false 0001348036 0001348036 2022-02-10 2022-02-10










Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 10, 2022



(Exact name of Registrant as Specified in Its Charter)








(State or Other Jurisdiction

of Incorporation)


(Commission File Number)


(IRS Employer

Identification No.)






255 South King Street, Suite 1800

Seattle, WA





(Address of Principal Executive Offices)




(Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 826-4900

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)


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

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

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

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

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

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


Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.0001 Per Share


New York Stock Exchange


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

Emerging growth company

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






Item 2.02 Results of Operations and Financial Condition.

On February 10, 2022, Avalara, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2021 and providing its business outlook. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02, including Exhibit 99.1 to this Current Report, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed by the Company with the Securities and Exchange Commission, whether made before or after the date of this Current Report, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events.

On January 25, 2022, Vertex, Inc. (“Vertex”) filed a lawsuit against the Company in the United States District Court for the Eastern District of Pennsylvania. The lawsuit alleges that the Company engaged in unfair competition and intentional interference with contractual relations and trade secret misappropriation. Vertex requests a permanent injunction, unspecified general, special, actual and/or statutory damages, punitive and exemplary damages, and attorneys’ fees. Based upon the Company’s review of the complaint, the Company believes that the Company has meritorious defenses to Vertex’s claims. On February 7, 2022, the Company filed a motion to dismiss the complaint for lack of personal jurisdiction. On February 9, 2022, Vertex filed an amended complaint. The Company intends to vigorously defend against Vertex’s allegations.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.











Press release dated February 10, 2022



Cover Page Interactive Data File (embedded within the Inline XBRL document)























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










Date: February 10, 2022




/s/ Alesia L. Pinney





Alesia L. Pinney

Executive Vice President,

Chief Legal Officer, and Secretary



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