to Employee’s employment relationship or the conclusion of that relationship other than those set forth in writing in this Agreement. This Agreement may only be modified by a writing signed by both parties. In reaching this Agreement, no party has relied upon any representation or promise except those expressly set forth herein, and this Agreement shall be interpreted in accordance with the plain meaning of its terms, and not strictly for or against any of the parties hereto.

19.The parties agree to each bear their own respective costs associated with the preparation and review of this Agreement and the performance of all acts necessary to implement this Agreement. The parties further agree to execute such other and further papers and documents as may be necessary and proper in order to fulfill the specific terms and conditions of this Agreement.

20.Each of the parties expressly agrees that, except as otherwise specifically set forth above, this Agreement and any and all actions, claims and proceedings relating to or resulting from Employee’s employment or termination of employment with the Company shall be governed by the laws of the State of Texas and each of the parties expressly agree that jurisdiction shall be proper in the County of Travis, Texas.

21.In signing this Agreement, Employee and the Company acknowledge that both have read this Agreement, both fully understand all of the provisions of it and the consequences of signing it, and agree to all of its conditions.

EMPLOYEE UNDERSTANDS THAT THIS AGREEMENT IS A BINDING CONTRACT THAT SHALL BAR ALL LITIGATION, CLAIMS AND DEMANDS OF EVERY KIND BY EMPLOYEE AGAINST THE COMPANY AS PROVIDED ABOVE, AND THAT ALL SUCH CLAIMS ARE FULLY AND FINALLY SETTLED, COMPROMISED AND RELEASED.

IN WITNESS WHEREOF, Employee does hereby execute this Agreement on this _____ day of _____________________.




Lewis Black

IN WITNESS WHEREOF, the Company does hereby execute this Agreement on this _____ day of _____________________.

SOLARWINDS WORLDWIDE, LLC

Name:

Title:

Exhibit 10.2

OMNIBUS Amendment to

Employment Agreement

THIS OMNIBUS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made effective as of June 24, 2024 (the “Effective Date”), by and between SolarWinds Corporation, a Delaware corporation on behalf of itself, each of its direct and indirect subsidiaries (including but not limited to SolarWinds Worldwide, LLC), and each of its and their respective predecessors in interest (collectively the “Company”) and J. Barton Kalsu (“Executive”). This Amendment amends the Employment Agreement (as defined below) on the terms set forth herein. All capitalized terms not otherwise defined herein shall have the respective meanings ascribed to such terms in the Employment Agreement.

RECITALS

WHEREAS, the Company and Executive each desire to amend that certain Amended and Restated Employment Agreement between SolarWinds Worldwide LLC (“SWI”) and Executive dated as of April 27, 2016 (the “Employment Agreement”) as set forth below effective as of the Effective Date.

AGREEMENT

NOW, THEREFORE, in consideration of the foregoing, the Company’s continued employment of Executive, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Executive hereby agree as follows, notwithstanding anything in the Employment Agreement to the contrary:

1.Amendment to Employment Agreement.

(a) The Employment Agreement shall terminate on August 15, 2024, or such later date agreed to in writing by the parties hereto (the “Termination Date”), provided that (A) Executive agrees to assist in an orderly transition of services during the period between the Effective Date and the Termination Date, (B) Executive further agrees to enter into that Contractor Agreement attached hereto as Exhibit A for the period from the Termination Date until November 15, 2024 (the “Transition Period”) and provide services thereunder, (C) Sections 3, 6, 7 and 8-5 inclusive of the Employment Agreement and the defined terms used therein, shall survive such termination, (D) except as explicitly set forth in this Amendment, Executive shall not be entitled to any severance payment or benefit due to Executive’s termination of employment (including without limitation any payment set forth in Sections 4 and 5 of the Employment Agreement) and (E) such termination shall not be deemed to be a Constructive Termination, a Change of Control or a termination of Executive’s employment by the Company without Cause.

(b) Provided that Executive remains employed through the Termination Date and signs the Contractor Agreement no later than the Termination Date, Executive shall be eligible for the following benefits:

(i) A transition bonus in the amount of $880,000, which is equal to two (2) years of Executive’s base salary as of the Termination Date (the “Transition Bonus”),

payable in a one-time, lump sum payment on the first regularly scheduled payroll date following the effective date of the Release;

(ii) Reimbursement of the health and dental care continuation premiums for Executive and Executive’s dependents incurred by Executive to effect continuation of health and dental insurance coverage for Executive and Executive’s dependents on the same basis as active employees, for a period of up twelve (12) months from the Termination Date, to the extent that Executive is eligible for and elects continuation coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) following the Termination Date and provided that Executive does not obtain health coverage through another company during this period. The Transition Bonus and the COBRA reimbursements shall be known collectively as the “Transition Benefits”.

(c) For avoidance of doubt, all outstanding Restricted Stock Units Awards and Performance Share Units Awards (as each such term as defined in the SolarWinds Corporation 2018 Equity Incentive Plan) previously granted to Executive that were eligible to vest solely subject to Executive’s continued services with the Company through November 15, 2024 (the “Vesting Eligible RSUs and PSUs”) shall remain outstanding and continue to be eligible to vest in accordance with their terms following the Termination Date and during the Transition Period and for so long as Executive is providing continued services under the Contractor Agreement. Except for the Vesting Eligible RSUs and PSUs, all of Executive’s Restricted Stock Unit Awards and Performance Share Unit Awards will be terminated and cancelled on the Termination Date and are not eligible to vest, and Executive will receive no additional payment or benefit in respect of such terminated Restricted Stock Unit Awards and Performance Stock Unit Awards. Executive acknowledges and agrees that except for the Vesting Eligible RSUs and PSUs, Executive holds no other outstanding equity awards of the Company.

(d) Any obligation of the Company to provide Executive the Transition Benefits under Sections 1(b)(i)–(ii) herein is conditioned upon Executive signing and not revoking a release of claims in the form provided by the Company and reasonably acceptable to Executive (“Release”) that becomes effective no later than the Release Deadline. If the Release does not become effective by the Release Deadline, Executive will forfeit any rights to the Transition Benefits under Sections 1(b)(i)–(ii) herein. In no event will any portion of the Transition Benefits be paid or provided until the Release actually becomes effective. In the event the termination occurs at a time during the calendar year where the Release could become effective in the calendar year following the calendar year in which Executive’s termination occurs, then any Transition Benefits under this Agreement that would be considered Deferred Compensation will be paid or provided on the first payroll date to occur during the calendar year following the calendar year in which such termination occurs, or, if later, the later of (i) the Release Deadline, or (ii) the Deferred Compensation Delayed Payment Date.

(e) Following the Termination Date, Executive agrees to (i) make himself reasonably available to the Company to respond to requests by the Company for information, execute documents and paperwork, or complete additional tasks necessary to provide the Company with reasonable transition support and (ii) cooperate reasonably and promptly with the Company or any of its agents or designees in any investigation, proceeding, deposition,

administrative review, court hearing, or litigation brought against the Company by any government agency or private party pertaining to matters occurring during Executive’s employment with the Company with respect to business issues or claims and litigation of which Executive has personal or corporate knowledge, or that arose in Executive’s organization or chain of command. Only reasonable out-of-pocket expenses in assisting the Company or any affiliate at its request, which are approved in advance by the Company in writing, will be reimbursed.

(f) Executive acknowledges the receipt and sufficiency of consideration provided herein, including in particular the benefits set forth in Sections 1(b)(i)–(ii) of this Amendment, to support this Amendment, Executive’s continuation of services during the Transition Period, and Executive’s execution of a Release following the Termination Date.

2.Miscellaneous.

(a) Except as expressly amended hereby, the Employment Agreement remains unmodified and in full force and effect, and any terms not expressly defined herein shall have the meaning set forth in the Employment Agreement.

(b) This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

(c) In the event of any conflict between the terms of this Amendment and the Employment Agreement, the terms of this Amendment shall expressly control.

[Signature Page(s) Follows]

IN WITNESS WHEREOF, the parties hereto have executed this Amendment to be effective as of the Effective Date set forth above:

SOLARWINDS CORPORATION

By: /s/ Sudhakar Ramakrishna
Name: Sudhakar Ramakrishna
Title: Chief Executive Officer

EXECUTIVE

/s/ J. Barton Kalsu

J. Barton Kalsu

Exhibit A

CONTRACTOR AGREEMENT

This Contractor Agreement (this “Agreement”), effective as of ______________ (the “Effective Date”) is entered into by and between J. Barton Kalsu (the “Contractor”), and SolarWinds Worldwide, LLC, a Delaware limited liability company (“Company”), based upon the terms and conditions set forth below.

1. Engagement. Company agrees to retain Contractor as an independent contractor, and Contractor agrees to provide the services, and the deliverables described in the Statement of Work (“SOW”) attached to this Agreement and any additional or amended SOWs added to this Agreement by mutual agreement of Contractor and Company (the “Services”), pursuant to the terms and conditions contained in this Agreement and any applicable SOW. Contractor shall commence providing services on the Start Date (as defined in the attached SOW). In the event of a conflict between the terms of this Agreement and any SOW, the terms of this Agreement will control. Any entity controlled by, in control of, or under common control with Company (each a “Company Affiliate”) is entitled to engage the Services from Contractor by entering into a SOW with Contractor, and the terms and conditions of this Agreement will be incorporated into that SOW by reference.

2. Commercially Reasonable Efforts. In rendering Services pursuant to this Agreement, Contractor agrees to devote its commercially reasonable efforts (i) to the performance of its duties and responsibilities under this Agreement; and (ii) to maintain security procedures and practices, including but not limited to firewalls, system access controls, and virus protection with regular updates to protect Company data, information, and intellectual property from unauthorized access, destruction, use, modification, or disclosure.

3. Degree of Contractor Control. Contractor will maintain control over the methods and means of completing the work described in the applicable SOW. Contractor’s control is subject only to Company’s right to ensure that the work meets the overall standards and requirements of Company or as set forth in the SOW. Contractor is responsible for ensuring it has all the materials, tools, and supplies needed to perform the Services. The parties further acknowledge and agree that neither party, nor either party’s employees, representatives, joint venturers, partners, subcontractors or agents, has the right or power act as the other’s agent or to enter into binding agreements on behalf of the other party. This Agreement does not itself create and may not be deemed to create a joint venture, partnership, employment, or similar association between the parties, or either party’s employees, subcontractors or agents. Contractor will remain solely responsible and will indemnify and hold harmless Company, for all of its own tax liabilities and obligations, including without limitation, all federal, state and local income, wage, earnings, occupation, social security, unemployment, sickness and disability insurance taxes and payroll levies and any employee benefit or other legal requirements applicable to Contractor under ERISA, state law or otherwise now existing or hereafter enacted.

4. Payments. Company agrees to pay Contractor as compensation for the Services, and Contractor agrees to accept as full compensation for the Services, an amount not to exceed the fees set forth in the applicable SOW. Contractor shall deliver to Company an invoice for the Services rendered in the preceding month prior to the last day of the month in the manner and to the location specified in the applicable SOW. If the applicable SOW provides for reimbursement of any Contractor expenses, Contractor shall also deliver to Company an itemized expense report in a format and with supporting documentation acceptable to Company. If the SOW provides for reimbursement of travel expenses, such travel expenses must conform to Company’s Travel Policy, as amended from time to time. All expenses musts be approved in advance by Company to be eligible for reimbursement. All undisputed fees are payable to Contractor net thirty (30) days from the date of invoice or expense report unless otherwise specifically set forth in the applicable SOW.

a. Contractor Provides Own Benefits. Contractor agrees and acknowledges that Contractor is not eligible to participate in any benefits or similar programs such as the ones offered to the Company’s employees.

b. Contractor Economic Opportunity. Contractor and Company agree and acknowledge that the payments due to the Contractor under the terms of this Agreement are based upon completion of the work performed under the SOW and not upon the hours of Contractor’s work. Contractor acknowledges and agrees that the potential for economic loss or gain is within Contractor’s control and is not determined solely by the Company.

5. Confidentiality. It may be necessary for a party during the term of this Agreement (the “Disclosing Party”) to provide the other party (the “Receiving Party”) with certain information that shall be Confidential Information, and any such disclosure shall be governed by Company’s standard Contractor proprietary information agreement (“Contractor PIA”). Contractor shall not share Company’s Confidential Information with any other party.

6. Intellectual Property Ownership.

a. Company IP. Company shall retain all right, title and interest in and to all information, data, software, tools and other materials developed by or for Company (“Company IP”). If necessary, during the term of this Agreement, Company grants to Contractor a limited, revocable, non-exclusive, non-assignable, license to use the Company IP solely for Contractor to perform the Services, provided Contractor complies with all of Company’s policies and license terms related to the same.

b. Contractor IP. Contractor shall retain all right, title and interest in and to all information, data, software, tools and other materials developed by or for Contractor other than the deliverables created as a result of the Services (“Contractor IP”). Contractor grants to Company a non-exclusive, irrevocable, worldwide, royalty-free license to use and create derivative works from any Contractor IP contained in the deliverables created as a result of the Services.

c. Deliverables. Company shall own all right, title and interest in and to the deliverables created as a result of the Services set forth in the SOW. All deliverables created as a result of the Services provided by Contractor shall be considered a “work for hire” as that term is defined in the United States Copyright Act, and to the extent any are not deemed “work for hire”, Contractor agrees to immediately assign to Company all right, title, and interest in such at no additional fee or expense to Company.

7. Data Privacy. If applicable, with respect to any Personal Data (which means any information relating to an identified or identifiable natural person (“data subject”); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person), Contractor represents and warrants that it shall comply with its legal obligations relating to the same.

8. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY, ANY COMPANY AFFILIATE, AND ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS OR AGENTS BE LIABLE TO CONTRACTOR OR ANY THIRD PARTY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR (i) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE OF SERVICE OFFERING, LOSS OF REVENUE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF DATA, LOST SAVINGS OR OTHER ECONOMIC DAMAGE, HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (ii) ANY DAMAGES UNDER THIS AGREEMENT IN EXCESS OF THE AGGREGATE AMOUNTS PAID OR OWED TO CONTRACTOR HEREUNDER DURING THE 12-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS OF LIABILITIES WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREIN.

9. WARRANTY DISCLAIMER. Contractor represents and warrants that (i) the Services and any deliverables provided under this Agreement do not and will not infringe or violate any patents, copyrights, trademarks, right of publicity, right of privacy, moral right or any other right of any third party; (ii) it has not incorporated, and will not incorporate, any open source code into Company’s environment or code without prior written consent of Company; (iii) it will comply with all applicable laws, rules, or regulations in performing its obligations under this Agreement; (iv) it will not collect Personal Data in the performance of its obligations hereunder unless any collection is previously agreed upon between the parties, whereby such collection of data shall be governed by Section 7, (v) the Services will be of good and marketable quality and will conform in all material respects to the specifications, descriptions and requirements set forth in the applicable SOW, and (vi) it has and will maintain throughout the term of this Agreement and any SOW, any applicable licenses, permits, approvals and consents required by any federal, state or local licensing, regulatory or other agency for the performance of Services to be provided under

this Agreement. OTHER THAN THE EXPRESS WARRANTIES SET FORTH HEREIN, THE PARTIES DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR IN ANY COMMUNICATION BETWEEN THEM, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE AND FITNESS FOR A PARTICULAR PURPOSE.

10. Term. This Agreement will commence on the Effective Date and continue through November 15, 2024, unless earlier terminated by Company or Contractor; provided, however, that Company may not terminate early other than due to Contractor’s material breach of the Agreement. If Contractor terminates this Agreement for any reason prior to November 15, 2024, Contractor shall not be eligible for the Separation Benefits set forth in the Omnibus Amendment to Employment Agreement, and any right to continued vesting of Vesting Eligible RSUs and PSUs (as defined below) shall cease as of such early termination date.

11. Termination. In the event of termination of this Agreement, the provisions of Sections 5-10, 11-13, and 17-24 shall survive termination. Within 30 days of termination, Contractor will return to Company all Company IP then currently in its possession and shall provide, in a format acceptable to Company a copy of any Company IP that exists on Contractor’s systems.

12. Notices. All notices hereunder shall be given in writing by hand delivery, courier service, US Mail, or e-mail addressed to the party to whom notice is given, each at their respective addresses set forth in the signature blocks to this Agreement, or at such addresses as may from time to time be designated by either party to the other.

13. Waiver. No failure by either party to this Agreement to exercise and no delay in exercising any right hereunder will operate as a waiver thereof, nor will any single or partial exercise of any right hereunder by either party preclude any other or future exercise of any right hereunder by that party.

14. Assignment. This Agreement is not assignable by either party in whole or in part without the written consent of the other party except that Company may assign or transfer this Agreement to any entity or other person controlled by, in control of, or under common control with Company, or in the event of a merger or a sale of all or a substantial portion of Company’s assets or stock.

15. Non-Exclusive Relationship. Each party acknowledges that Contractor’s relationship with Company is not exclusive, and Company is under no obligation under this Agreement to provide Contractor with any minimum level of work, and Company may obtain services from third parties that are similar to the Services, without any liability or obligation to Contractor. Contractor is likewise under no obligation under this Agreement to contract exclusively with the Company. Contractor is free to provide services or enter into agreements with third parties so long as those obligations do not infringe on Contractor’s obligations to the Company under this Agreement.

16. Force Majeure. Neither party shall be liable for any failure or delay in fulfilling the terms of this Agreement due to fire, strike, labor relations, war, civil unrest, terrorist action, government regulations, acts of nature or other causes which are beyond the reasonable control of the party claiming force majeure.

17. Export Law Controls. The Services delivered to Company under this Agreement may be subject to U.S. control laws and regulations and may also be subject to other applicable import and export laws. Contractor shall abide by all applicable export control laws, rules and regulations applicable to the Services.

18. Equitable Relief. Each party acknowledges that a breach by the other party of any confidentiality or proprietary rights provision of this Agreement or the Contractor PIA may cause the non-breaching party irreparable damage, for which the award of damages would not be adequate compensation. Accordingly, each party agrees and acknowledges that any such violation or threatened violation will cause irreparable injury to the non-breaching party and that, in addition to any other remedies that may be available, in law, in equity or otherwise, the non-breaching party will be entitled to obtain injunctive relief against the threatened breach of this Agreement or the Contractor PIA or the continuation of any such breach, without the necessity of proving actual damages or posting bond.

19. Governing Law. This Agreement will bind and inure to the benefit of the parties hereto and their successors and assigns. This Agreement shall be governed by the laws of the State of Texas, without reference to conflict of laws principles and Uniform Computer Information Transactions Act. Any suit to enforce this Agreement shall be brought exclusively in Travis County, Texas and the parties hereby submit to the personal jurisdiction of such courts and waive any venue objection.

20. Attorneys’ Fees. In the event of a dispute under this Agreement, the prevailing party in any litigation shall be entitled to recover its reasonable attorneys’ fees and costs of litigation from the non-prevailing party.

21. Entire Agreement and Amendment. This Agreement, including attached SOWs and the Contractor PIA, constitutes the complete and entire Agreement between the parties respecting the subject matter and supersedes all previous agreements between Contractor and Company, whether oral or written, regarding the subject matter hereof. This Agreement shall also supersede all terms of any “shrinkwrap” or “clickwrap” license included in any package, media, or electronic version of the Services provided by Contractor. This Agreement, including any attached SOWs and the Contractor PIA, may not be amended, terminated, or superseded except by agreement in writing between the two parties.

22. Severability. If any term, provision, covenant, or condition of this Agreement is held invalid or unenforceable for any reason, the remainder of the provisions shall continue in full force and effect as if this contract had been executed with the invalid portion thereof eliminated. The parties further agree to substitute for the invalid provision a valid provision that most closely

approximates the intent and economic effect of the invalid provision, to the fullest extent permitted by applicable law.

23. Multiple Counterparts; Electronic Delivery. This Agreement may be executed in counterparts, all of which taken together shall constitute one single Agreement between the parties. The parties may exchange counterparts by delivering a signed scanned copy by e-mail and such copy shall be effective to bind the parties.

24. Headings. The title and paragraph headings contained in this Agreement are inserted for identification and convenience and will not be deemed part of this Agreement for purposes of interpretation.

IN WITNESS THEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first written above.


SolarWinds Worldwide, LLC
By: ____________ Name: Sudhakar Ramakrishna Title: CEO
Address: 7171 Southwest Parkway, Building 400
Austin, Texas 78735
Attn: EVP, General Counsel
Email: legal.notices@solarwinds.com

Contractor

By: _______________

Name: J. Barton Kalsu

Address:

Email:

Attachment A

STATEMENT OF WORK

1. Description of Work

Contractor shall provide transition and consulting services to the Company on projects assigned by the Company’s Chief Executive Officer from time to time. The hours of services per week that Contractor is required to provide under this Agreement shall in no event exceed 40 hours per week.

2. Deliverables (where applicable):

As defined by the Company’s Chief Executive Officer and communicated to Contractor from time to time.

3. Fees:

Company agrees to pay $30,000.00/month (pro-rated for any partial months) for the work described in this Statement of Work.

All outstanding Restricted Stock Units Awards and Performance Share Units Awards (each such term as defined in the SolarWinds Corporation 2018 Equity Incentive Plan (“Plan”)) previously granted to Contractor that were eligible to vest subject solely to Contractor’s continued Service (such term as defined in the Plan) with the Company through November 15, 2024 (the “Vesting Eligible RSUs and PSUs”) shall remain outstanding and continue to vest in accordance with their terms for so long as Contractor is providing continued Service under this Agreement. If Contractor terminates this Agreement for any reason prior to November 15, 2024, or if Contractor materially breaches any provision of the Agreement, all then unvested Vesting Eligible RSUs and PSUs shall immediately terminate and be forfeited as of such date and Contractor shall have no further rights with respect thereto. For the avoidance of doubt, (i) Contractor’s transition from an Employee to Consultant (each such term as defined in the Plan) shall not constitute an interruption or a termination of Service for any purpose with respect to such outstanding Vesting Eligible RSUs and PSUs and (ii) provided that Contractor is providing Services through the expiration of the term of this Agreement as set forth in Section 10 of the Agreement, Contractor shall be deemed to have satisfied any vesting requirements for any applicable vesting date for the Vesting Eligible RSUs and PSUs on or before November 15, 2024 with respect to any outstanding Vesting Eligible RSUs and PSUs. Except for the Vesting Eligible RSUs and PSUs, all of Contractor’s Restricted Stock Unit Awards and Performance Share Unit Awards were terminated and cancelled on August 15, 2024, and Contractor acknowledges and agrees that except for the Vesting Eligible RSUs and PSUs, Contractor holds no other outstanding equity awards of the Company.

4. Schedule of Work:

Start Date: August 16, 2024, or such later date agreed to in writing by the parties based on business need (“Start Date”)

End Date: November 15, 2024

Work Order Approved by Company: Date: __________________

Work Order Accepted by Contractor: _________________ Date: __________________

Exhibit 99.1

SolarWinds Appoints Lewis Black as Chief Financial Officer

Black brings over 25 years of strategic finance expertise in IT platform transformation and expansion, operational scaling, and growth acceleration

AUSTIN, TEXAS – JUNE 10, 2024 – SolarWinds (NYSE:SWI), a leading provider of simple, powerful, secure observability and IT management software, today announced the appointment of Lewis Black as its Executive Vice President, Chief Financial Officer, and Treasurer to be effective in August 2024.

Black brings over 25 years of experience in the information technology space, having served in financial and operational roles at AT&T, Lucent Technologies, Avaya, and Citrix. He most recently served as Chief Executive Officer of Actian, a hybrid data management, analytics, and integration company, from 2020 to 2023 and as Senior Vice President and Chief Financial Officer from 2018 to 2020, with responsibility for the company’s financial and capital management strategies, strategic and operational planning, and driving the operational execution.

“Lewis brings tremendous experience in transforming tech companies, which will be invaluable to us,” said Sudhakar Ramakrishna, President and CEO of SolarWinds. “As part of our own ongoing transformation, we look forward to leveraging his vast experience—and we are enthusiastic about this new phase of SolarWinds.”

“I am honored to join SolarWinds and help lead the company through its next phase of growth,” said Black. “For over 25 years, SolarWinds has helped customers transform their businesses with simple, powerful, secure solutions. I’m excited to work with our customers, partners, and employees to set a new trajectory for our ongoing growth.”

Prior to Actian, Black served as Chief Financial Officer of Nexmo, Inc., a leader in the communications platform as a service (“CPaaS”) segment of the cloud communications market, and then as Chief Operating Officer and General Manager of the Nexmo line of business after the company’s acquisition by Vonage Holdings Corp., where he scaled the Nexmo line of business while integrating the business into Vonage. Black graduated from Strathclyde University in Glasgow and was previously a Fellow member of the Chartered Association of Certified Accountants in the United Kingdom (FCCA).

Black will succeed J. Barton Kalsu, who tendered his resignation on June 6, 2024, in order to explore other professional opportunities. Kalsu will remain as the Company’s Chief Financial Officer through August 15, 2024, and has agreed to serve in an advisory capacity to support an orderly transition.

“Bart’s many contributions to SolarWinds over the past 17 years helped shape the company we are today, having shepherded two public offerings and a take-private,” Ramakrishna said. “On

behalf of every Solarian, I thank him for his exceptional leadership and wish him great success in his future endeavors.”

The company is filing a Form 8-K with the Securities and Exchange Commission today.

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About SolarWinds

SolarWinds (NYSE:SWI) is a leading provider of simple, powerful, secure observability and IT management software built to enable customers to accelerate their digital transformation. Our solutions provide organizations worldwide—regardless of type, size, or complexity—with a comprehensive and unified view of today’s modern, distributed, and hybrid network environments. We continuously engage with IT service and operations professionals, DevOps and SecOps professionals, and database administrators (DBAs) to understand the challenges they face in maintaining high-performing and highly available hybrid IT infrastructures, applications, and environments. The insights we gain from them, in places like our THWACK community, allow us to address customers’ needs now and in the future. Our focus on the user and our commitment to excellence in end-to-end hybrid IT management have established SolarWinds as a worldwide leader in solutions for observability, IT service management, application performance, and database management. Learn more today at www.solarwinds.com.

The SolarWinds, SolarWinds & Design, Orion, and THWACK trademarks are the exclusive property of SolarWinds Worldwide, LLC or its affiliates, are registered with the U.S. Patent and Trademark Office, and may be registered or pending registration in other countries. All other SolarWinds trademarks, service marks, and logos may be common law marks or are registered or pending registration. All other trademarks mentioned herein are used for identification purposes only and are trademarks of (and may be registered trademarks of) their respective companies.


Media Contacts:
John Eddy Goldin Solutions Phone: +1-646-660-8648 solarwinds@goldinsolutions.com			Jenne Barbour SolarWinds Phone: +1-512-498-6804 pr@solarwinds.com

Investor Contacts:
Tim Karaca SolarWinds ir@solarwinds.com

COVER PAGE COVER PAGE	Jun. 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jun. 06, 2024
Entity Registrant Name	SOLARWINDS CORP
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38711
Entity Tax Identification Number	81-0753267
Entity Address, Address Line One	7171 Southwest Parkway
Entity Address, Address Line Two	Building 400
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78735
City Area Code	512
Local Phone Number	682-9300
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	SWI
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001739942
Amendment Flag	false

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SWI SolarWinds Corporation