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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED APRIL 30, 2019

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 333-183494-06

LOGO

INFOR, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

01-0924667

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

641 AVENUE OF THE AMERICAS

NEW YORK, NEW YORK 10011

(Address of principal executive offices, including zip code)

(646) 336-1700

(Registrant’s telephone number, including area code)

Securities registered pursuant to section 12(b) of the act: None

Title of each class

Trading

Symbol

Name of exchange

on which registered

N/A

Securities registered pursuant to section 12(g) of the act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☒ No ☐

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Note: The registrant is a voluntary filer and is not subject to the filing requirements. However, the registrant has filed all

reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

The aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant was zero as of October 31, 2018, the last business day of the registrant’s most recently completed second fiscal quarter. The registrant is a privately held corporation.

The number of shares of the registrant’s common stock outstanding on June 6, 2019, was 1,000, par value $0.01 per share.

EXPLANATORY NOTE

This Amendment No. 1 on Form 10-K/A (the Amendment) is filed by Infor, Inc. to amend our Annual Report on Form 10-K for the annual period from May 1, 2018 to April 30, 2019, which was filed with the U.S. Securities and Exchange Commission (the SEC) on June 25, 2019 (the Original Filing). The purpose of the Amendment is to include the information required by Items 10 through 14 of Part III of Form 10-K. This information was previously omitted from the Original Filing.

Pursuant to the rules of the SEC, Part IV, Item 15 has also been amended to contain the currently dated certifications from Infor, Inc.’s principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. The certifications of Infor, Inc.’s principal executive officer and principal financial officer are attached to this Amendment as Exhibits 31.1 and 31.2, respectively. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. Part IV, Item 15 has also been amended to include certain exhibits required to be filed as part of this Amendment. This Amendment does not amend or otherwise update any other information in the Original Filing and our consolidated financial statements have therefore been omitted. Accordingly, this Amendment should be read in conjunction with the Original Filing and with our filings with the SEC subsequent to the Original Filing.

No changes or updates to the items included in the Original Filing have been made to reflect subsequent events that may have occurred with respect to such items subsequent to the filing date of the Original Filing.

Unless otherwise indicated or the context requires otherwise, hereafter any reference to “Infor,” “we,” “our,” “us” or “the Company” refers to Infor, Inc. and its consolidated subsidiaries. Unless otherwise indicated, references to our fiscal year mean the fiscal year ended on April 30 of such year.

INFOR, INC.

FORM 10-K/A

FISCAL YEAR ENDED April 30, 2019

INDEX


PART III			1
Item 10. Directors, Executive Officers and Corporate Governance			1
Item 11. Executive Compensation			6
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters			16
Item 13. Certain Relationships and Related Transactions and Director Independence			17
Item 14. Principal Accounting Fees and Services			17

PART IV			18
Item 15. Exhibits and Financial Statement Schedules			18
INDEX TO EXHIBITS (ITEM 15(b)			18
SIGNATURES			22

PART III

Item 10.

Directors, Executive Officers and Corporate Governance

Infor Executive Officers and Directors

The names, ages and current positions of the executive officers and directors of Infor, Inc. as of July 15, 2019, are listed in the table below:


Name	Age	Position
Charles Phillips	60	Chief Executive Officer and Director
Kevin Samuelson	45	Chief Financial Officer
Pam Murphy	46	Chief Operating Officer
Soma Somasundaram	59	Chief Technology Officer
Doug Ceto	34	Director
Rishi Chandna	41	Director
David Dominik	63	Director
Steven J. Feilmeier	57	Director
Matthew Flamini	54	Director
James B. Hannan	53	Director
Sanjay Poonen	49	Director
Jim Schaper	67	Director
Anthony J. Sementelli	56	Director
Brett D. Watson	38	Director

The following are brief biographies of Infor, Inc.’s executive officers and directors:

Charles Phillips, Chief Executive Officer and Director

Mr. Phillips is our Chief Executive Officer and has served on our board of directors since December 2010. Mr. Phillips also serves on the board of directors of Viacom Corporation, Apollo Theater, Business Executives for National Security (BENS), the New York City Police Foundation, the Federal Reserve Bank of New York, and his family foundation, Phillips Charitable Organization. Prior to joining Infor, Mr. Phillips was President of Oracle Corporation (Oracle) and a member of its board of directors. Prior to his tenure at Oracle, Mr. Phillips was a Managing Director at Morgan Stanley. Mr. Phillips was also a Captain in the United States Marine Corps. Mr. Phillips has a B.S. in Computer Science from the United States Air Force Academy, a J.D. from New York Law School, and an M.B.A. from Hampton University. We believe Mr. Phillips’ qualifications to serve on our board of directors include his extensive experience in the enterprise software and financial services industry.

Kevin Samuelson, Chief Financial Officer

Mr. Samuelson has served as our Chief Financial Officer since July 2016. Mr. Samuelson rejoined the Company after serving as our Chief Financial Officer from October 2011 to February 2013. Prior to serving in that role, Mr. Samuelson held various positions at Infor and its predecessors, including Senior Vice President of Acquisitions and Integrations. After leaving Infor in 2013, Mr. Samuelson served as Chief Operating Officer of Backcountry.com until April 2014, and then as Chief Financial Officer at Insidesales.com from April 2014 until his return to Infor. Prior to joining Infor in 2002, Mr. Samuelson was an investment professional at Parallax Capital Partners, where he worked on technology buyouts. Mr. Samuelson also worked in the Equity Research division of Robertson Stephens.

Pam Murphy, Chief Operating Officer

Ms. Murphy has served as our Chief Operating Officer since October 2011 and as our Senior Vice President of Operations from December 2010 to September 2011. Before joining Infor, Ms. Murphy spent 11 years at Oracle, where she was responsible for a wide range of operational and financial functions which included running Global Sales Operations, running Consulting Operations for Europe, Middle East and Africa, and running the Field Finance function for Oracle’s Global Business Units. Prior to joining Oracle, Ms. Murphy was with Andersen Consulting and Arthur Andersen. Ms. Murphy also serves on the board of directors of Rockwell Automation, Inc. Ms. Murphy earned her business and accounting degree from the University of Cork, Ireland and is a Fellow of the Institute of Chartered Accountants.

Soma Somasundaram, Chief Technology Officer

Mr. Somasundaram has served as our Chief Technology Officer since March 2018, and as our Executive Vice President of Global Product Development from November 2011 to February 2018. Prior to serving in that role, Mr. Somasundaram held various senior management positions in development at Infor since August 1991. Before joining Infor, Mr. Somasundaram worked at Novartis and Unisys. Mr. Somasundaram has Bachelor’s and Master’s degrees in systems engineering and management from Birla Institute of Technology and Science, Pilani, India.

Doug Ceto, Director

Mr. Ceto has served as a member of our board of directors since January 2019. Mr. Ceto is a Principal of Golden Gate Capital, which he joined in 2014. Prior to joining Golden Gate Capital, Mr. Ceto was with Welsh, Carson, Anderson & Stowe, a New York-based private equity firm since 2010. Previously, Mr. Ceto worked in the Global Leveraged Finance group at Bank of America Merrill Lynch from 2008 until 2010. Mr. Ceto has a B.A. in Economics from Dartmouth College. We believe Mr. Ceto’s qualifications to serve on our board of directors include his extensive experience in the broader technology sector, primarily enterprise software and technology-enabled services.

Rishi Chandna, Director

Mr. Chandna has served as a member of our board of directors since May 2015. Mr. Chandna is a Managing Director of Golden Gate Capital, which he joined in 2002. Prior to joining Golden Gate Capital, Mr. Chandna worked as an Associate Consultant at Bain & Company since 2000. Previously, Mr. Chandna worked at Parnassus Investments, a San Francisco-based mutual fund in 1999. Mr. Chandna holds an M.B.A. from Harvard Business School and a B.A. in Economics from the University of California, Berkeley. Mr. Chandna also serves on the board of directors of several Golden Gate Capital portfolio companies, including Clover Technologies Group, 2020 Technologies, Sierra-Cedar, Neustar, LiveVox, and Vector Solutions. We believe Mr. Chandna’s qualifications to serve on our board of directors include his extensive experience in the broader technology sector, primarily software and technology services, and his knowledge gained from service on the boards of various other companies.

David Dominik, Director

Mr. Dominik has served as a member of our board of directors since April 2012, and formerly served as a member of the board of directors (or equivalent governing body) of the various holding companies (and certain subsidiaries thereof) that have owned Infor and its predecessor entities from June 2002 until April 2012. Mr. Dominik has served on the board of managers of SoftBrands Holdings, LLC since its inception in August 2009. Mr. Dominik has been a Managing Director of Golden Gate Capital since 2000, when he co-founded the firm. Mr. Dominik previously spent ten years as a Managing Director at Bain Capital. Mr. Dominik managed Information Partners, a specialized fund within Bain Capital that focused on opportunities in the information services and software markets and also served on the investment committee of Brookside, Bain Capital’s public equity hedge fund. Mr. Dominik also serves on the board of directors of several Golden Gate Capital portfolio companies, including Angel Island Capital, Aperio Group, Emerald Gate, Grandpoint Capital, Kena Investment Corporation, Lantiq, Nassua Financial, and Pluribus Labs. Mr. Dominik is also a director of Golden Gate Private Equity, Inc. Mr. Dominik has a J.D. from Harvard Law School and an A.B. from Harvard College. As a result of these and other professional experiences, Mr. Dominik possesses particular knowledge and experience in accounting, finance, and capital structures; strategic planning and leadership of complex organizations; and board practices of other major corporations that strengthen the board’s collective qualifications, skills and experience.

Steven J. Feilmeier, Director

Mr. Feilmeier has served as a member of our board of directors since February 2017. Mr. Feilmeier has been the Chief Financial Officer and Executive Vice President of Koch Industries, Inc. (Koch Industries) since 2002. Mr. Feilmeier serves as the President of Koch Holdings, LLC. Mr. Feilmeier also serves on the board of directors of Koch Industries, Georgia-Pacific, Koch Chemical Technology Group, Molex, Koch Disruptive Technologies and Koch Equity Development LLC (KED). Mr. Feilmeier has Bachelor’s and Master’s degrees from Wichita State University. We believe Mr. Feilmeier’s qualifications to serve on our board of directors include his executive leadership experience, extensive business experience, extensive knowledge of operational, financial and strategic issues as well as his knowledge gained from service on the boards of various other companies.

Matthew Flamini, Director

Mr. Flamini has served as a member of our board of directors since February 2017. Since January 2013, Mr. Flamini has been the President of Koch Equity Development LLC and since March 2017 the Vice President – Business Development of Koch Industries, Inc. He has held prior positions at Koch including Chief Financial Officer of Koch Chemical Technology Group LLC, Chief Financial Officer of Georgia-Pacific International Consumer Products, and Vice President of Corporate Development Koch Minerals. Mr. Flamini serves as a director for Koch Industries’ subsidiaries Koch Chemical Technology Group, LLC, Koch Equity Development LLC, Koch Equity Investments, LLC, Koch Real Estate Investments, LLC and INVISTA Equities, LLC. Mr. Flamini also serves on the board of directors of Summertime Holding Corp. (holding company for Solera Holdings, Inc.) and on the board of managers of TL Lighting Holdings, LLC (holding company for Truck-Lite Co., LLC). Mr. Flamini holds an M.B.A. from Columbia Business School and a B.S. in accounting from LaSalle University. We believe Mr. Flamini’s qualifications to serve on our board of directors include his executive leadership experience, extensive business experience, extensive knowledge of operational, financial and strategic issues as well as his knowledge gained from service on the boards of various other companies.

James B. Hannan, Director

Mr. Hannan has served as a member of our board of directors since February 2017. Mr. Hannan has been the Executive Vice President and Chief Executive Officer—Enterprises, Koch Industries, since March 2017. Mr. Hannan has also served as the Chief Executive Officer and President of Georgia-Pacific from 2007 until 2017. Prior to that, Mr. Hannan held various other executive leadership roles at Georgia-Pacific and other Koch Industries companies since 1998. Mr. Hannan also serves on the board of directors of Koch Industries, Georgia-Pacific, Guardian^®, Molex, INVISTA and other Koch-affiliated companies. Mr. Hannan also serves as a director of Engage Ventures LLC, and as a director or trustee of several not-for-profit organizations. Mr. Hannan has a B.S. in Business Administration from California State University, East Bay. We believe Mr. Hannan’s qualifications to serve on our board of directors include his executive leadership experience, extensive business experience, extensive knowledge of operational, financial and strategic issues as well as his knowledge gained from service on the boards of various other companies.

Sanjay Poonen, Director

Mr. Poonen has served as a member of our board of directors since December 2017. Mr. Poonen has served as VMware, Inc.’s (VMware) Chief Operating Officer, Customer Operations since October 2016. Prior to that he served as Executive Vice President and General Manager, End-User Computing, and Head of Global Marketing from April 2016 to October 2016. He joined VMware as Executive Vice President and General Manager, End-User Computing in August 2013. Prior to joining VMware, he spent more than seven years at SAP AG, an enterprise application software and services company, serving as President and Corporate Officer of Platform Solutions and the Mobile Division from April 2012 to July 2013, as President of Global Solutions from November 2010 to March 2012, as Executive Vice President of Performance Optimization Apps from June 2008 to September 2009 and Senior Vice President of Analytics from April 2006 to May 2008. Mr. Poonen’s over 20 years of technology industry experience also includes executive-level positions with Symantec and Veritas, and product management and engineering positions with Alphablox Corporation, Apple, Inc. and Microsoft Corporation. Mr. Poonen holds two patents as well as an MBA from Harvard Business School, where he graduated a Baker Scholar; a master’s degree in management science and engineering from Stanford University; and a Bachelor’s degree in computer science, math and engineering from Dartmouth College, where he graduated summa cum laude and Phi Beta Kappa. We believe Mr. Poonen’s qualifications to serve on our board of directors include his executive leadership experience and extensive experience in software and technology services sectors.

Jim Schaper, Director

Mr. Schaper has served as a member of our board of directors since April 2012, and formerly served as a member of the board of directors (or equivalent governing body) of the various holding companies (and certain subsidiaries thereof) that have owned Infor and its predecessor entities from June 2002 until April 2012. Mr. Schaper also serves on the board of directors of BMC Software, Q2 Holdings, USC Garnet Way Council, USC Educational Foundation, and Quest SW. Mr. Schaper holds a B.A. in Journalism from The University of South Carolina. We believe Mr. Schaper’s qualifications to serve on our board of directors include his extensive experience in the business and financial services industry, strategic development, financial reporting and his knowledge gained from service on the boards of various other companies.

Anthony J. Sementelli, Director

Mr. Sementelli has served as a member of our board of directors since February 2017. Mr. Sementelli serves as Executive Vice President and Chief Financial Officer of Flint Hills Resources, LLC. Mr. Sementelli served as Vice President and Chief Financial Officer of Koch Petroleum Group, which was restructured to form Flint Hills Resources, since 2002. Mr. Sementelli held other senior financial positions since joining Koch Industries in 1996. Mr. Sementelli graduated summa cum laude from Villanova University, with a Bachelor’s degree in Accountancy in 1985. We believe Mr. Sementelli’s qualifications to serve on our board of directors include his executive leadership experience, extensive business experience, extensive knowledge of operational, financial and strategic issues as well as his knowledge gained from service on the boards of various other companies.

Brett D. Watson, Director

Mr. Watson has served as a member of our board of directors since February 2017. Mr. Watson is the Senior Managing Director of Koch Equity Development LLC. In that role, Mr. Watson advises Koch Industries and its affiliates with respect to potential acquisitions and other investments and serves on the boards of various subsidiaries and portfolio companies. In addition, Mr. Watson serves on the boards of the holding companies for several other entities in which Koch Industries has an investment, including those for Getty Images, Transaction Network Services and Flint Group. Mr. Watson holds a B.S. and an M.B.A. from Binghamton University. We believe Mr. Watson’s qualifications to serve on our board of directors include his executive leadership experience, extensive business experience, extensive knowledge of operational, financial and strategic issues as well as his knowledge gained from service on the boards of various other companies.

Code of Business Conduct and Ethics

We have adopted a written code of conduct that applies to all of our directors, executive officers and employees, including our principal executive officer, principal accounting officer and principal financial officer. The code of conduct includes provisions covering compliance with laws and regulations, insider trading practices, conflicts of interest, confidentiality, protection and proper use of our assets, accounting and record keeping, fair competition and fair dealing, business gifts and entertainment, payments to government personnel and the reporting of illegal or unethical behavior. You can obtain a copy of our code of conduct through the Investor subpage of our website at www.infor.com/about/investors. Our website is not part of the Amendment. The code is reviewed annually by the Board of Directors of Infor, Inc. (the Board). If we make any amendment or grant any waiver to this code that applies to our chief executive officer, chief financial officer, chief accounting officer or controller, or persons performing similar functions, and that relates to an element of the SEC’s “code of ethics” definition, then we will disclose the nature of the amendment or waiver on Infor’s website.

Board Committees

The Board is responsible for the general supervision and oversight of the affairs of the Company. In order to assist it in carrying out these duties, the Board has established and delegated certain authority to the following standing committees: the Audit Committee, the Compensation Committee, and the Compliance and Ethics Committee. Each of these committees operates under a charter that has been approved by the Board.

Audit Committee

The Company is not required to have a separately designated standing Audit Committee composed of independent directors, as its securities are not listed on a national securities exchange that requires such independence. However, the Board has established a separately designated standing Audit Committee. The current members of the Audit Committee are Rishi Chandna, Steven J. Feilmeier, Jim Schaper, and Anthony J. Sementelli. Our Board has determined that each of its members is financially literate. However, as we are privately held our Board has determined that it is not necessary to designate one or more of its Audit Committee members as an “audit committee financial expert” at this time.

Management is responsible for the preparation of our financial statements and our internal control over financial reporting and the financial reporting process. Our independent auditors are responsible for performing an independent audit of our financial statements in accordance with the Standards of the Public Company Accounting Oversight Board (PCAOB) (United States) and to issue a report on those financial statements. The Audit Committee’s primary purposes are to regularly report to the Board and assist the Board in its oversight of: (1) the integrity of the Company’s financial statements; (2) the independent auditor’s qualifications and independence, and (3) the performance of the Company’s internal audit function and independent auditors. The Audit Committee’s primary duties and responsibilities include: (1) monitoring the integrity of the Company’s financial reporting process and systems of internal controls regarding finance, accounting and legal compliance; (2) monitoring the independence and the performance of the

Company’s independent auditor and monitoring the performance of the Company’s internal audit function; (3) hiring and firing our independent auditor and approving any non–audit work performed for us by the independent auditor; (4) providing an avenue of communication among the independent auditor, management and the Board; and (5) such other functions as may from time to time be delegated to it by the Board.

Compensation Committee

The Board has established a separately designated standing Compensation Committee. The current members of the Compensation Committee are Rishi Chandna, James B. Hannan, Jim Schaper, and Brett D. Watson. The Compensation Committee has the authority to: (1) select, retain and terminate any consulting firm engaged to assist in the evaluation of director or executive officer compensation; and (2) approve the fees and retention terms of such consulting firm. The Compensation Committee may conduct or authorize studies and investigations into any matters within the scope of its responsibilities and may retain outside legal or other advisors to assist in the conduct of any such study or investigation. The primary responsibilities of the Compensation Committee include: (1) the review and approval of corporate goals and objectives relevant to our Chief Executive Officer’s compensation and evaluation of the Chief Executive Officer’s performance in light of these goals and objectives; (2) the recommendation of the Chief Executive Officer’s compensation level to the Board or changes to such level based on the evaluation of the Chief Executive Officer’s performance; (3) the review and recommendation to the Board of changes to the form and amount of compensation for our directors; (4) the review and approval of all matters relating to the compensation of our other executive officers; (5) the review and recommendation to the Board of any changes to the Company’s compensation principles and philosophy; (6) oversight of overall compensation and benefit programs and policies; (7) the review, approval and administration of the Company’s incentive compensation programs and equity-based plans; and (8) the annual preparation of report on executive compensation and review of the Company’s disclosures relating to executive compensation including our Compensation Discussion and Analysis and executive and director compensation tables.

Compliance and Ethics Committee

The Board has established a separately designated standing Compliance and Ethics Committee. The current members of the Compliance and Ethics Committee are Rishi Chandna, Matthew Flamini, James B. Hannan, and Jim Schaper. The Compliance and Ethics Committee has the authority to conduct or authorize studies and investigations into any matters within the scope of its responsibilities and may retain outside legal or other advisors to assist in the conduct of any such study or investigation. The primary responsibilities of the Compliance and Ethics Committee include: (1) providing effective oversight of the Company’s management with respect to compliance and ethics matters, including with respect to the appropriate level of resources for the Company to devote to compliance and ethics; (2) communicating the Board’s requirements with respect to compliance and ethics to management, and reporting to the Board as necessary on its activities and on compliance and ethics issues; (3) providing oversight to see that the Company’s Compliance and Ethics Program and its compliance and ethics-related activities satisfy the requirements for an effective compliance and ethics program set forth in the Federal Sentencing Guidelines of the U.S. Department of Justice, and in other applicable authorities, which is the expectation of the Board; and (4) providing guidance to management, including, but not limited to, the compliance and ethics and legal capabilities, on compliance and ethics matters.

Except as set forth in our discussion below in “Certain Relationships and Related Transactions and Director Independence,” none of our directors or executive officers have been involved in any transactions with us or any of our directors, executive officers, affiliates or associates which are required to be disclosed pursuant to the rules and regulations of the SEC.

Delinquent Section 16(a) Reports

The Company does not have a class of securities registered under the Exchange Act and, therefore, its directors, executive officers, and any persons holding more than ten percent of the Company’s common stock are not subject to Section 16 of the Exchange Act.

Item 11.

Executive Compensation

Compensation Discussion and Analysis (CD&A)

This discussion and analysis of compensation arrangements of our named executive officers (NEOs) should be read together with the compensation tables and related disclosures that follow with respect to our current plans, considerations, expectations and determinations regarding executive compensation.

Executive Summary

The primary objectives of our executive compensation program are to attract and retain executives to effectively manage and lead our Company. Through our executive compensation program, we seek to align the level of our executive compensation with the achievement of our corporate objectives, thereby aligning the interests of our management with those of our other equity holders.

The compensation of our NEOs generally consists of base salary, annual cash incentive payments, long-term equity incentives and other benefits and perquisites. In addition, our NEOs are eligible to receive severance upon certain types of termination of employment with us. In setting an individual executive officer’s initial compensation package and the relative allocation among different types of compensation, we consider the nature of the position being filled, the scope of associated responsibilities and the individual’s qualifications, as well as general market knowledge regarding executive compensation.

This CD&A explains our compensation decisions with respect to our NEOs for fiscal 2019. Our NEOs for fiscal 2019 were as follows:

•

Charles Phillips, Chief Executive Officer and Director;

•

Kevin Samuelson, Chief Financial Officer;

•

Pam Murphy, Chief Operating Officer; and

•

Soma Somasundaram, Chief Technology Officer.

Role of Compensation Committee

We have established a Compensation Committee that evaluates and determines the levels and forms of individual compensation for our NEOs. Under the terms of its charter, the Compensation Committee reviews and either approves, on behalf of the Board, or recommends to the Board for approval, the salaries and other compensation for these executive officers, as well as individual equity awards granted by us and certain of our affiliated companies from time to time. The Compensation Committee consults with our management team (including the NEOs) to develop and determine all components of our executive officer compensation, and provides assistance and recommendations to the Board with respect to executive incentive compensation plans, equity-based plans and compensation policies and practices for providing appropriate executive compensation. The Compensation Committee also assists with the administration of our compensation and benefit plans.

Compensation Determination Process

The Compensation Committee generally recommends to the Board (or, as applicable, the board of directors of the Infor entity that employs the NEO) the compensation package that applies for each of our NEOs. In doing so, the Compensation Committee solicits input from our Chief Executive Officer and certain representatives of our principal equity holders to assist it in determining the compensation (particularly base salary and annual cash incentive payments) of our NEOs.

Effect of Accounting and Tax Treatment on Compensation Decisions

In the review and administration of our compensation program, we consider the anticipated accounting and tax implications to us and our NEOs of all amounts and forms of compensation. While we consider the applicable accounting and tax treatment of alternative forms of equity compensation, these factors alone are not dispositive, and we also consider the cash and non-cash impact of the programs and whether a program is consistent with our overall compensation philosophy and objectives.

Elements of Compensation

We generally deliver executive compensation through a combination of annual base salary, annual cash incentive payments, long-term equity incentives and other benefits and perquisites. We believe that this mix of elements is useful in achieving our primary executive compensation objectives of attracting and retaining executives to effectively manage and lead our Company. We do not target any particular form of compensation to encompass a majority of annual compensation provided to our executive officers.

Base Salary. Base salaries are intended to provide a fixed level of compensation sufficient to attract and retain an effective management team when considered in combination with other performance-based components of our executive compensation program. We believe that the base salary element is required to provide our NEOs with a stable income stream that is commensurate with their responsibilities and competitive market conditions. Annual base salaries are established on the basis of market conditions at the time we hire an executive. Any subsequent modifications to annual base salaries are influenced by the performance of the executive and any increased or decreased duties of the executive, and by changes in market conditions.

A summary of the base salaries of our 2019 NEOs is as follows:

•

Charles Phillips—Mr. Phillips’ annual base salary for 2019 was $800,000, which is consistent with the amount reflected in his executive employment agreement, as amended.

•

Kevin Samuelson—Mr. Samuelson’s annual base salary for 2019 was $600,000, which is consistent with the amount reflected in his executive employment agreement, as amended.

•

Pam Murphy—Ms. Murphy’s annual base salary for 2019 was $575,000, which is consistent with the amount reflected in her executive employment agreement, as amended.

•

Soma Somasundaram—Mr. Somasundaram’s annual base salary for 2019 was $575,000, which is consistent with the amount reflected in his executive employment agreement, as amended.

Annual Cash Incentive Payments. In addition to annual base salaries, we typically award discretionary annual cash incentive payments to our NEOs. These payments are intended to compensate our NEOs for achieving operating performance objectives that are important to our success. This incentive arrangement is designed to motivate, reward and acknowledge achievement by our employees by tying annual cash incentive payments to strong corporate performance based upon our consolidated financial results, with adjustments based upon individual performance. Our Chief Financial Officer assists with the administration of our performance-based annual incentive program by monitoring the applicable performance, and our Chief Executive Officer assists with the administration by monitoring the individual performance of our executive officers. The Compensation Committee ultimately recommends and approves payouts under our annual cash incentive program, subject to the review and approval of the applicable board of directors and our Chief Executive Officer (other than with respect to matters affecting our Chief Executive Officer’s compensation, which are approved by the Board in consultation with the Compensation Committee).

Pursuant to the terms of their respective executive employment agreements, the target annual cash incentive payments for our NEOs for fiscal 2019 were as follows:

•

Charles Phillips—$2,400,000;

•

Kevin Samuelson—$1,600,000;

•

Pam Murphy—$1,600,000; and

•

Soma Somasundaram—$1,600,000.

The Compensation Committee did not establish formal performance targets for purposes of annual cash incentive payments for fiscal 2019. The Compensation Committee instead reviewed overall corporate and individual performance during and after fiscal 2019 in determining discretionary annual cash incentive payments for our executive management team. The Compensation Committee considered our fourth quarter and fiscal 2019 SaaS sales efforts, our maintenance revenues and retention, and our adjusted EBITDA, and based on its assessment of our performance, approved discretionary annual cash incentive payments to our executive management team at 85% of their respective target amounts, as follows:

•

Charles Phillips earned payments totaling $2,040,000;

•

Kevin Samuelson earned payments totaling $1,360,000;

•

Pam Murphy earned payments totaling $1,360,000; and

•

Soma Somasundaram earned payments totaling $1,360,000.

Successful Transaction Cash Bonuses. In the fourth quarter of fiscal 2017, an affiliate of KED, the investment and acquisition subsidiary of Koch Industries, completed the purchase of more than $2 billion of preferred and common equity of certain affiliates of the Company (the KED Purchase). In connection with the KED Purchase, each of our NEOs received a one-time bonus for the successful consummation of the KED Purchase. The fiscal 2017 one-time transaction bonus amounts awarded to the executive management team are included in the summary compensation table below. There were no comparable transaction cash bonuses paid to our NEOs in fiscal 2019 or in fiscal 2018.

Long-Term Restricted Common Equity Awards. The restricted common equity awards granted to our NEOs in fiscal 2019 and prior years consisted of awards of restricted equity, primarily management incentive units (MIUs), in certain of our affiliates that are indirect beneficial owners of Infor such that the value of such awards is reflective of and corresponds to the enterprise value of Infor and its direct and indirect subsidiaries. The restricted common equity awards granted to our NEOs vest over time, and in all cases, are contingent on continued employment through the relevant vesting dates. References to such equity awards “vesting” refer to the fact that our NEOs obtain beneficial ownership of such equity interests over time assuming continued employment. The vesting schedules for the restricted common equity awards were designed to motivate our NEOs and other members of management by aligning their interests with the interests of our other equity holders with the mutual goal of enhancing our financial and operational performance and equity value over the long term, as well as to promote executive retention based on market conditions.

Defined Contribution Plan. We offer our NEOs the opportunity to participate in our 401(k) Profit Sharing Plan (401(k) Plan), which is a tax-qualified plan. Our discretionary matching contributions to the 401(k) Plan are based upon our annual financial performance.

Other Benefits. We also provide various other benefits to certain of our NEOs that are intended to be part of a competitive compensation program. We believe that these benefits are comparable to those offered by other companies. These benefits include:

•

medical, life and other standard welfare benefits;

•

flexible spending accounts;

•

paid vacation time;

•

personal use of Company aircraft;

•

reimbursement for tax preparation and legal services; and

•

relocation and housing subsidy benefits.

Summary Compensation Table

The following table provides summary information concerning compensation paid or accrued by us to or on behalf of our fiscal 2019 NEOs for services rendered to us during the applicable fiscal years.


Name and Principal Position	Fiscal Year		Salary ($)		Bonus ($)			Stock Awards ($)⁽¹¹⁾		All Other Compensation ($)⁽¹²⁾		Total ($)
Charles Phillips		2019		800,000		2,040,000	⁽¹⁾		—		67,072		2,907,072
Chief Executive Officer		2018		800,000		1,200,000	⁽²⁾		5,090,858		61,847		7,152,705
		2017		800,000		35,056,475	⁽³⁾		7,415,992		27,777		43,300,244

Kevin Samuelson		2019		600,000		1,360,000	⁽⁴⁾		—		364,347		2,324,347
Chief Financial Officer		2018		600,000		800,000	⁽⁵⁾		3,123,936		137,836		4,661,772
		2017		484,091		4,297,408	⁽⁶⁾		7,587,557		2,400		12,371,456

Pam Murphy		2019		575,000		1,360,000	⁽⁷⁾		2,082,357		6,074		4,023,431
Chief Operating Officer		2018		500,000		600,000	⁽⁸⁾		1,851,221		2,400		2,953,621
		2017		500,000		9,207,259	⁽⁹⁾		1,909,213		2,400		11,618,872
Soma Somasundaram		2019		575,000		1,360,000	⁽¹⁰⁾		1,325,136		2,400		3,262,536
Chief Technology Officer

(1)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2019. See “Annual Cash Incentive Payments” in the CD&A above for further details regarding the bonus.

(2)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2018.

(3)	Amount reflects (i) a discretionary bonus related to our operating performance, acquisition and debt financing transactions in fiscal 2017 and (ii) a $32.7 million one-time transaction bonus related to the KED Purchase.

(4)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2019. See “Annual Cash Incentive Payments” in the CD&A above for further details regarding the bonus.

(5)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2018.

(6)	Amount reflects (i) a discretionary bonus related to our operating performance, acquisition and debt financing transactions in fiscal 2017 and (ii) a $2.7 million one-time transaction bonus related to the KED Purchase.

(7)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2019. See “Annual Cash Incentive Payments” in the CD&A above for further details regarding the bonus.

(8)	Amount reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2018.

(9)	Amount reflects (i) a discretionary bonus related to our operating performance, acquisition and debt financing transactions in fiscal 2017 and (ii) an $8.4 million one-time transaction bonus related to the KED Purchase.

(10)	Amounts reflects a discretionary bonus related to our EBITDA, revenue and bookings in fiscal 2019. See “Annual Cash Incentive Payments” in the CD&A above for further details regarding the bonus.

(11)	Amounts reflect the aggregate grant date fair value of stock awards calculated in accordance with Financial Accounting Standards Board (FASB) ASC Topic 718, rather than amounts paid to or realized by the NEO.

(12)	Amounts reflect all other compensation for fiscal 2019 as described in the following table:


Name	Fiscal Year		Retirement Plan Contributions ($)^(a)		Executive’s Use of Company Aircraft ($)^(b)		Other ($)			Total ($)
Charles Phillips		2019		2,400		64,672		—			67,072
Kevin Samuelson		2019		2,400		—		361,947	^(c)		364,347
Pam Murphy		2019		2,400		—		3,674	^(d)		6,074
Soma Somasundaram		2019		2,400		—		—			2,400

(a)	These amounts represent the Company’s matching 401(k) contributions.

(b)	These amounts include estimated values of personal use of the Company’s aircraft.

(c)	This amount represents $360,000 in cost-of-living adjustments paid in conjunction with Mr. Samuelson’s work assignment, as well as $1,947 in commercial airfare and incremental costs of food and activities related to sales and service incentive program events.

(d)	These amounts include commercial airfare and incremental costs of food and activities related to sales and service incentive program events.

Grants of Plan-Based Awards

The following table provides information relating to grants of plan-based awards to our NEOs in fiscal 2019.


Name	Grant Date		All Other Stock Awards: Number of Shares of Stock or Units (#)⁽¹⁾		Grant Date Fair Value of Stock and Option Awards ($)⁽²⁾
Charles Phillips				—		—
Kevin Samuelson				—		—
Pam Murphy		10/26/2018		9,790,112		2,082,357
Soma Somasundaram		10/26/2018		6,230,071		1,325,136

(1)

Amounts reflect Management Incentive Units (MIUs) granted under the IGS Holding LP Agreement of Limited Partnership. IGS Holding LP (IGS Holding) is an affiliate of the parent company of Infor, Inc. These MIUs are for Class D-3 non-voting Units of IGS Holding and vest 25% on September 18, 2019, and 6.25% each quarter thereafter through September 18, 2022.

(2)	Amounts reflect the aggregate grant date fair value of the MIUs calculated in accordance with FASB ASC Topic 718. Amounts reflected do not represent amounts paid to or realized by the NEO.

Outstanding Equity Awards at 2019 Fiscal-Year End

The following table provides information relating to unvested equity awards held by our NEOs outstanding as of April 30, 2019 (the last day of our 2019 fiscal year).


	Stock Awards
								Equity Incentive Plan Awards
Name	Stock Award Grant Date		Number of Shares or Units of Stock That Have Not Vested (#)			Market Value of Shares or Units of Stock That Have Not Vested ($)⁽¹⁾		Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)		Market Value of Unearned Shares, Units or Other RightsThat Have Not Vested ($)
Charles Phillips		10/11/2017		19,580,225	⁽²⁾⁽⁴⁾		5,496,169		—		—
Kevin Samuelson		10/11/2017		12,015,138	⁽²⁾⁽⁴⁾		3,372,649		—		—
Pam Murphy		10/11/2017		7,120,082	⁽²⁾⁽⁴⁾		1,998,607		—		—
		10/26/2018		9,790,112	⁽³⁾⁽⁴⁾		1,619,285
Soma Somasundaram		10/11/2017		8,900,102	⁽²⁾⁽⁴⁾		2,498,259		—		—
		10/26/2018		6,230,071	⁽³⁾⁽⁴⁾		1,030,454				—

(1)	Amounts reflected are based upon the fair market values on April 30, 2019 of IGS Holding Class D Units ($0.28 per unit) and IGS Holding Class D-3 Units ($0.17 per unit).

(2)	Amounts reflect MIU awards for IGS Holding Class D Units, which were granted October 11, 2017 and vested 25% on February 17, 2018, the first anniversary of the KED Purchase, and thereafter vest 6.25% each quarter during the second, third, and fourth years after the KED Purchase.

(3)	Amounts reflect MIU awards for IGS Holding Class D-3 Units, which were granted October 26, 2018 and vest 25% on September 18, 2019 and 6.25% each quarter thereafter through September 18, 2022.

(4)	These MIU awards are subject to acceleration of vesting in the event of certain changes of control.

Option Exercises and Stock Vested

Our NEOs did not hold or exercise any stock options, SARs or similar instruments in fiscal 2019; and for purposes of this disclosure item, no stock awards held by our NEOs vested in 2019 such that value was realized.

Pension Benefits

None of our NEOs participate in any Company pension plans (as such term is defined under applicable SEC rules).

Nonqualified Deferred Compensation

None of our NEOs participate in any Company nonqualified deferred compensation plans (as such term is defined under applicable SEC rules).

Severance and Change in Control Benefits

Our NEOs are entitled to certain severance benefits as set forth in their respective employment agreements in the event of termination of employment. We believe these benefits are an important element of our compensation program for our NEOs and assist us in recruiting and retaining talented individuals by addressing the concern that it may be difficult for our NEOs to find comparable employment in a short period of time in the event of termination. The severance benefits may differ for NEOs depending on the positions they hold and how difficult it might be or how long it might take for them to find comparable employment. The employment agreements of our NEOs generally do not contain change in control benefit provisions providing for payments, except as noted below.

Employment Agreements and Payments upon Termination or Change of Control

Executive Employment Agreement with Charles Phillips

Executive Employment Agreement. We entered into an Executive Employment Agreement with Charles Phillips, effective as of October 19, 2010, pursuant to which Mr. Phillips serves as our Chief Executive Officer. The initial term of the agreement was five years, after which the agreement automatically extends for 12 additional months each year unless either party terminates the agreement upon 90 days’ advance notice of nonrenewal.

Mr. Phillips is currently entitled to receive an annual base salary of $800,000 and entitled to such increases in his annual base salary as may be determined by the Board or Compensation Committee from time to time. For each full fiscal year during the employment term, Mr. Phillips is also eligible to earn an annual cash incentive payment, with the actual amount of the payment to be determined by the Board based on factors including, without limitation, Mr. Phillips’ achievement of performance targets. Mr. Phillips is also entitled to participate in our employee benefit plans on the same basis as those benefits are generally made available to our other officers.

If Mr. Phillips’ employment is terminated by us without “cause” (as defined in his employment agreement) or by him for “good reason” (as defined in his employment agreement), Mr. Phillips will be entitled to an amount equal to (i) two years of his then-current base salary; (ii) two times the arithmetic mean of the annual, performance-based bonuses paid to him by the Company over the three preceding fiscal years (subject to certain adjustments); and (iii) the performance bonus he would have otherwise been entitled to for the year of termination, prorated to account for the portion of such fiscal year during which he was employed by us. The payments set forth in (i) and (ii) in the previous sentence will be increased to (i) three years of Mr. Phillips’ then-current base salary and (ii) three times the arithmetic mean of the annual, performance-based bonuses paid to him by the Company over the three preceding fiscal years (subject to certain adjustments), respectively, if such termination occurs in connection with or after a change in control where the change in control does not also result in Mr. Phillips receiving certain additional bonuses relating to a liquidity event, IPO or refinancing. Additionally, provided that Mr. Phillips is employed with us at the time, in the event of a change in control (as defined in his agreement), all then-unvested equity awards held by Mr. Phillips would become fully vested. As a condition to our obligation to pay Mr. Phillips’ severance, he must execute and deliver the general release attached to his employment agreement within 60 days after the date of his termination.

Mr. Phillips is subject to a covenant not to disclose our confidential information during his employment term and at all times thereafter. During his employment term and for one year after his termination date, Mr. Phillips also covenants not to compete with us, not to interfere or disrupt the relationships we have with any joint venture party, licensor, supplier or other person having a business relationship with the Company, not to solicit or hire any of our employees and not to publish or make any disparaging statements about us or any of our directors, officers or employees.

Mr. Phillips’s Executive Employment Agreement was amended on February 17, 2017 (the Phillips Amendment). Pursuant to the Phillips Amendment, Mr. Phillips received (i) a one-time transaction bonus in the amount of $32,656,475, (ii) a grant of 14,541,160 Class C Units of IGS Holding that constitute vested management incentive units and (iii) the right to a grant of Class D Units of IGS Holding, which were granted on October 11, 2017. Mr. Phillips is also entitled to earn a bonus upon the consummation of certain transactions, including a “change of control” transaction, involving Infor Enterprise Applications, LP (Infor Enterprise), which is an affiliate of the parent company of Infor, or any of its subsidiaries, in an aggregate amount (for all executive officers) equal to 10% of the aggregate amount of any transaction fee payable to entities affiliated with Golden Gate Capital and Summit Partners under their respective advisory agreements (the Transaction Fee). Each executive officer’s portion of the Transaction Fee will be determined by the Board.

Upon the termination of Mr. Phillips’s employment for any reason: (a) all unvested Class D Units held by Mr. Phillips as of the termination date that do not otherwise vest upon the termination will expire and be immediately forfeited and canceled in their entirety as of the termination date; and (b) all vested Class D Units held by Mr. Phillips may be subject to repurchase by IGS Holding.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete terms of the form of Mr. Phillips’s Executive Employment Agreement and the Phillips Amendment.

Executive Employment Agreement with Kevin Samuelson

Executive Employment Agreement. We entered into an Executive Employment Agreement with Kevin Samuelson, effective as of July 12, 2016, pursuant to which Mr. Samuelson serves as our Chief Financial Officer. Mr. Samuelson’s employment term commenced on July 12, 2016 and continues until July 12, 2021 unless earlier terminated pursuant to his employment agreement. Mr. Samuelson’s employment agreement will automatically be extended for an additional 12 months at the end of the initial term unless we or Mr. Samuelson provide notice of a desire not to renew the agreement 90 days before its termination date.

Mr. Samuelson is currently entitled to receive an annual base salary of $600,000 and to such increases as may be determined by the Board from time to time. Mr. Samuelson is also eligible to earn an annual cash incentive payment of up to $1,600,000 based on his achievement of certain performance targets to be determined by the Board. In addition, Mr. Samuelson received 750,000 Class C Units of Infor Enterprise. Mr. Samuelson is also entitled to participate in our employee benefit plans on the same basis as those benefits are generally made available to other officers.

If Mr. Samuelson’s employment is terminated by us without “cause” or by him for “good reason” (in each case as defined in his employment agreement), he will be entitled to an amount equal to 18 months of his then-current base salary plus $18,000 (per month), payable in equal monthly installments over an 18-month period immediately after his termination. As a condition to our obligation to pay Mr. Samuelson’s severance, he would be required to execute and deliver a general release within 60 days after the date of his termination.

Mr. Samuelson’s employment agreement requires him to not disclose our confidential information during his employment term and thereafter and includes non-compete and non-solicitation agreements customary for agreements of this type, which cover his term of employment and the following 12 months.

Mr. Samuelson’s Executive Employment Agreement was amended on February 17, 2017 (the Samuelson Amendment). Pursuant to the Samuelson Amendment, Mr. Samuelson received (i) a one-time transaction bonus in the amount of $2,697,408, (ii) a grant of 1,201,092 Class C Units of IGS Holding that constitute vested management incentive units and (iii) the right to a grant of Class D Units of IGS Holding, which were granted on October 11, 2017. Mr. Samuelson is also entitled to earn a bonus upon the consummation of certain transactions, including a “change of control” transaction, involving Infor Enterprise or any of its subsidiaries, in an aggregate amount (for all executive officers) equal to 10% of the aggregate amount of any Transaction Fee payable to entities affiliated with Golden Gate Capital and Summit Partners under their respective advisory agreements. Each executive officer’s portion of the Transaction Fee will be determined by the Board.

Upon the termination of Mr. Samuelson’s employment for any reason: (a) all unvested Class D Units held by Mr. Samuelson as of the termination date that do not otherwise vest upon such termination will expire and be immediately forfeited and canceled in their entirety as of the termination date; and (b) all vested Class D Units held by Mr. Samuelson may be subject to repurchase by IGS Holding. Pursuant to Mr. Samuelson’s Class D MIU agreement, provided that Mr. Samuelson is employed with us at the time, in the event of a change in control (as defined in his MIU agreement), all then-unvested Class D Units held by Mr. Samuelson would become fully vested.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete terms of the form of Mr. Samuelson’s Executive Employment Agreement and the Samuelson Amendment.

Executive Employment Agreement with Pam Murphy

Executive Employment Agreement. We entered into an Amended and Restated Employment Agreement with Pam Murphy, effective as of January 25, 2012, pursuant to which she serves as our Chief Operating Officer. The original employment term under the agreement continued through December 1, 2015. Unless either the Company or Ms. Murphy provides notice of a desire not to renew at least 90 days before the termination date, the agreement will automatically be extended for an additional 12 months.

Ms. Murphy is currently entitled to receive an annual base salary of $600,000 and entitled to such increases in her annual base salary as may be determined by the Board in its discretion. Ms. Murphy is also eligible to earn an annual cash incentive payment, with the actual amount of the payment to be determined by the Board based on factors including, without limitation, Ms. Murphy’s achievement of performance targets. Ms. Murphy is also entitled to participate in our employee benefit plans on the same basis as those benefits are generally made available to our other executive officers.

If Ms. Murphy’s employment is terminated by us without “cause” or by her for “good reason” (in each case as defined in her employment agreement), she will be entitled to an amount equal to one year of her then-current base salary, conditioned on her compliance with the restrictive covenants and the execution and non-revocation of the general release attached to her employment agreement within 60 days after the date of her termination. In the event that such termination of employment occurs before a “change in control” (as defined in Ms. Murphy’s agreement) or more than two years after a change in control, the severance will be payable in equal monthly installments over a 12-month period. In the event that such termination of employment occurs within two years after a change in control, Ms. Murphy’s severance payments will be payable in a lump sum on the 60th day after the date of termination. Additionally, provided that Ms. Murphy is employed with us at the time, in the event of a change in control, all then-unvested equity awards held by Ms. Murphy would become fully vested.

Ms. Murphy is subject to a covenant not to disclose our confidential information during her employment term and at all times thereafter. During her employment term and for one year thereafter, Ms. Murphy also covenants not to compete with us, not to interfere or disrupt the relationships we have with any supplier, licensee, licensor, customer or other person having a business relationship with the Company and not to solicit or hire any of our employees.

Ms. Murphy’s employment agreement was amended on February 17, 2017 (the Murphy Amendment). Pursuant to the Murphy Amendment, Ms. Murphy received (i) a one-time transaction bonus in the amount of $8,407,259, (ii) a grant of 3,743,555 Class C Units of IGS Holding that constitute vested management incentive units and (iii) the right to a grant of Class D Units of IGS Holding, which were granted on October 11, 2017. Ms. Murphy is also entitled to earn a bonus upon the consummation of certain transactions, including a “change of control” transaction, involving Infor Enterprise or any of its subsidiaries, in an aggregate amount (for all executive officers) equal to 10% of the aggregate amount of any Transaction Fee payable to entities affiliated with Golden Gate Capital and Summit Partners under their respective advisory agreements. Each executive officer’s portion of the Transaction Fee will be determined by the Board.

Upon the termination of Ms. Murphy’s employment for any reason: (a) all unvested Class D Units held by Ms. Murphy as of the termination date that do not otherwise vest upon such termination will expire and be immediately forfeited and canceled in their entirety as of the termination date and (b) all vested Class D Units held by Ms. Murphy may be subject to repurchase by IGS Holding.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete terms of the form of Ms. Murphy’s Executive Employment Agreement or the Murphy Amendment.

Executive Employment Agreement with Soma Somasundaram

Executive Employment Agreement. We entered into an Executive Employment Agreement, effective as of October 21, 2010, with Soma Somasundaram, pursuant to which Mr. Somasundaram serves as our Chief Technology Officer. The employment term commenced on October 21, 2010 and continues until Mr. Somasundaram’s resignation, death or disability, or the Company’s election to terminate Mr. Somasundaram’s employment.

Mr. Somasundaram is currently entitled to receive an annual base salary of $600,000 and entitled to such increases in his annual base salary as may be determined by the Board in its discretion. Mr. Somasundaram is also eligible to earn an annual cash incentive payment, with the actual amount of the payment to be determined by the Board based on factors including, without limitation, Mr. Somasundaram’s achievement of performance targets. Mr. Somasundaram is also entitled to participate in our employee benefit plans on the same basis as those benefits are generally made available to our others executive officers.

If Mr. Somasundaram’s employment is terminated by us without “cause” or by him for “good reason” (in each case as defined in his employment agreement), he will be entitled to (i) an amount equal to six months of his then-current base salary and (ii) COBRA continuation health coverage for six months after such termination at a cost of no more than he would have paid if he were still an employee of the Company. If at the end of such six-month period after such termination, Mr. Somasundaram has not secured new employment, then the Company will pay him additional base salary and COBRA continuation health coverage for up to an additional six months as long as he does not engage in new employment.

If Mr. Somasundaram’s employment is terminated by us without cause or by him for good reason after a “change in control (as defined in his employment agreement),” he will be entitled to an amount equal to (i) one year of his then-current base salary; (ii) the pro rata portion of the performance bonus he would have otherwise been entitled to for that fiscal year and (iii) one times the arithmetic mean of the annual, performance-based bonuses paid to him by the Company over the three preceding fiscal years (subject to certain adjustments), and COBRA continuation health coverage for one year after such termination at a cost to him of no more than he would have paid if he were still an employee of the Company. Additionally, provided that Mr. Somasundaram is employed with us at the time, in the event of a change in control, all then-unvested equity awards held by Mr. Somasundaram would become fully vested. As a condition to our obligation to pay Mr. Somasundaram’s severance, he must execute and deliver the general release attached to his employment agreement within 90 days after the date of his termination.

Mr. Somasundaram’s employment agreement requires him to not disclose our confidential information during his employment term and thereafter and includes non-compete and non-solicitation agreements customary for agreements of this type, which cover his term of employment and the following 12 months.

Mr. Somasundaram’s employment agreement was amended on February 17, 2017 (the Somasundaram Amendment). Pursuant to the Somasundaram Amendment, Mr. Somasundaram received (i) a one-time transaction bonus in the amount of $4,945,112, (ii) a grant of 2,201,942 Class C Units of IGS Holding that constitute vested management incentive units and (iii) the right to a grant of Class D Units of IGS Holding, which were granted on October 11, 2017. Mr. Somasundaram is also entitled to earn a bonus upon the consummation of certain transactions, including a “change of control” transaction, involving Infor Enterprise or any of its subsidiaries, in an aggregate amount (for all executive officers) equal to 10% of the aggregate amount of any Transaction Fee payable to entities affiliated with Golden Gate Capital and Summit Partners under their respective advisory agreements. Each executive officer’s portion of the Transaction Fee will be determined by the Board.

Upon the termination of Mr. Somasundaram’s employment for any reason: (a) all unvested Class D Units held by Mr. Somasundaram as of the termination date that do not otherwise vest upon such termination will expire and be immediately forfeited and canceled in their entirety as of the termination date and (b) all vested Class D Units held by Mr. Somasundaram may be subject to repurchase by IGS Holding.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the complete terms of the form of Mr. Somasundaram’s Executive Employment Agreement or the Somasundaram Amendment.

Payments upon Termination or Change of Control

The following table presents payments payable upon termination or change of control for our fiscal 2019 NEOs pursuant to the applicable executive employment agreements, as amended, and equity award agreements.


Name	Death or Disability on 4/30/2019 and No Change in Control ($)		Involuntary Not For Cause Termination on 4/30/2019 and No Change in Control ($)		Voluntary Termination for Good Reason on 4/30/2019 and No Change in Control ($)		Change in Control on 4/30/2019 (Without Termination of Employment and Successor Assumes Stock Options, Restricted Stock and RSU’s) ($)		Change in Control on 4/30/2019 (Without Termination of Employment and Successor Cancels Stock Options, Restricted Stock and RSU’s) ($)		Change in Control and Involuntary Not For Cause Termination or Voluntary Termination For Good Reason on 4/30/2019 ($)
Charles Phillips
Severance and Termination Payments		—		5,360,000		5,360,000		—		—		5,360,000
Vested Equity Award Payments		—		—		—		46,879,292		46,879,292		46,879,292

Total		—		5,360,000		5,360,000		46,879,292		46,879,292		52,239,292

Kevin Samuelson
Severance and Termination Payments		—		1,224,000		1,224,000		—		—		1,224,000
Vested Equity Award Payments		—		—		—		18,238,093		18,238,093		18,238,093

Total		—		1,224,000		1,224,000		18,238,093		18,238,093		19,462,093

Pam Murphy
Severance and Termination Payments		—		575,000		575,000		—		—		575,000
Vested Equity Award Payments		—		—		—		11,236,022		11,236,022		11,236,022

Total		—		575,000		575,000		11,236,022		11,236,022		11,811,022

Soma Somasundaram
Severance and Termination Payments		—		575,000		575,000		—		—		575,000
Vested Equity Award Payments		—		—		—		11,345,751		11,345,751		11,345,751

Total		—		575,000		575,000		11,345,751		11,345,751		11,920,751

CEO Pay Ratio

As required by applicable SEC rules, we are providing the following information about the relationship of the annual total compensation of our median employee to the annual total compensation of our Chief Executive Officer, Mr. Charles Phillips.

Mr. Phillip’s annual total compensation for fiscal 2019 was $2,907,072 as reported in the Summary Compensation Table presented above. The annual total compensation of the employee identified as our median employee, calculated in the same manner as our CEO’s annual total compensation, was $64,875. Based on this information, the ratio of our CEO’s annual total compensation to that of our median employee for fiscal 2019 was estimated to be 45:1.

To calculate our fiscal 2019 CEO pay ratio, we used the same median employee that we identified in 2018 as permitted by the SEC rules. There has been no change in our employee population or employee compensation arrangements in fiscal 2019 that would result in a significant change to our CEO pay ratio disclosure.

We believe the CEO pay ratio as presented is a reasonable estimate calculated in a manner consistent with SEC rules, based on a combination of information from our human resource and payroll systems, and using reasonable methodology, assumptions, and estimates. The SEC’s rules for identifying the median employee and calculating the CEO pay ratio based on that employee’s annual total compensation allow companies to choose from a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their employee populations and compensation practices. As a result, the CEO pay ratio reported by other companies may not be comparable to our CEO pay ratio reported above as other companies may have different employment and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios.

Director Compensation

Infor, Inc.

Board members associated with Koch Industries and Golden Gate Capital do not receive any direct compensation for their service as directors. For the most recent fiscal year, director compensation was as follows:


Name	Fees Earned or Paid in Cash ($)			Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation ($)		All Other Compensation ($)			Total ($)
Doug Ceto		—			—		—		—		—			—
Rishi Chandna		—			—		—		—		—			—
David Dominik		—			—		—		—		—			—
Steven J. Feilmeier		—			—		—		—		—			—
Matthew Flamini		—			—		—		—		—			—
James B. Hannan		—			—		—		—		—			—
Sanjay Poonen		100,000	⁽¹⁾		—		—		—		—			100,000
Jim Schaper		—			—		—		—		463,703	⁽²⁾		463,703
Anthony J. Sementelli		—			—		—		—		—			—
Brett D. Watson		—			—		—		—		—			—

(1)	Mr. Poonen’s compensation includes payments for consulting and director services pursuant to the Letter Agreement between Mr. Poonen and the Company dated September 11, 2017.

(2)	Mr. Schaper’s compensation includes a $440,000 salary earned during fiscal 2019, $2,400 in Company matching 401(k) contributions, and $21,303 for the estimated value of personal use of the Company’s aircraft.

Compensation Committee Report

The Compensation Committee has reviewed the Compensation Discussion and Analysis above and discussed that analysis with management. Based on its review and discussions with management, the Compensation Committee recommended to the Board of Directors that the Compensation Discussion and Analysis be included in the Company’s Annual Report on Form 10-K for 2019. This report is provided by the following directors, as members of the Compensation Committee:


Rishi Chandna		James B. Hannan
Jim Schaper		Brett D. Watson

Compensation Committee Interlocks and Insider Participation

During the last completed fiscal year, no member of the Compensation Committee was an officer or employee of the Company, was a former officer of the Company, or had a relationship with the Company requiring disclosure as a related party transaction under Item 404 of Regulation S-K, except for Mr. Schaper, who is an employee of the Company but was not involved in a relationship requiring disclosure as a related person transaction pursuant to Item 404 of Regulation S-K under the Exchange Act or as an interlocking executive officer/director pursuant to Item 407(e)(4)(iii) of Regulation S-K under the Exchange Act. None of the Company’s executive officers served on the compensation committee or board of directors of another entity whose executive officer(s) served as a director of the Company or on the Compensation Committee.

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth, as of July 15, 2019, certain information, based on 1,000 shares of common stock of Infor, Inc. issued and outstanding, with respect to the beneficial ownership of the common stock of the Company by each shareholder who is known to us to beneficially own more than 5% of the outstanding shares, each director, each fiscal 2019 NEO listed in the Summary Compensation Table and all of our fiscal 2019 executive officers and directors as a group.


Name of Beneficial Holder	Number of Shares of Stock Owned		Percent of Common Stock
Koch Industries, Inc. ⁽¹⁾		450		45.0	%
Golden Gate Capital ⁽²⁾		550		55.0	%
Doug Ceto ⁽³⁾		550		55.0	%
Rishi Chandna ⁽³⁾		550		55.0	%
David Dominik ⁽³⁾		550		55.0	%
Steven J. Feilmeier		—		—
Matthew Flamini		—		—
James B. Hannan		—		—
Sanjay Poonen		—		—
Jim Schaper		—		—
Anthony J. Sementelli		—		—
Brett D. Watson		—		—
Charles Phillips ⁽⁴⁾		—		—
Kevin Samuelson ⁽⁵⁾		—		—
Pam Murphy ⁽⁶⁾		—		—
Soma Somasundaram ⁽⁷⁾		—		—
All Directors and Officers ⁽³⁾		550		55.0	%

(1)	Voting Units of IGS Holding beneficially owned by entities affiliated with Koch Industries as follows: approximately 863.9 million Voting Units held indirectly by Koch Industries. The address of Koch Industries is 4111 East 37th Street North, Wichita, KS 67220.

(2)

Shares beneficially owned by funds affiliated with Golden Gate Capital as follows: approximately 1,010.8 million Voting Units of IGS Holding held indirectly by Golden Gate Capital Opportunity Fund, L.P., Golden Gate Capital Opportunity Fund-A, L.P., GGCOF Third-Party Co-Invest, L.P., GGCOF Executive Co-Invest, L.P., and GGCOF IRA Co-Invest L.P. and Softbrands Holdings, LLC (of which investment funds affiliated with Golden Gate Capital hold 100% of the outstanding voting securities). The address of Golden Gate Capital is One Embarcadero Center, 39th Floor, San Francisco, California 94111. Mr. Ceto serves as a principal of Golden Gate Capital and each of Messrs. Chandna and Dominik serves as a managing director of Golden Gate Capital and may share voting and dispositive power over units held by funds affiliated with Golden Gate Capital. Each of Messrs. Ceto, Chandna and Dominik disclaims beneficial ownership of these securities, except to the extent of their pecuniary interest therein.

(3)

Consists of the units listed in footnote (2) above, which are held by the funds affiliated with Golden Gate Capital. Mr. Ceto serves as a principal of Golden Gate Capital and each of Messrs. Chandna and Dominik serves as a managing director of Golden Gate Capital. Each of Messrs. Ceto, Chandna and Dominik may be deemed to share voting and dispositive power over units held by funds affiliated with Golden Gate Capital. Each of Messrs. Ceto, Chandna and Dominik disclaims beneficial ownership of these securities, except to the extent of their pecuniary interest therein.

(4)

Class C Units and Class D Units of IGS Holding have no voting rights. Accordingly, only holders of Voting Units of IGS Holding have voting and dispositive power, and therefore, beneficial ownership, with respect to shares of the Company. However, Mr. Phillips does currently own approximately 14.5 million and 39.2 million Class C Units and Class D Units of IGS Holding, respectively, which were granted to Mr. Phillips for no monetary consideration. Mr. Phillips also currently owns 39.0 million non-voting Class C Units of Infor Enterprise, which were granted to Mr. Phillips for no monetary consideration and 0.5 million non-voting Class A Units of IGS Holding which Mr. Phillips acquired at fair market value.

(5)

Class C Units and Class D Units of IGS Holding have no voting rights. Accordingly, only holders of Voting Units of IGS Holding have voting and dispositive power, and therefore, beneficial ownership, with respect to shares of the Company. However, Mr. Samuelson does currently own approximately 1.2 million and 24.0 million Class C Units and Class D Units of IGS Holding, respectively, which were granted to Mr. Samuelson for no monetary consideration. Mr. Samuelson also currently owns 25.5 million non-voting Class C Units of Infor Enterprise, which were granted to Mr. Samuelson for no monetary consideration and 0.3 million non-voting Class A Units of IGS Holding which Mr. Samuelson acquired at fair market value.

(6)

Class C Units and Class D Units of IGS Holding have no voting rights. Accordingly, only holders of Voting Units of IGS Holding have voting and dispositive power, and therefore, beneficial ownership, with respect to shares of the Company. However, Ms. Murphy does currently own approximately 3.7 million and 24.0 million Class C Units and Class D Units of IGS Holding, respectively, which were granted to Ms. Murphy for no monetary consideration. Ms. Murphy also currently owns 6.4 million non-voting Class C Units of Infor Enterprise, which were granted to Ms. Murphy for no monetary consideration and 0.2 million non-voting Class A Units of IGS Holding which Ms. Murphy acquired at fair market value.

(7)

Class C Units and Class D Units of IGS Holding have no voting rights. Accordingly, only holders of Voting Units of IGS Holding have voting and dispositive power, and therefore, beneficial ownership, with respect to shares of the Company. However, Mr. Somasundaram does currently own approximately 2.2 million and 24.0 million Class C Units and Class D Units of IGS Holding, respectively, which were granted to Mr. Somasundaram for no monetary consideration. Mr. Somasundaram also currently owns 10.1 million non-voting Class C Units of Infor Enterprise, which were granted to Mr. Somasundaram for no monetary consideration and 0.2 million non-voting Class A Units of IGS Holding which Mr. Somasundaram acquired at fair market value.

Item 13.

Certain Relationships and Related Transactions and Director Independence

Related Transactions

Although the Board has not adopted a written policy or procedure for the review, approval and ratification of related person transactions, the Board or Audit Committee reviews relationships and transactions in which we and our employees, directors, officers and beneficial owners of more than 5% of our common stock or their immediate family members are participants to determine whether those persons have a direct or indirect material interest. Based on all the relevant facts and circumstances, the Board or Audit Committee will decide whether the related-person transaction is appropriate and will approve only those transactions that are in our best interests.

Director Independence

The Company’s securities are not listed on any national securities exchange or in an automated inter-dealer quotation system of a national securities association which has requirements that a majority of its board of directors be independent, and it is not otherwise subject to any director independence requirements. In addition, the Company has not adopted its own standards of director independence. For purposes of this disclosure, the Company has reviewed the independence of its directors under the standards adopted by the New York Stock Exchange (the NYSE). The Company has determined that its directors are not independent under the NYSE standards and all the members of our Audit Committee and Compensation Committee are not independent under the NYSE standards. Under Rule 303A.00 of the NYSE Listing Standard, we would be considered a “controlled company” because more than 50% of our voting power is held by another company or group. Accordingly, even if we were a listed company on NYSE, we would not be required to maintain a majority of independent directors on the Board.

Item 14.

Principal Accounting Fees and Services

For the fiscal years ended April 30, 2019 and 2018, PricewaterhouseCoopers LLP (PwC) served as our independent registered public accounting firm. The following table presents the aggregate professional fees incurred for audit and audit-related services rendered by PwC during fiscal 2019 and 2018, respectively.


Service Type	Fiscal 2019		Fiscal 2018
Audit Fees ⁽¹⁾	$	5,433,202	$	4,926,013
Audit-Related Fees ⁽²⁾		118,000		352,000
Tax Fees ⁽³⁾		270,281		401,891
All Other Fees ⁽⁴⁾		16,237		83,627

Total	$	5,837,720	$	5,763,531

(1)	Consists of fees incurred for the integrated audit of our consolidated financial statements, audits of our statutory financial statements, and review of our interim financial statements.

(2)	Consists of fees incurred for acquisition due diligence, services related to regulatory matters and other audit related services.

(3)	Consists of fees incurred for tax compliance, international tax planning and other tax advisory services.

(4)	Consists of fees incurred for subscriptions to an accounting and reporting library and VAT tax rate service, and training.

The Audit Committee, after review and discussion with PwC of the preceding information, determined that the provision of these services was compatible with maintaining PwC’s independence.

Audit Committee Pre-Approval Policies and Procedures

The Audit Committee adopted pre-approval policies and procedures for audit and non-audit services in July 2012. Since the date of adoption, the Audit Committee has approved all the services performed by PwC.

PART IV

Item 15.

Exhibits and Financial Statement Schedules

(a)

Documents filed as part of this report:

Exhibits.

See (b) below.

(b)

Exhibits:

The following exhibits are included herein or incorporated by reference as part of this Annual Report.


	Exhibit Description	Incorporated by Reference
Exhibit No.	Exhibit Description	Form	Exhibit	Filing Date

3.1	Second Amended and Restated Certificate of Incorporation of Infor, Inc.	S-4	3.9	August 23, 2012

3.2	Amended and Restated By-Laws of Infor, Inc.	S-4	3.10	August 23, 2012

4.1	Indenture, dated as of April 1, 2015, among Infor (US), Inc., each of the guarantors party thereto and Wilmington Trust, National Association, as trustee.	8-K	4.1	April 6, 2015

4.2	Form of 6.500% Senior Notes due 2022 (included as Exhibit A-1 to Indenture, dated as of April 1, 2015, Exhibit 4.1 above).	8-K	4.1	April 6, 2015

4.3	Form of 5.750% Senior Notes due 2022 (included as Exhibit A-2 to Indenture, dated as of April 1, 2015, Exhibit 4.1 above).	8-K	4.1	April 6, 2015

4.4	Indenture, dated as of August 25, 2015, among Infor (US), Inc., each of the guarantors party thereto and Wilmington Trust, National Association, as trustee and as collateral agent.	8-K	4.1	August 27, 2015

4.5	Form of 5.750% First Lien Senior Secured Notes due 2020 (included as Exhibit A to Exhibit 4.1 above).	8-K	4.1	August 27, 2015

10.1	Credit Agreement, dated as of April 5, 2012, between Infor, Inc. (formerly GGC Software Holdings, Inc.), Infor (US), Inc. (formerly Lawson Software, Inc.), the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent.	8-K	10.2	October 1, 2012

10.2	Refinancing Amendment No. 1, dated September 27, 2012, between Infor, Inc., Infor (US), Inc., the Additional Refinancing Lenders party thereto and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc. (formerly GGC Software Holdings, Inc.), Infor (US), Inc. (formerly Lawson Software, Inc.), the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent.	8-K	10.1	October 1, 2012



10.3	Amendment No. 2, dated June 3, 2013, between Infor, Inc., Infor (US), Inc., the existing Lenders party thereto, the Additional Refinancing Lenders party thereto and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc. (formerly GGC Software Holdings, Inc.), Infor (US), Inc. (formerly Lawson Software, Inc.), the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent, as previously amended.	10-K	10.3	August 2, 2013

10.4	Amendment No. 3, dated October 9, 2013, between Infor, Inc., Infor (US), Inc., and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent, as previously amended.	10-Q	10.1	January 10, 2014

10.5	Amendment No. 4, dated January 2, 2014, between Infor, Inc., Infor (US), Inc., the existing Lenders party thereto, the Additional Refinancing Lenders party thereto and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent, as previously amended.	8-K	10.1	January 6, 2014

10.6	Amendment No. 5, dated January 31, 2014, between Infor, Inc., Infor (US), Inc., the existing Revolving Lenders party thereto, the Issuing Bank, the Swingline Lender and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent, as previously amended.	8-K	10.1	February 4, 2014

10.7	Amendment No. 6, dated April 22, 2014, between Infor, Inc., Infor (US), Inc., and Bank of America, N.A. as administrative agent, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent and collateral agent, as previously amended.	8-K	10.1	April 23, 2014

10.8	Amendment No. 7, dated August 15, 2016, between Infor, Inc., Infor (US), Inc., the Subsidiary Loan Parties party thereto, the Amendment No. 7 Consenting Revolving Lenders party thereto, Bank of America, N.A., the Collateral Agent, the Issuing Bank and the Swingline Lender amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent, and other agents and arrangers named therein, as previously amended.	8-K	10.1	August 16, 2016

10.9	Amendment No. 8, dated February 6, 2017, between Infor, Inc., Infor (US), Inc., the Subsidiary Loan Parties party thereto, Bank of America, N.A., as Administrative Agent, Bank of America, N.A., as Additional Refinancing Lender, the other Additional Refinancing Lenders party thereto, and the Amendment No. 8 Extending Term Lenders, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent, and other agents and arrangers named therein, as previously amended.	8-K	10.1	February 10, 2017

10.10	Amendment No. 9, dated November 22, 2017, between Infor, Inc., Infor (US), Inc., the Subsidiary Loan Parties party thereto, Bank of America, N.A., as Administrative Agent, Bank of America, N.A., as Additional Refinancing Lender, the other Additional Refinancing Lenders party thereto, amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent, and other agents and arrangers named therein, as previously amended.	8-K	10.1	November 29, 2017



10.11	Amendment No. 10, dated February 23, 2018, between Infor, Inc., Infor (US), Inc., the Subsidiary Loan Parties party thereto, the Amendment No. 10 Consenting Revolving Lenders party thereto, the Amendment No.7 Required Revolving Lenders, and Bank of America, N.A., the Collateral Agent, the Issuing Bank and the Swingline Lender amending the Credit Agreement, dated as of April 5, 2012, between Infor, Inc., Infor (US), Inc., the lenders from time to time party thereto and Bank of America, N.A. as administrative agent, and other agents and arrangers named therein, as previously amended.	8-K	10.1	March 1, 2018

10.12	Infor Enterprise Applications, LP Agreement of Limited Partnership, dated as of April 5, 2012.	10-K/A	10.4	August 29, 2013

10.13*	Infor Enterprise Applications, LP Form of Management Incentive Unit Subscription Agreement.	10-K/A	10.5	August 29, 2013

10.14*	Employment Agreement, dated October 19, 2010, between Infor Global Solutions (Michigan), Inc., a Michigan corporation, and Charles E. Phillips, Jr.	10-K/A	10.6	August 29, 2013

10.15*	Amended and Restated Employment Agreement, dated January 25, 2012, between Infor Global Solutions (Michigan), Inc., a Michigan corporation, and Pam Murphy.	10-K/A	10.12	August 29, 2013

10.16*	Employment Agreement, dated as of July 12, 2016, by and between Infor (US), Inc. and Kevin Samuelson.	8-K	10.1	July 15, 2016

10.17	First Supplemental Indenture, dated as of October 12, 2016, by and among Starmount, Inc., Infor (US), Inc. and Wilmington Trust, National Association, as Trustee under the indenture dated as of April 1, 2015 providing for the issuance of Issuer’s 6.500% Senior Notes due 2022 and 5.750% Senior Notes due 2022.	10-Q	10.1	December 9, 2016

10.18	First Supplemental Indenture, dated as of October 12, 2016, by and among Starmount, Inc., Infor (US), Inc. and Wilmington Trust, National Association, as Trustee and Notes Collateral Agent under the indenture dated as of August 25, 2015 providing for the issuance of the Issuer’s 5.750% First Lien Senior Secured Notes due 2020.	10-Q	10.2	December 9, 2016

10.19	Second Supplemental Indenture, dated as of December 13, 2016, by and among GT Nexus, Inc., GT Topco, LLC, Infor (US), Inc. and Wilmington Trust, National Association, as Trustee under the indenture dated as of April 1, 2015 providing for the issuance of Issuer’s 6.500% Senior Notes due 2022 and 5.750% Senior Notes due 2022.	10-Q	10.1	March 2, 2017

10.20	Second Supplemental Indenture, dated as of December 13, 2016, by and among GT Nexus, Inc., GT Topco, LLC, Infor (US), Inc. and Wilmington Trust, National Association, as Trustee and Notes Collateral Agent under the indenture dated as of August 25, 2015 providing for the issuance of the Issuer’s 5.750% First Lien Senior Secured Notes due 2020.	10-Q	10.2	March 2, 2017

10.21*	Letter Agreement, dated as of September 11, 2017, between the Company and Sanjay Poonen (filed with Infor, Inc.’s Current Report on Form 8-K filed on December 20, 2017.	8-K	10.1	December 20, 2017

10.22*	Third Amended and Restated Employment Agreement, dated January 16, 2019, between Infor (US), Inc., a Delaware corporation, and C. James Schaper.	10-Q	10.1	March 6, 2019

10.23*	Employment Agreement, dated as of October 21, 2010, by and between Infor (US), Inc. (formerly Infor Global Solutions (Michigan), Inc.) and Soma Somasundaram.	10-K	10.23	June 25, 2019



21.1	Subsidiaries of Infor, Inc.	10-K	21.1	June 25, 2019

24.1	Powers of Attorney (included on signature page)	10-K	10.23	June 25, 2019

31.1 †	Certification Pursuant to Section 302 of Sarbanes-Oxley Act — Charles E. Phillips, Jr.

31.2 †	Certification Pursuant to Section 302 of Sarbanes-Oxley Act — Kevin Samuelson

32.1	Certification Pursuant to Section 906 of Sarbanes-Oxley Act — Charles E. Phillips, Jr.	10-K	32.1	June 25, 2019

32.2	Certification Pursuant to Section 906 of Sarbanes-Oxley Act — Kevin Samuelson	10-K	32.2	June 25, 2019

101.INS	XBRL Instance Document.	10-K	101.INS	June 25, 2019

101.SCH	XBRL Taxonomy Extension Schema.	10-K	101.SCH	June 25, 2019

101.CAL	XBRL Taxonomy Extension Calculation Linkbase.	10-K	101.CAL	June 25, 2019

101.DEF	XBRL Taxonomy Definition Linkbase.	10-K	101.DEF	June 25, 2019

101.LAB	XBRL Taxonomy Extension Label Linkbase.	10-K	101.LAB	June 25, 2019

101.PRE	XBRL Taxonomy Extension Presentation Linkbase.	10-K	101.PRE	June 25, 2019

*	Indicates a management contract or compensatory plan or arrangement.

†	Filed herewith

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.


	INFOR, INC.

Dated: July 24, 2019	By:	/s/ KEVIN SAMUELSON
		Kevin Samuelson
		Chief Financial Officer
		(principal financial officer)

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

Infor, Inc. 10-K/A