CSOD / Cornerstone OnDemand Inc - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Cornerstone OnDemand Inc
US ˙ NASDAQ ˙ US21925Y1038
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 549300Z402F16H5EGH48
CIK 1401680
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cornerstone OnDemand Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 10, 2022 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / RIVULET CAPITAL, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

October 25, 2021 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001- 35098 Cornerstone OnDemand, Inc. (Exact name of registrant as specified

October 19, 2021 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Silver Lake Group, L.L.C. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York, NY 10001 (212) 98

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 EX-99.1

Clearlake Capital Completes Acquisition of Cornerstone OnDemand Clearlake’s investment will accelerate Cornerstone’s product innovation with the aim of helping organizations and their people grow and succeed, together Vector Capital completes its min

Exhibit 99.1 Clearlake Capital Completes Acquisition of Cornerstone OnDemand Clearlake?s investment will accelerate Cornerstone?s product innovation with the aim of helping organizations and their people grow and succeed, together Vector Capital completes its minority investment in Cornerstone SANTA MONICA, Calif. ? Oct. 15, 2021 ? Clearlake Capital Group, L.P. (together with its affiliates ?Clear

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

S-8 POS 1 d241653ds8pos.htm S-8 POS Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effecti

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of Cornerstone OnDemand, Inc.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CORNERSTONE ONDEMAND, INC. I. The name of this corporation is CORNERSTONE ONDEMAND, INC. II. The registered office of the corporation in the State of Delaware shall be Corporation Service Company, 251 Little Falls Drive, City of Wilmington, DE 19808, County of New Castle, and the name of the registered agent of the corporation in the

October 15, 2021 EX-3.2

Amended and Restated Bylaws of Cornerstone OnDemand, Inc.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CORNERSTONE ONDEMAND, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. (Del. Code Ann., tit. 8, ? 131) Section 2. Other Offices. The corporation shall also have and maintain an office or principal place o

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

S-8 POS 1 d241653ds8pos.htm S-8 POS Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effecti

October 15, 2021 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 October 15, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35098 13-4068197 (State or Other Jurisdiction of Incorporation) (Commiss

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGIS

October 15, 2021 S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 FORM S-8 REGISTRATION STATEMENT NO. 333-253362 FORM S-8 REGISTRATION STATEMENT NO. 333-229887 FORM S-8 REGISTRATION STATEMENT NO. 333-223430 FORM S

S-8 POS 1 d241653ds8pos.htm S-8 POS Registration No. 333-253362 Registration No. 333-229887 Registration No. 333-223430 Registration No. 333-216245 Registration No. 333-209817 Registration No. 333-202940 Registration No. 333-194198 Registration No. 333-189389 Registration No. 333-180311 Registration No. 333-173754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effecti

October 12, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 October 12, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35098 13-4068197 (State or Other Jurisdiction of Incorporation) (Commiss

October 7, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of

September 23, 2021 SC 13G

CSOD / Cornerstone OnDemand, Inc. / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cornerstone OnDemand, Inc (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) September 13, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

September 21, 2021 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 September 15, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction o

September 21, 2021 EX-4.1

Second Supplemental Indenture, dated September 15, 2021, between Cornerstone OnDemand, Inc. and U.S. Bank National Association, as trustee.

Exhibit 4.1 Execution Version SECOND SUPPLEMENTAL INDENTURE This SECOND SUPPLEMENTAL INDENTURE, dated as of September 15, 2021 (this ?Supplemental Indenture?), is made and entered into by Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?), and U.S. Bank National Association, a national banking association, as trustee (in such capacity, the ?Trustee?). Capitalized terms used herein

September 10, 2021 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? ? ? Filed by a party other than the Registrant? ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

August 30, 2021 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? ? ? Filed by a party other than the Registrant? ?? Check the appropriate box: ? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

August 9, 2021 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Silver Lake Group, L.L.C. - SC 13D/A #3 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York, NY 10001 (212) 98

August 9, 2021 EX-99.2

CLASS A-1 COMMON STOCK PURCHASE AGREEMENT

Exhibit 99.2 Execution Version CONFIDENTIAL CLASS A-1 COMMON STOCK PURCHASE AGREEMENT This Class A-1 Common Stock Purchase Agreement (this ?Agreement?) is made and entered into as of August 5, 2021, by and between Vector Capital V, L.P., a Cayman Islands exempted limited partnership (?VCV?) and Vector Entrepreneur Fund V, L.P., a Cayman Islands exempted limited partnership (?VEFV,? and together wi

August 9, 2021 EX-99.4

Joint Filing Agreement

Exhibit 99.4 Joint Filing Agreement In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below. This a

August 9, 2021 SC 13D

CSOD / Cornerstone OnDemand, Inc. / Vector Capital V, L.P. - SC 13D Activist Investment

UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, par value $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Vector Capital V, L.P. Vector Entrepreneur Fund V, L.P. Vector Capital Partners V, L.P. Vector Capital Pa

August 9, 2021 EX-99.3

VOTING AND SUPPORT AGREEMENT

Exhibit 99.3 Execution Version CONFIDENTIAL VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (?Agreement?) is entered into as of August 5, 2021, by and among Sunshine Software Holdings, Inc., a Delaware corporation (?Parent?), the entities identified on the signature page hereto (each, a ?Stockholder?), and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?). RECITALS

August 6, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 5, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDeman

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 5, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

August 6, 2021 EX-2.1

Agreement and Plan of Merger, dated as of August 5, 2021, by and among Cornerstone OnDemand, Inc., a Delaware corporation, Sunshine Software Holdings, Inc., a Delaware corporation and Sunshine Software Merger Sub, Inc., a Delaware corporation (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on August 6, 2021).

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER among: CORNERSTONE ONDEMAND, INC., a Delaware corporation; SUNSHINE SOFTWARE HOLDINGS, INC., a Delaware corporation; and SUNSHINE SOFTWARE MERGER SUB, INC., a Delaware corporation Dated as of August 5, 2021 TABLE OF CONTENTS Page SECTION 1. MERGER TRANSACTION 2 1.1. Merger of Merger Sub into the Company 2 1.2. Effect of the Merger 2 1.3. Closing; Effective

August 6, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 5, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

August 6, 2021 EX-99.2

Cornerstone OnDemand Enters Definitive Agreement to Be Acquired by Clearlake Capital Group in $5.2 Billion Transaction Cornerstone Stockholders to Receive $57.50 Per Share in Cash Vector Capital to Make Minority Investment at Closing

Exhibit 99.2 Cornerstone OnDemand Enters Definitive Agreement to Be Acquired by Clearlake Capital Group in $5.2 Billion Transaction Cornerstone Stockholders to Receive $57.50 Per Share in Cash Vector Capital to Make Minority Investment at Closing SANTA MONICA, Calif. ? August 5, 2021 ? Cornerstone OnDemand, Inc. (NASDAQ: CSOD), a global leader in talent management software, today announced it has

August 6, 2021 EX-10.4

Support Agreement, dated as of August 5, 2021, by and among the Company, Sunshine Software Holdings, Inc. and SLA CM Chicago Holdings, L.P.

EXHIBIT 10.4 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (?Agreement?) is entered into as of August 5, 2021, by and among Sunshine Software Holdings, Inc., a Delaware corporation (?Parent?), Sunshine Software Merger Sub, Inc., an indirect and wholly owned subsidiary of Parent (?Merger Sub?), the entity identified on the signature page hereto (?Securityholder?), and Cornerstone OnDemand, Inc., a Delaw

August 6, 2021 EX-99.5

CLASS A-1 COMMON STOCK PURCHASE AGREEMENT

Exhibit 99.5 CLASS A-1 COMMON STOCK PURCHASE AGREEMENT This Class A-1 Common Stock Purchase Agreement (this ?Agreement?) is made and entered into as of August 5, 2021, by and between Vector Capital V, L.P., a Cayman Islands exempted limited partnership (?VCV?) and Vector Entrepreneur Fund V, L.P., a Cayman Islands exempted limited partnership (?VEFV,? and together with VCV the ?Purchasers?), Sunsh

August 6, 2021 EX-3.2

Amended and Restated Bylaws of the Registrant

Exhibit 3.2 AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF CORNERSTONE ONDEMAND, INC. The Amended and Restated Bylaws (the ?Bylaws?) of Cornerstone OnDemand, Inc., a Delaware corporation, are hereby amended as follows, effective as of August 5, 2021, by adding a new Article XI, which shall read in its entirety as follows: ARTICLE XI ? EXCLUSIVE FORUM (i) Unless the corporation consents in writing

August 6, 2021 EX-10.1

Voting and Support Agreement, dated as of August 5, 2021, by and among the Company, Sunshine Software Holdings, Inc., Adam L. Miller and other Stockholders party thereto.

EXHIBIT 10.1 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this ?Agreement?) is entered into as of August 5, 2021 by and among Sunshine Software Holdings, Inc., a Delaware Corporation (?Parent?), Sunshine Software Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent (?Merger Sub?), and the individuals and trusts listed as a stockholder of Cor

August 6, 2021 EX-10.3

Form of Vector Voting and Support Agreement, dated as of August 5, 2021.

EXHIBIT 10.3 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (?Agreement?) is entered into as of August 5, 2021, by and among Sunshine Software Holdings, Inc., a Delaware corporation (?Parent?), the entities identified on the signature page hereto (each, a ?Stockholder?), and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?). RECITALS WHEREAS, Stockholder is a holde

August 6, 2021 EX-10.2

Form of Clearlake Voting and Support Agreement, dated as of August 5, 2021.

Exhibit 10.2 FORM OF VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (?Agreement?) is entered into as of [?], 2021, by and among Sunshine Software Holdings, Inc., a Delaware corporation (?Parent?), the entity identified on the signature page hereto (?Stockholder?), and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?). RECITALS WHEREAS, Stockholder is a holder of re

August 6, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

August 6, 2021 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2021 Financial Results

Exhibit 99.1 Cornerstone OnDemand Announces Second Quarter 2021 Financial Results SANTA MONICA, Calif. ? August 5, 2021 ? Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its second quarter ended June 30, 2021. Additionally, in a separate release, Cornerstone announced it has entered into a definitive agreement to be acquired by Clearlake Capital Group, L.P. (together with ce

August 6, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Cornerstone

August 6, 2021 EX-10.5

Support Agreement, dated as of August 5, 2021, by and among the Company, Sunshine Software Holdings, Inc. and SLA Chicago Co-Invest II, L.P.

EXHIBIT 10.5 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (?Agreement?) is entered into as of August 5, 2021, by and among Sunshine Software Holdings, Inc., a Delaware corporation (?Parent?), Sunshine Software Merger Sub, Inc., an indirect and wholly owned subsidiary of Parent (?Merger Sub?), the entity identified on the signature page hereto (?Securityholder?), and Cornerstone OnDemand, Inc., a Delaw

August 6, 2021 EX-3.1

Amendment to Amended and Restated Bylaws of Cornerstone OnDemand, Inc.

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF CORNERSTONE ONDEMAND, INC. The Amended and Restated Bylaws (the ?Bylaws?) of Cornerstone OnDemand, Inc., a Delaware corporation, are hereby amended as follows, effective as of August 5, 2021, by adding a new Article XI, which shall read in its entirety as follows: ARTICLE XI ? EXCLUSIVE FORUM (i) Unless the corporation consents in writing

August 6, 2021 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / CLEARLAKE CAPITAL GROUP, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) John Cannon Clearlake Capital Group, L.P. 233 Wilshire Blvd Suite 800 Santa Monica, California 90401 310-400-880

June 10, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 8, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of inco

June 1, 2021 EX-99.1

Exhibit 99.1

EX-99.1 2 brhc10024997ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing ag

June 1, 2021 SC 13D

CSOD / Cornerstone OnDemand, Inc. / CLEARLAKE CAPITAL GROUP, L.P. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) John Cannon c/o Clearlake Capital Group, L.P. 233 Wilshire Blvd Suite 800 Santa Monica, California 90401 310-400-

June 1, 2021 EX-99.3

SCHEDULE OF TRANSACTIONS

EXHIBIT 99.3 SCHEDULE OF TRANSACTIONS Name of Account Date of Transaction Nature of Transaction Quantity of Shares Price Per Share Clearlake Capital Partners VI 5/11/2021 Purchase 100,000 $42.34742 (1) Clearlake Capital Partners VI 5/12/2021 Purchase 200,000 $41.79097 (2) Clearlake Capital Partners VI 5/13/2021 Purchase 72,331 $41.76508 (3) Clearlake Capital Partners VI 5/13/2021 Purchase 66,735 $

May 6, 2021 EX-10.8

Change of Control Severance Agreement between the Registrant and Heidi Spirgi, dated as of May 3, 2021

Exhibit 10.8 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between Heidi Spirgi (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?), effective as of May 3, 2021 (the ?Effective Date?). This Agreement amends and restates in its entirety any change of contr

May 6, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Cornerston

May 6, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 6, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of incor

May 6, 2021 EX-10.2

First Amendment to Credit Agreement, among Cornerstone OnDemand, Inc., the Lenders party thereto and Morgan Stanley Senior Funding, Inc., as Administrative Agent, Collateral Agent and an Issuing Bank, dated April 23, 2021

Exhibit 10.2 Execution Vesrion FIRST AMENDMENT TO CREDIT AGREEMENT FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?), dated as of April 23, 2021, among Cornerstone OnDemand, Inc., a Delaware corporation (the ?Borrower?), the other Loan Parties party hereto, the Lenders (as defined below) party hereto, each Additional Lender party hereto and Morgan Stanley Senior Funding, Inc. (?Morgan Stanley

May 6, 2021 EX-99.1

Cornerstone OnDemand Announces First Quarter 2021 Financial Results

Cornerstone OnDemand Announces First Quarter 2021 Financial Results SANTA MONICA, Calif.

May 6, 2021 EX-10.5

Change of Control Severance Agreement between the Registrant and Chirag Shah, dated as of May 3, 2021

Exhibit 10.5 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between Chirag Shah (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation(the ?Company?), effective as of May 3, 2021 (the ?Effective Date?). This Agreement amends and restates in its entirety any change of control

May 6, 2021 EX-10.6

Change of Control Severance Agreement between the Registrant and Jeff

Exhibit 10.6 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between Jeffrey Lautenbach (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?), effective as of May 4, 2021 (the ?Effective Date?). This Agreement amends and restates in its entirety any change of

May 6, 2021 EX-10.1

Form of Change of Control Severance Agreement between the Registrant and certain of its executive officers

Exhibit 10.1 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between [] (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?), effective as of [], 20 (the ?Effective Date?). [This Agreement amends and restates in its entirety any change of control severance a

May 6, 2021 EX-10.4

Change of Control Severance Agreement between the Registrant and Phil Saunders, dated as of May 3, 2021

Exhibit 10.4 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between Philip Saunders (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation (the ?Company?), effective as of May 3, 2021 (the ?Effective Date?). This Agreement amends and restates in its entirety any change of co

May 6, 2021 EX-10.7

Change of Control Severance Agreement between the Registrant and Mark Goldin, dated as of May 3, 2021

Exhibit 10.7 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the ?Agreement?) is made and entered into by and between Mark Goldin (?Executive?) and Cornerstone OnDemand, Inc., a Delaware corporation(the ?Company?), effective as of May 3, 2021 (the ?Effective Date?). This Agreement amends and restates in its entirety any change of control

April 26, 2021 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 23, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

April 21, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

April 21, 2021 DEF 14A

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

February 22, 2021 EX-4.1

Exhibit 4.1

EX-4.1 2 csod20201231exhibit41ng.htm EX-4.1 Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, Cornerstone OnDemand, Inc. had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, or the Exchange Act: our common stock. For purposes of this summary,

February 22, 2021 S-8

- S-8

As filed with the Securities and Exchange Commission on February 22, 2021 Registration No.

February 22, 2021 EX-10.25

Description of 2021 Executive Bonus Plan

Exhibit 10.25 Summary of 2021 Executive Bonus Plan On February 17, 2021, the Compensation Committee of the Board of Directors of Cornerstone OnDemand, Inc. (the ?Company?) established an executive compensation plan for fiscal year 2021 (the "2021 Plan") as part of its annual review of target incentive compensation for the Company's executive officers. Under the terms of the 2021 Plan, each of the

February 22, 2021 EX-21.1

List of subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY SUBSIDIARIES: Cornerstone OnDemand Global Operations, Inc. (Delaware) Cornerstone OnDemand Holdings, Inc. (Delaware) Cornerstone OnDemand Europe Limited (United Kingdom) Cornerstone OnDemand International Limited (United Kingdom) Cornerstone OnDemand Limited (United Kingdom) Cornerstone OnDemand Services India Private Limited (India) Cornerstone OnDemand Sp

February 22, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35098 Cornerstone On

February 16, 2021 EX-99.1

Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2020 Financial Results

Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2020 Financial Results SANTA MONICA, Calif.

February 16, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1*)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

February 16, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 16, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

February 16, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Cornerstone OnDemand Inc. Title of Class of Securities: Common Stock CUSIP Number: 21925Y103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is fi

February 9, 2021 SC 13G/A

CUSIP NO. 21925Y103 13G Page 1 of 7

corn20a1.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 21925Y103 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2020 (

February 8, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 brhc10019613ex99-1.htm EXHIBIT 99.1 Exhibit 1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13G to which this joint filing agreement is attached, and have duly executed this joint filing agree

February 8, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities

SC 13G 1 brhc10019613sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the a

February 8, 2021 EX-99.2

POWER OF ATTORNEY

EX-99.2 3 brhc10019613ex99-2.htm EXHIBIT 99.2 Exhibit 2 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints John Cannon as the undersigned’s true and lawful attorney-in-fact to: (i) execute for and on behalf of the undersigned, in the undersigned’s capacity as a beneficial owner of shares of common stock of Cornerstone OnDemand, Inc, a Delaware corpor

January 14, 2021 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 13, 2021 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

December 17, 2020 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 December 15, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

November 5, 2020 EX-99.1

Cornerstone OnDemand Announces Third Quarter 2020 Financial Results

Cornerstone OnDemand Announces Third Quarter 2020 Financial Results SANTA MONICA, Calif.

November 5, 2020 8-K

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 4, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

November 5, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Corner

September 25, 2020 424B7

PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated July 2, 2020) Cornerstone OnDemand, Inc. 692,695 Shares of Common Stock

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-239660 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated July 2, 2020) Cornerstone OnDemand, Inc. 692,695 Shares of Common Stock This prospectus supplement no. 1 supplements, updates and amends the selling stockholder information contained in the prospectus dated July 2, 2020, relating to the resale from time to time of s

August 19, 2020 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 14, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of i

August 10, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Cornerstone

August 10, 2020 EX-4.1

First Supplemental Indenture, dated April 20, 2020, between Cornerstone OnDemand, Inc. and US Bank National Association, as trustee

EX-4.1 2 exhibit41firstsuppleme.htm EX-4.1 Exhibit 4.1 EXECUTION VERSION FIRST SUPPLEMENTAL INDENTURE This FIRST SUPPLEMENTAL INDENTURE, dated as of April 20, 2020 (this “Supplemental Indenture”), is made and entered into by Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association, as trustee (in such capacity, the “Trus

August 10, 2020 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2020 Financial Results

EX-99.1 2 exhibit991q22020ng.htm EX-99.1 Cornerstone OnDemand Announces Second Quarter 2020 Financial Results SANTA MONICA, Calif. – August 10, 2020 – People development solution provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its second quarter ended June 30, 2020. The Company has provided supplemental financial information located on its Investor Relations website

August 10, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 10, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of i

August 10, 2020 EX-10.2

Credit Agreement, among Cornerstone OnDemand, Inc., the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., as Administrative Agent, Collateral Agent and an Issuing Bank, dated April 22, 2020

EX-10.2 3 exhibit102creditagreemen.htm EX-10.2 Execution Version CREDIT AGREEMENT dated as of April 22, 2020, among CORNERSTONE ONDEMAND, INC., as the Borrower, The Lenders Party Hereto, MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, Collateral Agent and an Issuing Bank, MORGAN STANLEY SENIOR FUNDING, INC., BOFA SECURITIES, INC., CREDIT SUISSE LOAN FUNDING LLC, DEUTSCHE BANK SECURIT

July 17, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 14, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of inc

July 17, 2020 EX-99.1

Cornerstone Announces Departure of Chief Financial Officer and Sets Date for Q2 Earnings Call

EX-99.1 2 d37265dex991.htm EX-99.1 Exhibit 99.1 Cornerstone Announces Departure of Chief Financial Officer and Sets Date for Q2 Earnings Call SANTA MONICA, Calif. — July 17, 2020 – Cornerstone OnDemand (NASDAQ:CSOD), a global leader in people development solutions, announced today that Brian Swartz, Chief Financial Officer (CFO), will leave the company effective Aug. 14 to pursue another opportuni

July 2, 2020 EX-4.4

Registration Rights Agreement among Cornerstone OnDemand, Inc., Vector Talent Holdings, L.P. and the other parties thereto, dated April 22, 2020

EX-4.4 Exhibit 4.4 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 22, 2020 by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), the individuals and entities listed on Exhibit A attached hereto (each a “Holder” and collectively the “Holders”) and Vector Talent Holdings, L.P., as th

July 2, 2020 S-3ASR

- S-3ASR

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on July 2, 2020 Registration No.

July 1, 2020 EX-99.3

VECTOR TALENT HOLDINGS, L.P. and Subsidiaries

VECTOR TALENT HOLDINGS, L.P. and Subsidiaries EXHIBIT 99.3 HISTORICAL AUDITED FINANCIAL INFORMATION INDEX CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED MAY 31, 2018 AND MAY 31, 2017 Page No. Report of Independent Accounting Firm 2 Consolidated Statements of Operations for the years ended May 31, 2018 and 2017 3 Consolidated Statements of Comprehensive Loss for the years ended May 31, 201

July 1, 2020 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 22, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

July 1, 2020 EX-99.2

VECTOR TALENT HOLDINGS, L.P. and Subsidiaries

EX-99.2 5 exhibit992historicalau.htm EX-99.2 VECTOR TALENT HOLDINGS, L.P. and Subsidiaries EXHIBIT 99.2 HISTORICAL AUDITED FINANCIAL INFORMATION INDEX CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED DECEMBER 31, 2019 AND DECEMBER 31, 2018 Page No. Report of Independent Accounting Firm 2 Consolidated Statements of Operations for the year ended December 31, 2019 and the seven months ended De

July 1, 2020 EX-99.4

Cornerstone OnDemand, Inc.

Cornerstone OnDemand, Inc. EXHIBIT 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INDEX Page No. Unaudited Pro Forma Condensed Combined Financial Information 2 Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31, 2020 3 Unaudited Pro Forma Condensed Combined Statement of Operations for the three months ended March 31, 2020 4 Unaudited Pro Forma Condensed Combined

July 1, 2020 EX-99.1

VECTOR TALENT HOLDINGS, L.P. and Subsidiaries

VECTOR TALENT HOLDINGS, L.P. and Subsidiaries EXHIBIT 99.1 HISTORICAL UNAUDITED FINANCIAL INFORMATION INDEX CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED MARCH 31, 2020 AND 2019 (UNAUDITED) Page No. Condensed Consolidated Statements of Operations for the three months ended March 31, 2020 and 2019 2 Condensed Consolidated Statements of Comprehensive (Loss) Income for the three m

June 29, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 25, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of inc

June 8, 2020 EX-99.1

Cornerstone to Hold Virtual 2020 Annual Meeting of Shareholders

Exhibit 99.1 Investor Relations Contact: Jason Gold Cornerstone [email protected] Media Contact: Deaira Irons Cornerstone [email protected] Cornerstone to Hold Virtual 2020 Annual Meeting of Shareholders SANTA MONICA, Calif. — June 5, 2020 — Cornerstone OnDemand, Inc. (“Cornerstone”) (NASDAQ: CSOD), a global leader in people development solutions, today announced that it will host its 2020 annual meeti

June 8, 2020 8-K/A

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 2, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other

June 5, 2020 DEFA14A

June 5, 2020

DEFA14A 1 d921208ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

June 5, 2020 EX-99.1

Cornerstone to Hold Virtual 2020 Annual Meeting of Shareholders

Exhibit 99.1 Investor Relations Contact: Jason Gold Cornerstone [email protected] Media Contact: Deaira Irons Cornerstone [email protected] Cornerstone to Hold Virtual 2020 Annual Meeting of Shareholders SANTA MONICA, Calif. — June 5, 2020 — Cornerstone OnDemand, Inc. (“Cornerstone”) (NASDAQ: CSOD), a global leader in people development solutions, today announced that it will host its 2020 annual meeti

June 5, 2020 8-K

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events

8-K 1 form8-krestructuring.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 2, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (

May 18, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 18, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of inco

May 18, 2020 EX-99.1

Historical GAAP to Pro Forma GAAP Revenue Reconciliation Saba Financials (Unaudited) Notes: 2018A figure reflects Lumesse revenue from beginning of January to end of October Dollars in millions, from January 2017A to March 2020A This information has

EX-99.1 Historical Financial Overview – Annual (Unaudited) Notes: Reflects pro forma GAAP revenue; comprised of Saba GAAP revenue, Halogen pre-acquisition GAAP revenue, and Lumesse pre-acquisition GAAP revenue; see reconciliation in appendix Free cash flow calculated as cash adj. EBITDA less capital expenditures and capitalized software; see reconciliation in appendix This information has not been

May 11, 2020 EX-99.1

Cornerstone OnDemand Announces First Quarter 2020 Financial Results

EX-99.1 Exhibit 99.1 Cornerstone OnDemand Announces First Quarter 2020 Financial Results SANTA MONICA, Calif. – May 11, 2020 – People development solution provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its first quarter ended March 31, 2020. The Company has provided supplemental financial information located on its Investor Relations website, including an accompany

May 11, 2020 EX-10.3

Amended and Restated Employment Agreement, between Cornerstone OnDemand, Inc. and Adam Miller, effective June 15, 2020

EX-10.3 Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this “Agreement”) is entered into and is effective as of June 15, 2020 (the “Effective Date”), by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and Adam Miller (“Executive”). RECITALS WHEREAS, the Company and Executive previously entered into that certain

May 11, 2020 DEFA14A

May 11, 2020

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

May 11, 2020 EX-99.2

Cornerstone Announces Leadership Transition

EX-99.2 Exhibit 99.2 Cornerstone Announces Leadership Transition SANTA MONICA, Calif. — May 11, 2020 — Cornerstone OnDemand, Inc. (NASDAQ: CSOD), a global leader in people development solutions, today announced that after 20 years as founder and Chief Executive Officer of Cornerstone, Adam Miller will become co-chair of the Cornerstone Board of Directors. The board has appointed Phil Saunders, the

May 11, 2020 EX-10.1

Cornerstone OnDemand, Inc. and

EX-10.1 2 d931900dex101.htm EX-10.1 Exhibit 10.1 CORNERSTONE OnDEMAND, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of May 1, 2020 by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and Phil Saunders (“Executive”). Upon the Effective Date (as defined below), this Agreement amends and restates in its entirety the Employment

May 11, 2020 EX-10.2

Change of Control Severance Agreement, between Cornerstone OnDemand, Inc. and Phil Saunders, dated May 1, 2020

EX-10.2 Exhibit 10.2 CORNERSTONE ONDEMAND, INC. CHANGE OF CONTROL SEVERANCE AGREEMENT This Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between Phil Saunders (“Executive”) and Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), effective as of the effective date of Executive’s May 1, 2020 employment agreement (the “Effective Date”). This A

May 11, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Cornerston

May 11, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 11, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of inco

April 28, 2020 DEFA14A

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

April 28, 2020 DEF 14A

Schedule 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 22, 2020 EX-2.1

Amendment Agreement, between Cornerstone OnDemand, Inc. and Vector Talent Holdings, L.P., dated April 22, 2020

EX-2.1 Exhibit 2.1 EXECUTION COPY AMENDMENT AGREEMENT THIS AMENDMENT AGREEMENT, dated as of April 22, 2020 (this “Amendment”) is entered into by and among Cornerstone OnDemand, Inc., a Delaware corporation (“Buyer”) and Vector Talent Holdings, L.P., an exempted limited partnership registered under the laws of the Cayman Islands and having its registered office at Intertrust Corporate Services (Cay

April 22, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 22, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

April 22, 2020 EX-99.1

Cornerstone Completes Acquisition of Saba Software

EX-99.1 Exhibit 99.1 Media Contact: Deaira Irons Cornerstone [email protected] Cornerstone Completes Acquisition of Saba Software SANTA MONICA, Calif. — April 22, 2020 — Cornerstone OnDemand, Inc. (NASDAQ: CSOD), a global leader in people development solutions, today announced the closing of its acquisition of Saba Software, a global leader in talent experience solutions and a portfolio company of V

April 17, 2020 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 16, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

March 18, 2020 SC 13G

CSOD / Cornerstone OnDemand, Inc. / RIVULET CAPITAL, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

February 26, 2020 EX-2.1

Purchase Agreement among Vector Talent Holdings, L.P., Cornerstone OnDemand, Inc., 1241593 B.C. LTD. and Cornerstone OnDemand UK Holdings Limited, dated February 24, 2020

EX-2.1 Exhibit 2.1 Execution Version PURCHASE AGREEMENT among VECTOR TALENT HOLDINGS, L.P., and CORNERSTONE ONDEMAND, INC. 1241593 B.C. LTD. and CORNERSTONE ONDEMAND UK HOLDINGS LIMITED Dated as of February 24, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Certain Defined Terms 2 Section 1.2 Table of Definitions 14 ARTICLE II PURCHASE AND SALE 15 Section 2.1 Purchase, Sale and Tr

February 26, 2020 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Silver Lake Group, L.L.C. - SC 13D/A Activist Investment

SC 13D/A 1 d832949dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street,

February 26, 2020 EX-99.1

MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036

EX-99.1 Exhibit 99.1 Execution Version MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036 BANK OF AMERICA, N.A. BOFA SECURITIES, INC. One Bryant Park New York, New York 10036 CREDIT SUISSE AG CREDIT SUISSE LOAN FUNDING LLC Eleven Madison Avenue New York, New York 10010 DEUTSCHE BANK AG NEW YORK BRANCH DEUTSCHE BANK SECURITIES INC. 60 Wall Street New York, New York 10005 JEF

February 26, 2020 EX-2.2

Amendment to the Investment Agreement by and among Cornerstone OnDemand, Inc. and Silver Lake Alpine, L.P. (f/k/a Silver Lake Credit Partners, L.P.)

EX-2.2 3 d842548dex22.htm EX-2.2 Exhibit 2.2 Execution Version THIRD AMENDMENT TO INVESTMENT AGREEMENT This THIRD AMENDMENT TO INVESTMENT AGREEMENT (this “Amendment”), dated February 24, 2020, amends that certain Investment Agreement, dated as of November 8, 2017, and amended by that certain Amendment to Investment Agreement, dated November 28, 2017, and that certain Second Amendment to Investment

February 26, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 24, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of incorporation) (Commis

February 25, 2020 EX-21.1

List of subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY SUBSIDIARIES: Cornerstone OnDemand Global Operations, Inc. (Delaware) Cornerstone OnDemand Holdings, Inc. (Delaware) Cornerstone OnDemand Europe Limited (United Kingdom) Cornerstone OnDemand International Limited (United Kingdom) Cornerstone OnDemand Limited (United Kingdom) Cornerstone OnDemand Services India Private Limited (India) Cornerstone OnDemand Sp

February 25, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35098 Cornerstone On

February 25, 2020 EX-4.3

Exhibit 4.3 to the Annual Report

EX-4.3 2 csod20191231exhibit43.htm EXHIBIT 4.3 Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2019, Cornerstone OnDemand, Inc. had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, or the Exchange Act: our common stock. For purposes of this summa

February 24, 2020 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 24, 2020 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

February 24, 2020 EX-99.1

Cornerstone to Acquire Saba Strategic combination will enhance Cornerstone’s reach and accelerate innovation around how people learn and grow at work

EX-99.1 Exhibit 99.1 Cornerstone to Acquire Saba Strategic combination will enhance Cornerstone’s reach and accelerate innovation around how people learn and grow at work SANTA MONICA, Calif. —Feb. 24, 2020 — Cornerstone OnDemand, Inc. (NASDAQ:CSOD), a global leader in people development solutions, today announced it has entered into a definitive agreement to acquire Saba, a global leader in talen

February 24, 2020 EX-99.2

Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2019 Financial Results Announces agreement to acquire Saba to enhance Cornerstone’s reach and accelerate innovation around how people learn and grow at work

EX-99.2 Exhibit 99.2 Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2019 Financial Results Announces agreement to acquire Saba to enhance Cornerstone’s reach and accelerate innovation around how people learn and grow at work SANTA MONICA, Calif. – February 24, 2020 – People development solution provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its fourt

February 14, 2020 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / Miller Adam L - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

February 14, 2020 SC 13G

CSOD / Cornerstone OnDemand, Inc. / Clearbridge Investments, LLC - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Cornerstone OnDemand Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

February 12, 2020 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Cornerstone OnDemand Inc Title of Class of Securities: Common Stock CUSIP Number: 21925Y103 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is fil

January 10, 2020 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Praesidium Investment Management Company, LLC - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 21925Y103 (CUSIP Number) Praesidium Investme

November 12, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 Corner

November 5, 2019 EX-99.2

Beaumont Health is a not-for-profit health organization in southeast Michigan with nearly 5,000 physicians, 38,000 employees and 3,500 volunteers. Beaumont chose Cornerstone’s Performance Suite (anchored by its interest in our newly released Check-in

November 5, 2019 Dear Fellow Shareholders, The skills divide is real. The skills companies require today - and will need tomorrow - are shifting ever further from the skills their employees currently have, creating profound implications for the futures of both these companies and their employees. As a global leader in learning and talent management, we believe we are extremely well-positioned to h

November 5, 2019 EX-99.1

Cornerstone OnDemand Announces Third Quarter 2019 Financial Results

Cornerstone OnDemand Announces Third Quarter 2019 Financial Results SANTA MONICA, Calif.

November 5, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 5, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

November 1, 2019 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Silver Lake Group, L.L.C. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Andrew J. Schader, Esq. Silver Lake 55 Hudson Yards 550 West 34th Street, 40th Floor New York, NY 10001

November 1, 2019 EX-99.E

JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1)

EX-99.E 2 d818555dex99e.htm EX-99.E Exhibit E JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the Statement on Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.0001 per share, of Cornerstone OnDemand, Inc., a Delaware

August 22, 2019 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 21, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of i

August 6, 2019 8-K/A

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 5, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4

August 6, 2019 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2019 Financial Results

Cornerstone OnDemand Announces Second Quarter 2019 Financial Results SANTA MONICA, Calif.

August 6, 2019 EX-99.2

Lockton Companies Inc. is the world's largest privately-held insurance brokerage firm, providing insurance, risk management, employee benefits and retirement services. Lockton selected Cornerstone's Learning and Performance suites as they align with

August 5, 2019 Dear Fellow Shareholders, The skills divide is real. The skills companies require today - and will need tomorrow - are shifting ever further from the skills their employees currently have, creating profound implications for the futures of both these companies and their employees. As a global leader in learning and talent management, we believe we are extremely well-positioned to hel

August 5, 2019 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2019 Financial Results

Cornerstone OnDemand Announces Second Quarter 2019 Financial Results SANTA MONICA, Calif.

August 5, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 5, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

August 5, 2019 EX-99.2

Lockton Companies Inc. is the world's largest privately-held insurance brokerage firm, providing insurance, risk management, employee benefits and retirement services. Lockton selected Cornerstone's Learning and Performance suites as they align with

EX-99.2 3 exhibit992shareholderl.htm EXHIBIT 99.2 August 5, 2019 Dear Fellow Shareholders, The skills divide is real. The skills companies require today - and will need tomorrow - are shifting ever further from the skills their employees currently have, creating profound implications for the futures of both these companies and their employees. As a global leader in learning and talent management,

August 5, 2019 EX-10.1

Employment Agreement between the Registrant and Heidi Spirgi, dated May 8, 2019.

EX-10.1 2 csod2019630exhibit101.htm EMPLOYMENT AGREEMENT BETWEEN THE REGISTRANTAND HEIDI SPIRGI, DATED MAY 8, 2019. Exhibit 10.1 CORNERSTONE OnDEMAND, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is effective on May 8, 2019 (the “Effective Date”) by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and Heidi Spirgi (“Executive”). RECITALS WHER

August 5, 2019 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Cornerstone

June 14, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 11, 2019 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of incorporation) (Commis

June 14, 2019 EX-10.1

The Company’s 2010 Equity Incentive Plan, as amended and restated, and related form agreements*

EX-10.1 2 d764596dex101.htm EX-10.1 Exhibit 10.1 CORNERSTONE ONDEMAND, INC. 2010 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: • to attract and retain the best available personnel for positions of substantial responsibility, • to provide additional incentive to Employees, Directors and Consultants, and • to promote the success of the Company’s business. The Plan per

May 7, 2019 EX-99.1

Cornerstone OnDemand Announces First Quarter 2019 Financial Results

EX-99.1 2 exhibit991q1fy2019.htm EXHIBIT 99.1 Cornerstone OnDemand Announces First Quarter 2019 Financial Results SANTA MONICA, Calif. – May 7, 2019 – Human capital management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its first quarter ended March 31, 2019. The Company has provided a quarterly shareholder letter on its Investor Relations website at ht

May 7, 2019 EX-99.2

Cornerstone OnDemand, Inc. CONSOLIDATED BALANCE SHEETS (in thousands) March 31, 2019 December 31, 2018 Assets Cash and cash equivalents $ 357,015 $ 183,596 Short-term investments 34,950 204,732 Accounts receivable, net 92,645 125,300 Deferred commiss

Shareholder Letter Q1 FY 2019 - May 7, 2019 Dear Fellow Shareholders, The skills divide is real.

May 7, 2019 EX-10.1

Description of 2019 Executive Bonus Plan.

Exhibit 10.1 Summary of 2019 Executive Bonus Plan On February 25, 2019, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Cornerstone OnDemand, Inc. (the “Company”) established an executive compensation plan for fiscal year 2019 (the "2019 Plan") as part of its annual review of target incentive compensation for the Company's executive officers. Under the terms

May 7, 2019 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Cornerstone

May 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 form8-kq1fy2019.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 7, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (S

April 26, 2019 DEFA14A

CSOD / Cornerstone OnDemand, Inc. DEFA14A DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 d707218ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission On

April 26, 2019 DEF 14A

CSOD / Cornerstone OnDemand, Inc. DEF 14A DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 26, 2019 10-K

CSOD / Cornerstone OnDemand, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35098 Cornerstone On

February 26, 2019 EX-10.13F

2019 Sales Commission Plan between the Registrant and Vincent Belliveau.

EX-10.13F 2 csod20181231exhibit1013f.htm 2019 SALES COMMISSION PLAN BETWEEN THE REGISTRANT AND VINCENT BELLIVEAU Exhibit 10.13F Cornerstone OnDemand Commission Plan EMPLOYEE NAME: Vincent Belliveau TYPE: Team EMPLOYEE TITLE: Executive Vice President & GM EMEA DIVISION: EMEA EFFECTIVE DATE: 1/1/2019 TERM: Effective Date through 31 Dec 2019 The following sets forth the terms and conditions of your c

February 26, 2019 EX-21.1

List of subsidiaries of the Registrant

EX-21.1 3 csod20181231exhibit211.htm LIST OF SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE COMPANY SUBSIDIARIES: Cornerstone OnDemand Global Operations, Inc. (Delaware) Cornerstone OnDemand Holdings, Inc. (Delaware) Cornerstone OnDemand Europe Limited (United Kingdom) Cornerstone OnDemand International Limited (United Kingdom) Cornerstone OnDemand Limited (United Kingdom) Corners

February 26, 2019 S-8

Form S-8

S-8 1 d709157ds8.htm S-8 As filed with the Securities and Exchange Commission on February 26, 2019 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Cornerstone OnDemand, Inc. (Exact name of Registrant as specified in its charter) Delaware 13-4068197 (State or other jurisdiction of incorpor

February 14, 2019 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / EMINENCE CAPITAL, LP - CORNERSTONE ONDEMAND, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pu

February 12, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 12, 2019 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

February 12, 2019 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / Miller Adam L - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

February 12, 2019 EX-99.2

(3) Develop new recurring revenue streams. -We launched our new Content Anytime subscription offerings in the fourth quarter of 2017 that drove significant sales in 2018. -We also converted some of our non-recurring services into recurring offerings.

EX-99.2 3 exhibit992shareholderlette.htm EXHIBIT 99.2 Note: References to all financial numbers are non-GAAP unless stated as GAAP Shareholder Letter Q4 and FY 2018 - February 12, 2019 Dear Fellow Shareholders, As we look back on the past year, we would like to thank everyone who has joined Cornerstone on this journey. 2018 was a remarkable year for us. We underwent a strategic transformation, we

February 12, 2019 EX-99.1

Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2018 Financial Results

EX-99.1 2 exhibit991q4fy2018.htm EXHIBIT 99.1 Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2018 Financial Results SANTA MONICA, Calif. – February 12, 2019 – Human capital management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its fourth quarter and year ended December 31, 2018. The Company has provided a quarterly shareholder letter and

February 11, 2019 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / VANGUARD GROUP INC Passive Investment

cornerstoneondemandinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Cornerstone OnDemand Inc Title of Class of Securities: Common Stock CUSIP Number: 21925Y103 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appr

November 9, 2018 10-Q

CSOD / Cornerstone OnDemand, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Corners

November 7, 2018 EX-99.1

Cornerstone OnDemand Announces Third Quarter 2018 Financial Results

Cornerstone OnDemand Announces Third Quarter 2018 Financial Results SANTA MONICA, Calif.

November 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 7, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of

October 2, 2018 CORRESP

CSOD / Cornerstone OnDemand, Inc. CORRESP

October 2, 2018 Via EDGAR and Overnight Delivery U.S. Securities and Exchange Commission Office of Global Security Risk 100 F Street, N.E. Washington, D.C. 20549 Attn: Cecilia Blye, Chief Re: Cornerstone OnDemand, Inc. 10-K for Fiscal Year Ended December 31, 2017 Filed February 27, 2018 File No. 001-35098 Dear Ms. Blye: On behalf of Cornerstone OnDemand, Inc. (“Cornerstone” or the “Company”), we a

August 7, 2018 S-3ASR

CSOD / Cornerstone OnDemand, Inc. S-3ASR

As filed with the Securities and Exchange Commission on August 7, 2018 Registration No.

August 7, 2018 EX-12.1

Statement Regarding Computation of Ratio of Earnings to Fixed Charges

Exhibit 12.1 STATEMENT REGARDING COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES The ratio of earnings to fixed charges as well as any deficiency of earnings are determined using the following applicable factors: • Earnings available for fixed charges are calculated first, by determining the sum of: (a) income (loss) from continuing operations before income taxes and equity income; (b) distribut

August 7, 2018 EX-25.1

Form T-1 Statement of Eligibility of U.S. Bank National Association, to act as Trustee with respect to the Indenture dated as of December 8, 2017

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identificat

August 7, 2018 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2018 Financial Results

EX-99.1 2 exhibit991q2fy2018.htm EXHIBIT 99.1 Cornerstone OnDemand Announces Second Quarter 2018 Financial Results SANTA MONICA, Calif. – August 7, 2018 – Human capital management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results1 for its second quarter ended June 30, 2018. “We are pleased with the progress we have made through the first half of the year against a

August 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 7, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of in

August 7, 2018 EX-10.4

2018 Sales Commission Plan between the Registrant and Vincent Belliveau.

Exhibit 10.4 Cornerstone OnDemand Commission Plan EMPLOYEE NAME: Vincent Belliveau TYPE: Team EMPLOYEE TITLE: Executive Vice President & General Manager EMEA DIVISION: EMEA EFFECTIVE DATE: 1/1/2018 TERM: Effective Date through 31 Dec 2018 The following sets forth the terms and conditions of your commission plan (the “Plan”). The Plan does not automatically renew at the end of the Term, and is only

August 7, 2018 EX-10.3

Fifth Amendment to the Office Lease between Water Garden Realty Holding LLC and the Registrant, dated as of April 26, 2018.

Exhibit 10.3 FIFTH AMENDMENT TO LEASE This FIFTH AMENDMENT TO LEASE (“Amendment”) is made and entered into as of April 26, 2018, by and between WATER GARDEN REALTY HOLDING LLC, a Delaware limited liability company (“Landlord”), and CORNERSTONE ONDEMAND, INC., a Delaware corporation (“Tenant”). 1. Recitals. 1.1 Lease. Landlord and Tenant are parties to that certain Office Lease dated as of November

August 7, 2018 EX-10.1

Third Amendment to the Office Lease between Water Garden Realty Holding LLC and the Registrant, dated as of April 22, 2014.

Exhibit 10.1 THIRD AMENDMENT TO LEASE THIS THIRD AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of April 22, 2014, by and between WATER GARDEN REALTY HOLDING LLC, a Delaware limited liability company (“Landlord”), and CORNERSTONE ONDEMAND, INC., a Delaware corporation (“Tenant”). A. Landlord and Tenant are parties to that certain Office Lease dated as of November 29, 2011 (the “

August 7, 2018 EX-10.2

Fourth Amendment to the Office Lease between Water Garden Realty Holding LLC and the Registrant, dated as of December 16, 2014.

Exhibit 10.2 FOURTH AMENDMENT TO LEASE THIS FOURTH AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of December 16, 2014, by and between WATER GARDEN REALTY HOLDING LLC, a Delaware limited liability company (“Landlord”), and CORNERSTONE ONDEMAND, INC., a Delaware corporation (“Tenant”). A. Landlord and Tenant are parties to that certain Office Lease dated as of November 29, 2011 (

August 7, 2018 10-Q

CSOD / Cornerstone OnDemand, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Cornerstone

June 20, 2018 EX-3.2

Amended and Restated Bylaws of the Registrant.

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CORNERSTONE ONDEMAND, INC. (effective as of June 19, 2018) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS’ MEETINGS 5 2.6 QUORUM 5 2

June 20, 2018 EX-3.1

Amended and Restated Certificate of Incorporation of the Registrant.

EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CORNERSTONE ONDEMAND, INC. Cornerstone OnDemand, Inc., a Delaware corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The Corporation was originally incorporated under the name “CyberU, In

June 20, 2018 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 d801028d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 14, 2018 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction

June 6, 2018 8-K

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

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 1, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdictio

May 8, 2018 DEFA14A

CSOD / Cornerstone OnDemand, Inc. NOTICE & ACCESS

DEFA14A 1 d564299ddefa14a.htm NOTICE & ACCESS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted

May 8, 2018 DEFR14A

CSOD / Cornerstone OnDemand, Inc. DEFR14A

DEFR14A 1 d585250ddefr14a.htm DEFR14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the C

May 8, 2018 DEFA14A

CSOD / Cornerstone OnDemand, Inc. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

May 8, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 d580928d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 8, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State

May 8, 2018 EX-99.1

Cornerstone OnDemand Nominates Three Accomplished Software Industry CEOs to Board of Directors and Names New Chair Addition of Elisa Steele as company’s first independent board chair, along with Richard Haddrill and Marcus Ryu as directors, will cont

EX-99.1 2 d580928dex991.htm EX-99.1 Exhibit 99.1 Investor Relations Contact: Jennifer Gianola Cornerstone OnDemand Phone: +1 (310) 382-9478 [email protected] Media Contact: Deaira Irons Cornerstone OnDemand Phone: +1 (310) 752-0164 [email protected] Cornerstone OnDemand Nominates Three Accomplished Software Industry CEOs to Board of Directors and Names New Chair Addition of Elisa Steele as company’s

May 8, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 8, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of incor

May 8, 2018 EX-99.1

Cornerstone OnDemand Announces First Quarter 2018 Financial Results

EX-99.1 2 exhibit991q1fy2018.htm EXHIBIT 99.1 Cornerstone OnDemand Announces First Quarter 2018 Financial Results SANTA MONICA, Calif. – May 8, 2018 – Human capital management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results for its first quarter ended March 31, 2018. “We had a solid Q1 while demonstrating strong progress against our strategic transformation plan

May 8, 2018 10-Q

CSOD / Cornerstone OnDemand, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Cornerstone

May 8, 2018 EX-10.1

Employment Agreement between the Registrant and Adrianna Burrows, dated February 13, 2018.

EX-10.1 2 csod20180331exhibit101.htm EMPLOYMENT AGREEMENT BETWEEN THE REGISTRANT AND ADRIANNA BURROWS Exhibit 10.1 CORNERSTONE OnDEMAND, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is effective on February 13, 2018 (the “Effective Date”) by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and Adrianna Burrows (“Executive”). RECITALS WHEREAS,

April 27, 2018 DEFA14A

CSOD / Cornerstone OnDemand, Inc. DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive

April 27, 2018 DEF 14A

CSOD / Cornerstone OnDemand, Inc. DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ý Definitive Proxy State

April 9, 2018 PRE 14A

CSOD / Cornerstone OnDemand, Inc. PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ý Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

March 2, 2018 S-8

Form S-8

S-8 As filed with the Securities and Exchange Commission on March 2, 2018 Registration No.

March 2, 2018 8-K

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

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2018 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of incorporatio

February 27, 2018 EX-21.1

List of subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY SUBSIDIARIES: Cornerstone OnDemand Global Operations, Inc. (Delaware) Cornerstone OnDemand Holdings, Inc. (Delaware) Cornerstone OnDemand Limited (United Kingdom) Cornerstone OnDemand Services India Private Limited (India) Cornerstone OnDemand Spain SL (Spain) Evolv Inc. (Delaware) Sonar Limited (New Zealand)

February 27, 2018 EX-10.2

Transition Agreement between the Registrant and David J. Carter, dated as of February 27, 2018.

Exhibit 10.2 TRANSITION AGREEMENT AND RELEASE OF CLAIMS This transition agreement and release of claims (this “Agreement”) is made by and between Cornerstone OnDemand, Inc. (the “Company”), and David Carter (“Executive”). The Company and Executive are sometimes collectively referred to herein as the “Parties” and individually referred to as a “Party.” RECITALS WHEREAS, Executive is employed by the

February 27, 2018 10-K

CSOD / Cornerstone OnDemand, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35098 Cornerstone On

February 27, 2018 EX-10.4

Investment Agreement, dated as of November 8, 2017, by and between, inter alia, the Registrant and Silver Lake Credit Partners, L.P., as amended.

Exhibit 10.4 INVESTMENT AGREEMENT by and among CORNERSTONE ONDEMAND, INC. and SILVER LAKE CREDIT PARTNERS, L.P. and the other parties named herein Dated as of November 8, 2017 Table of Contents Page ARTICLE I Definitions 1 Section 1.01. Definitions 1 Section 1.02. General Interpretive Principles 11 ARTICLE II Sale and Purchase of the NOTES 12 Section 2.01. Sale and Purchase of the Notes 12 Section

February 27, 2018 EX-10.3

Transition Agreement between the Registrant and Kirsten Helvey, dated as of February 27, 2018.

Exhibit 10.3 TRANSITION AGREEMENT AND RELEASE OF CLAIMS This transition agreement and release of claims (this “Agreement”) is made by and between Cornerstone OnDemand, Inc. (the “Company”), and Kirsten Helvey (“Executive”). The Company and Executive are sometimes collectively referred to herein as the “Parties” and individually referred to as a “Party.” RECITALS WHEREAS, Executive is employed by t

February 27, 2018 EX-10.1

Employment Agreement between the Registrant and Jeffrey Lautenbach, dated November 28, 2017.

EX-10.1 2 csod20171231exhibit101.htm EMPLOYMENT AGREEMENT BETWEEN THE REGISTRANT AND JEFFREY LAUTENBACH Exhibit 10.1 CORNERSTONE OnDEMAND, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is effective on November 28, 2017 (the “Effective Date”) by and between Cornerstone OnDemand, Inc., a Delaware corporation (the “Company”), and Jeffrey Lautenbach (“Executive”). RECITALS WHER

February 14, 2018 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / Miller Adam L - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

February 14, 2018 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / EMINENCE CAPITAL, LP - CORNERSTONE ONDEMAND, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pu

February 13, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 7, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdi

February 13, 2018 EX-99.1

Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2017 Financial Results

Exhibit Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2017 Financial Results SANTA MONICA, Calif.

February 9, 2018 SC 13G/A

CSOD / Cornerstone OnDemand, Inc. / VANGUARD GROUP INC Passive Investment

cornerstoneondemandinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Cornerstone OnDemand Inc Title of Class of Securities: Common Stock CUSIP Number: 21925Y103 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appr

January 17, 2018 EX-99.1

Cornerstone OnDemand Announces Corporate Governance Changes Changes support Cornerstone’s overall transformation plan announced in November

EX-99.1 2 d462525dex991.htm EXHIBIT 99.1 Exhibit 99.1 Investor Relations Contact: Alexandra Geller Cornerstone OnDemand Phone: 310-752-1870 Email: [email protected] Media Contact: Deaira Irons Cornerstone OnDemand Phone: 310-752-0164 Email: [email protected] Cornerstone OnDemand Announces Corporate Governance Changes Changes support Cornerstone’s overall transformation plan announced in November SANT

January 17, 2018 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d462525d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 11, 2018 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (S

January 2, 2018 EX-24

EX-24

POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Cornerstone OnDemand, Inc.

December 18, 2017 EX-99.A

JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1)

EX-99.A Exhibit A JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the Statement on Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.0001 per share, of Cornerstone OnDemand, Inc., a Delaware corporation, is filed on be

December 18, 2017 EX-99.D

LOAN AGREEMENT dated as of December 8, 2017 SLP CHICAGO HOLDINGS, L.P. the Financing Providers party hereto the Collateral Administrator, Collateral Agent and Securities Intermediary party hereto MORGAN STANLEY SENIOR FUNDING, INC. as Administrative

EX-99.D Exhibit D Execution Version LOAN AGREEMENT dated as of December 8, 2017 among SLP CHICAGO HOLDINGS, L.P. the Financing Providers party hereto the Collateral Administrator, Collateral Agent and Securities Intermediary party hereto and MORGAN STANLEY SENIOR FUNDING, INC. as Administrative Agent Table of Contents Page ARTICLE I THE PORTFOLIO INVESTMENTS SECTION 1.01. Purchases of Portfolio In

December 18, 2017 SC 13D

CSOD / Cornerstone OnDemand, Inc. / Silver Lake Group, L.L.C. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CORNERSTONE ONDEMAND, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 21925Y103 (CUSIP Number) Karen M. King, Esq. Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park, CA 94025 (650) 233-8120 (Name,

December 8, 2017 EX-10.1

Investment Agreement, dated as of November 8, 2017, by and between, inter alia, Cornerstone OnDemand, Inc. and Silver Lake Credit Partners, L.P., as amended

EX-10.1 Exhibit 10.1 INVESTMENT AGREEMENT by and among CORNERSTONE ONDEMAND, INC. and SILVER LAKE CREDIT PARTNERS, L.P. and the other parties named herein Dated as of November 8, 2017 Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. General Interpretive Principles 11 ARTICLE II SALE AND PURCHASE OF THE NOTES 12 Section 2.01. Sale and Purchase of the Notes 12

December 8, 2017 EX-4.1

Indenture, dated as of December 8, 2017, by and between the Registrant and U.S. Bank National Association, as trustee (including the form of 5.75% Convertible Senior Notes Due 2021).

EX-4.1 2 d472415dex41.htm EX-4.1 Exhibit 4.1 CORNERSTONE ONDEMAND, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of December 8, 2017 5.75% CONVERTIBLE SENIOR NOTES DUE 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 2 Section 1.02. Other Definitions 13 Section 1.03. Rules of Construction 13 Section 1.04. Incorporation by Reference of Trust Indent

December 8, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 December 8, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction

December 6, 2017 EX-99.1

Cornerstone OnDemand Names Jeff Lautenbach as President of Global Field Operations The appointment of seasoned executive Lautenbach, in addition to changes in the company’s sales and services organizations, positions the business for its next phase o

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Media Contact: Deaira Irons Cornerstone OnDemand Phone: 310-752-0164 Email: [email protected] Cornerstone OnDemand Names Jeff Lautenbach as President of Global Field Operations The appointment of seasoned executive Lautenbach, in addition to changes in the company?s sales and services organizations, positions the business for its next phase of growth SANTA

December 6, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

8-K 1 d504004d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 24, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State

November 15, 2017 SC 13D/A

CSOD / Cornerstone OnDemand, Inc. / Praesidium Investment Management Company, LLC - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

SC 13D/A 1 sc13da11062200311142017.htm AMENDMENT NO. 1 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, $0.0001 par value

November 8, 2017 EX-99.1

Cornerstone OnDemand Announces Third Quarter 2017 Financial Results

EX-99.1 Exhibit 99.1 Cornerstone OnDemand Announces Third Quarter 2017 Financial Results SANTA MONICA, Calif. – November 8, 2017 – Human capital management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results for its third quarter ended September 30, 2017. A summary of the Company’s Operational and Financial Highlights is available on the Company’s Investor Relations

November 8, 2017 EX-99.2

Cornerstone OnDemand Announces $300 Million Strategic Investment Led by Silver Lake to Accelerate Next Phase of Growth The investment by Silver Lake and LinkedIn helps position Cornerstone for profitable growth and margin expansion; board of director

Exhibit 99.2 Investor Relations Contact: Alexandra Geller Cornerstone OnDemand Phone: 310-752-1870 Email: [email protected] Media Contact: Deaira Irons Cornerstone OnDemand Phone: 310-752-0164 Email: [email protected] Cornerstone OnDemand Announces $300 Million Strategic Investment Led by Silver Lake to Accelerate Next Phase of Growth The investment by Silver Lake and LinkedIn helps position Cornerst

November 8, 2017 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 7, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDem

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 7, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction

November 8, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 001-35098 Corners

November 8, 2017 EX-10.1

Investment Agreement by and between Cornerstone OnDemand, Inc. and Silver Lake Credit Partners, L.P., dated as of November 8, 2017 (including the Form of Indenture).

EX-10.1 Exhibit 10.1 INVESTMENT AGREEMENT by and among CORNERSTONE ONDEMAND, INC. and SILVER LAKE CREDIT PARTNERS, L.P. and the other parties named herein Dated as of November 8, 2017 Table of Contents Page ARTICLE I DEFINITIONS 1 Section 1.01. Definitions 1 Section 1.02. General Interpretive Principles 11 ARTICLE II SALE AND PURCHASE OF THE NOTES 12 Section 2.01. Sale and Purchase of the Notes 12

August 3, 2017 EX-99.1

Cornerstone OnDemand Announces Second Quarter 2017 Financial Results

Exhibit Cornerstone OnDemand Announces Second Quarter 2017 Financial Results SANTA MONICA, Calif.

August 3, 2017 8-K

Cornerstone OnDemand FORM 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 3, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdict

August 3, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 csod2017063010-q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis

July 10, 2017 SC 13G

CSOD / Cornerstone OnDemand, Inc. / EMINENCE CAPITAL, LP - EMINENCE CAPITAL, LP Passive Investment

SC 13G 1 p17-1430sc13g.htm EMINENCE CAPITAL, LP SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cornerstone OnDemand, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 21925Y103 (CUSIP Number) June 29, 2017 (Date of Event Which Requires Filing of This Statement) Check the appropriate box t

June 19, 2017 8-K

Cornerstone OnDemand FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 14, 2017 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of incorporation) (C

May 5, 2017 EX-24

EX-24

POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Cornerstone OnDemand, Inc.

May 5, 2017 EX-24

EX-24

POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Cornerstone OnDemand, Inc.

May 5, 2017 10-Q

Cornerstone OnDemand FORM 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-35098 C

May 5, 2017 EX-10.2

2017 Sales Commission Plan between the Registrant and Vincent Belliveau.

EX-10.2 3 csod20170331exhibit102.htm 2017 SALES COMMISSION PLAN BETWEEN THE REGISTRANT AND VINCENT BELLIVEAU Exhibit 10.2 Cornerstone OnDemand Commission Plan EMPLOYEE NAME: Vincent Belliveau TYPE: Executive EMPLOYEE TITLE: EVP & GM EMEA DIVISION: EMEA EFFECTIVE DATE: 1 Jan 2017 TERM: Effective Date through 31 Dec 2017 The following sets forth the terms and conditions of your commission plan (the

May 5, 2017 EX-10.1

2017 Sales Commission Plan between the Registrant and David J. Carter.

Exhibit Exhibit 10.1 Cornerstone OnDemand Commission Plan EMPLOYEE NAME: Dave Carter TYPE: Executive EMPLOYEE TITLE: Chief Sales Officer DIVISION: Sales EFFECTIVE DATE: 1 Jan 2017 TERM: Effective Date through 31 Dec 2017 The following sets forth the terms and conditions of your commission plan (the ?Plan?). The Plan does not automatically renew at the end of the Term, and is only valid for the Ter

May 4, 2017 DEFA14A

Cornerstone OnDemand DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 definitiveadditionalmateri.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for U

May 4, 2017 DEF 14A

Cornerstone OnDemand DEFINITIVE PROXY STATEMENT

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pr

May 4, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d389082d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 3, 2017 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of inc

May 4, 2017 EX-99.1

Cornerstone OnDemand Names Steffan Tomlinson and Dean Carter to its Board of Directors

EX-99.1 2 d389082dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Media Contacts: Alexandra Geller Cornerstone OnDemand Phone: +1 (310) 752-1870 [email protected] Deaira Irons Cornerstone OnDemand Phone: +1 (310) 752-0164 [email protected] Cornerstone OnDemand Names Steffan Tomlinson and Dean Carter to its Board of Directors SANTA MONICA, Calif. — May 4, 2017 — Cornerstone OnDemand (NASDAQ:CSOD)

May 2, 2017 EX-99.1

Cornerstone OnDemand Announces First Quarter 2017 Financial Results

Exhibit Cornerstone OnDemand Announces First Quarter 2017 Financial Results SANTA MONICA, Calif.

May 2, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 2, 2017 Date of Report (Date of earliest event reported) Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Commission File Number 001-35098 Delaware 13-4068197 (State or other jurisdiction of incor

May 1, 2017 10-K/A

Cornerstone OnDemand FORM 10-K/A (Annual Report)

Form 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 9, 2017 8-K

Cornerstone OnDemand FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 5, 2017 Cornerstone OnDemand, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35098 13-4068197 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Emplo

February 24, 2017 S-8

Form S-8

S-8 As filed with the Securities and Exchange Commission on February 24, 2017 Registration No.

February 24, 2017 10-K

Cornerstone OnDemand FORM 10-K (Annual Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35098 Corne

February 24, 2017 EX-21.1

SUBSIDIARIES OF THE COMPANY

Exhibit 21.1 SUBSIDIARIES OF THE COMPANY SUBSIDIARIES: Cornerstone OnDemand Global Operations, Inc. (Delaware) Cornerstone OnDemand Holdings, Inc. (Delaware) Cornerstone OnDemand Limited (United Kingdom) Cornerstone OnDemand Services India Private Limited (India) Cornerstone OnDemand Spain SL (Spain) Evolv Inc. (Delaware) Sonar Limited (New Zealand)

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