ACCD / Accolade, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Accolade, Inc.
US ˙ NasdaqGS ˙ US00437E1029
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1481646
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Accolade, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
April 18, 2025 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 001-39348 Commission File Number ACCOLADE, INC. (Exact name of registrant as specified in its charte

April 8, 2025 S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2025

As filed with the Securities and Exchange Commission on April 8, 2025 Registration No.

April 8, 2025 EX-2.2

[Signature Page to Follow]

Exhibit 2.2 March 28, 2025 Rob Cavanaugh Sent via email: [redacted]@accolade.com Dear Rob: This letter sets forth the terms of your separation from Accolade, Inc. (the “Agreement”). The term “Company Party(ies)” shall refer to Accolade, Inc. (the “Company”) and any of its parents, subsidiaries, or affiliates, and any of their successors-in-interest. 1. General Matters Relating to Your Separation.

April 8, 2025 S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2025

As filed with the Securities and Exchange Commission on April 8, 2025 Registration No.

April 8, 2025 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ACCOLADE, INC. ARTICLE I

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ACCOLADE, INC. ARTICLE I The name of the corporation is Accolade, Inc. (the “Company”). ARTICLE II The address of the Company’s registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of the registered agent at such address is The Corporation Trust Co

April 8, 2025 S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2025

As filed with the Securities and Exchange Commission on April 8, 2025 Registration No.

April 8, 2025 S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2025

As filed with the Securities and Exchange Commission on April 8, 2025 Registration No.

April 8, 2025 EX-3.2

AMENDED AND RESTATED BYLAWS OF ACCOLADE, INC. TABLE OF CONTENTS

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ACCOLADE, INC. TABLE OF CONTENTS Page ARTICLE I — MEETINGS OF STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meeting 1 1.4 Notice of Stockholders’ Meetings 2 1.5 Quorum 2 1.6 Adjourned Meeting; Notice 2 1.7 Conduct of Business 2 1.8 Voting 3 1.9 Stockholder Action by Written Consent Without a Meeting 3 1.10 Record Dates 4 1.11 Pro

April 8, 2025 EX-4.1

ACCOLADE, INC. U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (as successor in interest to U.S. BANK NATIONAL ASSOCIATION), as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of April 8, 2025 0.50% Convertible Senior Notes due 2026

Exhibit 4.1 EXECUTION VERSION ACCOLADE, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (as successor in interest to U.S. BANK NATIONAL ASSOCIATION), as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of April 8, 2025 0.50% Convertible Senior Notes due 2026 FIRST SUPPLEMENTAL INDENTURE, dated as of April 8, 2025 (this “Supplemental Indenture”), among Accolade, Inc., a Delaware corporation (th

April 8, 2025 EX-2.3

[Signature Page to Follow]

Exhibit 2.3 March 28, 2025 Richard Eskew Sent via email: [redacted]@accolade.com Dear Rich: This letter sets forth the terms of your separation from Accolade, Inc. (the “Agreement”). The term “Company Party(ies)” shall refer to Accolade, Inc. (the “Company”) and any of its parents, subsidiaries, or affiliates, and any of their successors-in-interest. 1. General Matters Relating to Your Separation.

April 8, 2025 S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2025

As filed with the Securities and Exchange Commission on April 8, 2025 Registration No.

April 8, 2025 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2025 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

March 27, 2025 EX-99.1

Accolade Stockholders Approve Merger Between Accolade and Transcarent

Exhibit 99.1 Accolade Stockholders Approve Merger Between Accolade and Transcarent Seattle, WA, March 27, 2025 – Accolade (NASDAQ:ACCD) announced that Accolade stockholders voted to approve the merger with Transcarent at the Accolade special meeting of stockholders (the “Special Meeting”) held earlier today. The final, certified voting results for the Special Meeting will be provided in a Form 8-K

March 27, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 ACCOLADE, INC. (Exact name of registrant as specified in its charter) Commission File Number 001-39348 Delaware 01-0969591 (State or other jurisdiction of incorporation

March 20, 2025 DEFA14A

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

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

February 25, 2025 DEFA14A

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

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

February 20, 2025 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act Of 1934

DEFM14A 1 ny20041213x9defm14a.htm DEFM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act Of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission O

February 10, 2025 PREM14A

PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION, DATED FEBRUARY 10, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act Of 1934

TABLE OF CONTENTS PRELIMINARY PROXY STATEMENT — SUBJECT TO COMPLETION, DATED FEBRUARY 10, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 10, 2025 EX-FILING FEES

Calculation of Filing Fee Table SCHEDULE 14A (Form Type) Accolade, Inc. (Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Table SCHEDULE 14A (Form Type) Accolade, Inc.

January 30, 2025 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 tm254864d1ex-1.htm EXHIBIT I EXHIBIT I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.0001 per share, of Accolade, Inc. will be filed on behalf of each of the

January 27, 2025 DEFA14A

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

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

January 21, 2025 EX-99.3

SCHEDULE A Date Number of Shares Bought Price Per Share($) (1)(2) 01/08/2025 2,306,633 6.862221 (3) 01/10/2025 1,079,526 6.842673 (4) 01/13/2025 487,864 6.853661 (5) 01/14/2025 378,734 6.850986 (6) 01/15/2025 420,579 6.855742 (7) 01/16/2025 221,690 6

Exhibit 99.3 SCHEDULE A Funds Date Number of Shares Bought Price Per Share($) (1)(2) 01/08/2025 2,306,633 6.862221 (3) 01/10/2025 1,079,526 6.842673 (4) 01/13/2025 487,864 6.853661 (5) 01/14/2025 378,734 6.850986 (6) 01/15/2025 420,579 6.855742 (7) 01/16/2025 221,690 6.863463 (8) 01/17/2025 240,645 6.876016 (9) (1) Excludes commissions and other execution-related costs. (2) Upon request by the sta

January 21, 2025 EX-99.2

LIMITED POWER OF ATTORNEY

EXHIBIT 99.2 LIMITED POWER OF ATTORNEY Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of Michael Turro, Karl Wachter and Hayley Stein, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Manager or

January 21, 2025 DEFA14A

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

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

January 21, 2025 EX-99.1

ACCD / Accolade, Inc. / Magnetar Financial LLC - EXHIBIT 99.1 JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Shares of Accolade, Inc. dated as of January 21, 2025 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule13d-1(k) under the Securi

January 13, 2025 DEFA14A

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

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

January 10, 2025 DEFA14A

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

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

January 10, 2025 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348

January 10, 2025 DEFA14A

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

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

January 8, 2025 EX-99.1

Combined company creates industry leading platform with more than 1,400 employer and payer clients, with shared focus on consumer empowerment Transcarent’s Generative AI WayFinding and care experiences combined with Accolade’s Advocacy, Expert Medica

Exhibit 99.1 Transcarent To Acquire Accolade Combined company creates industry leading platform with more than 1,400 employer and payer clients, with shared focus on consumer empowerment Transcarent’s Generative AI WayFinding and care experiences combined with Accolade’s Advocacy, Expert Medical Opinion, and Primary Care will deliver on the promise of ‘One Place for Health and Care’ Accolade share

January 8, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 Accolade, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

January 8, 2025 EX-10.1

VOTING AGREEMENT

Exhibit 10.1 CONFIDENTIAL VOTING AGREEMENT VOTING AGREEMENT (this “Voting Agreement”), dated as of January [●], 2025, by and among Transcarent, Inc., a Delaware corporation (“Parent”), Acorn Merger Sub, Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Sub”), and the undersigned stockholder of Accolade, Inc., a Delaware corporation (the “Company” and such stock

January 8, 2025 EX-2.1

Agreement and Plan of Merger, dated as of January 8, 2025, by and among

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among Accolade, Inc., Transcarent, Inc. and Acorn Merger Sub, Inc. Dated as of January 8, 2025 TABLE OF CONTENTS (continued) Page ARTICLE I THE MERGER 1 Section 1.1 Merger of Merger Sub into the Company 1 Section 1.2 Effect of the Merger 1 Section 1.3 Closing; Effective Time. 2 Section 1.4 Certificate of Incorporation and Bylaws; Di

January 8, 2025 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

November 14, 2024 SC 13G/A

ACCD / Accolade, Inc. / Bellevue Group AG - SC 13G/A Passive Investment

SC 13G/A 1 d884186dsc13ga.htm SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Accolade, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 00437E102 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the

October 8, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2024 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

October 8, 2024 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 A

October 8, 2024 EX-99.1

Accolade Announces Results for Fiscal Second Quarter 2025

Exhibit 99.1 Accolade Announces Results for Fiscal Second Quarter 2025 SEATTLE, October 8, 2024 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal second quarter ended August 31, 2024. “As we enter the second half of fiscal year 2025, we are well positioned to deliver our first full year of Adjusted EBITDA profitability and positive cash flow. Accolade is proving the

October 7, 2024 SC 13G

ACCD / Accolade, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

SC 13G 1 ACCDSC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ACCOLADE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 00437E102 (CUSIP Number) OCTOBER 3, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule

August 7, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Accolade, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

July 3, 2024 SC 13G/A

ACCD / Accolade, Inc. / JPMORGAN CHASE & CO - FILING ACCOLADE, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00437E102 (CUSIP Number) June 28, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

June 27, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

June 27, 2024 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 ACCO

June 27, 2024 EX-99.1

Accolade Announces Results for Fiscal First Quarter 2025

Exhibit 99.1 Accolade Announces Results for Fiscal First Quarter 2025 SEATTLE, June 27, 2024 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal first quarter ended May 31, 2024. “Accolade's physician-led advocacy approach to solving the Physician Gap is increasing accessibility to healthcare and improving outcomes for the millions of lives we service. We will continue

June 21, 2024 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 26, 2024 EX-FILING FEES

Filing Fee Table

EX-FILINGFEES Calculation of Filing Fee Table Form S-8 (Form Type) Accolade, Inc. (Exact name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par valu

April 26, 2024 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Accolade, Inc. Subsidiaries of the Registrant The following is a list of the Company’s consolidating subsidiaries as of February 29, 2024. Name of Subsidiary State or Jurisdiction of Incorporation Accolade Techologies s.r.o. Czech Republic MD Insider, Inc. Delaware Accolade 2ndMD LLC Texas 1stMD LLC Texas PlushCare, Inc. Delaware PlushCare Technologies Canada, Inc. Canada

April 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 ACCOLAD

April 26, 2024 EX-97

Accolade - Dodd-Frank

Exhibit 97 ACCOLADE - DODD-FRANK CLAWBACK POLICY Accolade (“Company”) has adopted this clawback policy (the “Policy”) as a supplement to any other clawback policies in effect now or in the future at the Company.

April 26, 2024 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Accolade, Inc. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Accolade, Inc. (Exact name of registrant as specified in its charter) Delaware 01-0969591 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 1201 Third Avenue, Suite 1700 Seattle, WA 98101

April 25, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

April 25, 2024 EX-99.1

Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2024

Exhibit 99.1 Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2024 SEATTLE, April 25, 2024 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal fourth quarter and full year ended February 29, 2024. "Accolade has built a rare healthcare services business at scale with consistently strong growth rates. Whether serving consumers, employers, health plans,

February 16, 2024 CORRESP

(in thousands, except percentages)

February 16, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, NE Washington, DC 20549 Attention: Angela Lumley Suying Li Re: Accolade, Inc. Form 10-K for Fiscal Year Ended February 28, 2023 Form 10-Q for Fiscal Quarter Ended November 30, 2023 Item 2.02 Form 8-K Dated January 8, 2024 File No. 001-39348 Ladies and Gentlem

February 13, 2024 SC 13G/A

HMIN / Homeinns Hotel Group / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0173-accoladeinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Accolade Inc Title of Class of Securities: Common Stock CUSIP Number: 00437E102 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule p

February 13, 2024 SC 13G/A

HMIN / Homeinns Hotel Group / Bellevue Group AG - SC 13G/A Passive Investment

SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Accolade, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to which this Sc

February 9, 2024 SC 13G/A

HMIN / Homeinns Hotel Group / BROWN ADVISORY INC - BROWN ADVISORY INC Passive Investment

SC 13G/A 1 accda120924.htm BROWN ADVISORY INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Accolade, Inc. (Name of Issuer) (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul

January 29, 2024 SC 13G/A

HMIN / Homeinns Hotel Group / ARK Investment Management LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm244117d6sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Accolade, Inc. (Name of Issuer) Common stock (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

January 16, 2024 SC 13G/A

HMIN / Homeinns Hotel Group / JPMORGAN CHASE & CO - FILING ACCOLADE, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00437E102 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

January 8, 2024 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348

January 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2024 Accolade, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2024 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

January 8, 2024 EX-99.1

Accolade Announces Results for Fiscal Third Quarter 2024

Exhibit 99.1 Accolade Announces Results for Fiscal Third Quarter 2024 SEATTLE, January 8, 2024 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal third quarter ended November 30, 2023. “As we head into the new year, Accolade continues to define the future of how healthcare should be experienced in this country. Our unique combination of people and technology is creati

November 17, 2023 144

144

144 0001219071 XXXXXXXX LIVE 0001481646 Accolade, Inc. 001-39348 660 W. GERMANTOWN PIKE SUITE 500 PLYMOUTH MEETING PA 19462 610-834-2989 SINGH RAJEEV Officer Director Common Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 358 2843.34 76232192 11/17/2023 NASDAQ Common 11/16/2023 Restricted Stock Vesting Issuer N 358 11/16/2023 Compensation N Rajeev Singh 1201 Third Avenue Suite

November 16, 2023 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File N

October 4, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 A

October 4, 2023 EX-99.1

Accolade Announces Results for Fiscal Second Quarter 2024

Exhibit 99.1 Accolade Announces Results for Fiscal Second Quarter 2024 SEATTLE, October 4, 2023 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal second quarter ended August 31, 2023. “We are halfway through the 2024 fiscal year and the demand environment for our solutions remains strong. Accolade continues to lay the foundation to build a lasting, scalable business

October 4, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

August 9, 2023 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

June 29, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 ACCO

June 29, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2023 Accolade, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

June 29, 2023 EX-99.1

Accolade Announces Results for Fiscal First Quarter 2024

Exhibit 99.1 Accolade Announces Results for Fiscal First Quarter 2024 ● Accolade exceeds guidance for fiscal first quarter and raises guidance for fiscal year 2024 SEATTLE, June 29, 2023 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal first quarter ended May 31, 2023. “Our consistently strong financial results reinforce our belief that an advocacy-led care delivery

June 27, 2023 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 28, 2023 S-8

As filed with the Securities and Exchange Commission on April 28, 2023

As filed with the Securities and Exchange Commission on April 28, 2023 Registration No.

April 28, 2023 EX-FILING FEES

Filing Fee Table

EX-FILINGFEES Calculation of Filing Fee Table Form S-8 (Form Type) Accolade, Inc. (Exact name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value

April 28, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 ACCOLADE, INC. (Exact nam

April 28, 2023 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Accolade, Inc. Subsidiaries of the Registrant The following is a list of the Company’s consolidating subsidiaries as of February 28, 2023. Name of Subsidiary State or Jurisdiction of Incorporation Accolade Techologies s.r.o. Czech Republic MD Insider, Inc. Delaware Accolade 2ndMD LLC Texas 1stMD LLC Texas PlushCare, Inc. Delaware PlushCare Technologies Canada, Inc. Canada

April 27, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

April 27, 2023 EX-99.1

Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2023

Exhibit 99.1 Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2023 ● Fiscal fourth quarter 2023 revenue of $99.0 million, a 6% increase compared to fiscal fourth quarter 2022 revenue of $93.8 million ● Fiscal year 2023 revenue of $363.1 million, a 17% increase compared to fiscal 2022 revenue of $310.0 million SEATTLE, April 27, 2023 - Accolade, Inc. (NASDAQ: ACCD) today announced

February 28, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 Accolade, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File N

February 16, 2023 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File N

February 14, 2023 SC 13G

HMIN / Homeinns Hotel Group / Bellevue Group AG - SC 13G Passive Investment

SC 13G United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ACCOLADE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru

February 14, 2023 EX-99.A

Joint Filing Statement

EX-99.A 2 d615360dex99a.htm EX-99.A Exhibit A Joint Filing Statement We, the undersigned, hereby express our agreement that the attached Schedule 13G (including all amendments thereto) is filed on behalf of each of the undersigned. Bellevue Group AG Date: February 14, 2023 By: /s/ Michael Hutter Signatory Authority Name: Michael Hutter Title: Chief Financial Officer Date: February 14, 2023 By: /s/

February 10, 2023 SC 13G/A

HMIN / Homeinns Hotel Group / ARK Investment Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

February 9, 2023 SC 13G

HMIN / Homeinns Hotel Group / BROWN ADVISORY INC - BROWN ADVISORY INCORPORATED Passive Investment

SC 13G 1 accd20923.htm BROWN ADVISORY INCORPORATED UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Accolade, Inc. (Name of Issuer) (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

February 9, 2023 SC 13G/A

HMIN / Homeinns Hotel Group / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Accolade Inc. Title of Class of Securities: Common Stock CUSIP Number: 00437E102 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule

January 9, 2023 EX-99.1

Accolade Announces Results for Fiscal Third Quarter 2023

EX-99.1 2 accd-20230109xex99d1.htm EX-99.1 Exhibit 99.1 Accolade Announces Results for Fiscal Third Quarter 2023 ● Fiscal third quarter 2023 revenue of $90.9 million, a 9% increase compared to fiscal third quarter 2022 revenue of $83.5 million SEATTLE, January 9, 2023 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal third quarter ended November 30, 2022. “Accolade e

January 9, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

January 9, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348

January 6, 2023 SC 13G

HMIN / Homeinns Hotel Group / JPMORGAN CHASE & CO - FILING ACCOLADE, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00437E102 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

October 6, 2022 10-Q

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

Table of Contents ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 6, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commiss

October 6, 2022 EX-99.1

Accolade Announces Results for Fiscal Second Quarter 2023

Exhibit 99.1 ? Accolade Announces Results for Fiscal Second Quarter 2023 ? ? Fiscal second quarter 2023 revenue of $87.6 million, a 20% increase compared to fiscal second quarter 2022 revenue of $73.3 million SEATTLE, October 6, 2022 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal second quarter ended August 31, 2022. ?Accolade executed across all of our key initia

October 6, 2022 EX-10.1

Seventh Amendment to Credit Agreement dated May 26, 2021 by and among the Registrant, Comerica Bank and Western Alliance Bank

Exhibit 10.1 SEVENTH AMENDMENT TO CREDIT AGREEMENT This Seventh Amendment to Credit Agreement (this ?Amendment?) is made as of July 19, 2022, by and among Accolade, Inc. (?Borrower?), each of the Guarantors party hereto, the financial institutions signatory hereto (the ?Lenders?) and Comerica Bank, as agent for the Lenders (in such capacity, ?Agent?). RECITALS A.Borrower, Agent and Lenders entered

July 28, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 21, 2022 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 1, 2022 10-Q

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

Table of Contents ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 1, 2022 EX-10.1

Form of Vesting Acceleration Agreement

ACCOLADE, INC. EQUITY VESTING ACCELERATION AGREEMENT This Equity Vesting Acceleration Agreement (the ?Agreement?) is entered into by and between (the ?Executive?) and Accolade, Inc., a Delaware corporation (the ?Company?), and is effective as of (the ?Effective Date?). 1. Agreement. This Agreement shall terminate on the date the Executive?s employment with the Company terminates for a reason other

June 30, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commissio

June 30, 2022 EX-99.1

Accolade Announces Results for Fiscal First Quarter 2023

Exhibit 99.1 ? Accolade Announces Results for Fiscal First Quarter 2023 ? ? Fiscal first quarter 2023 revenue of $85.5 million, a 44% increase compared to fiscal first quarter 2022 revenue of $59.5 million SEATTLE, June 30, 2022 - Accolade, Inc. (NASDAQ: ACCD) today announced financial results for the fiscal first quarter ended May 31, 2022. ?The healthcare consumer has never been more in need of

June 24, 2022 DEF 14A

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

DEF 14A 1 tm2219074-1def14a.htm DEF 14A TABLE OF CONTENTS SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy

June 3, 2022 S-8

As filed with the Securities and Exchange Commission on June 3, 2022

As filed with the Securities and Exchange Commission on June 3, 2022 Registration No.

June 3, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Accolade, Inc. (Exact name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value p

May 2, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended February 28, 2022 ? OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission File Number: 001-39348 ACCOLADE, INC.

May 2, 2022 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Accolade, Inc. Subsidiaries of the Registrant ? ? The following is a list of the Company?s consolidating subsidiaries as of February 28, 2022. ? ? ? Name of Subsidiary State or Jurisdiction of Incorporation Accolade Techologies s.r.o. ? Czech Republic MD Insider, Inc. ? Delaware Accolade 2ndMD LLC ? Texas 1stMD LLC ? Texas PlushCare, Inc. ? Delaware PlushCare Technologies Canada, Inc.

May 2, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

? ? ? ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING ? ? (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: February 28, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q F

April 28, 2022 EX-99.1

Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2022

Exhibit 99.1 ? Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2022 ? ? Fiscal fourth quarter 2022 revenue of $93.8 million, a 58% increase compared to fiscal fourth quarter 2021 revenue of $59.2 million ? Fiscal year 2022 revenue of $310.0 million, an 82% increase compared to fiscal year 2021 revenue of $170.4 million SEATTLE, April 28, 2022 - Accolade, Inc. (NASDAQ: ACCD) toda

April 28, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commissi

March 25, 2022 POS AM

As filed with the Securities and Exchange Commission on March 25, 2022.

As filed with the Securities and Exchange Commission on March 25, 2022. Registration No. 333-254291 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ACCOLADE, INC. (Exact name of Registrant as specified in its charter) Delaware 7389 01-0969591 (State or other jurisdiction of in

February 14, 2022 SC 13G/A

HMIN / Homeinns Hotel Group / Andreessen Horowitz Fund IV, L.P. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Accolade, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? R

February 9, 2022 SC 13G

HMIN / Homeinns Hotel Group / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Accolade Inc. Title of Class of Securities: Common Stock CUSIP Number: 00437E102 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13d-1(b) ??Rule 13d-

February 9, 2022 SC 13G

HMIN / Homeinns Hotel Group / ARK Investment Management LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

January 11, 2022 10-Q

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

Table of Contents ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 10, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2022 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Nu

January 10, 2022 EX-99.1

Accolade Announces Results for Fiscal Third Quarter 2022

Exhibit 99.1 ? Accolade Announces Results for Fiscal Third Quarter 2022 ? ? Fiscal third quarter 2022 revenue of $83.5 million, a 117% increase compared to fiscal third quarter 2021 revenue of $38.4 million ? Company introduces preliminary guidance for fiscal year 2023, expecting 25% growth in revenue and a reduction in Adjusted EBITDA loss ? Initial Accolade One and Accolade Care customers launch

October 7, 2021 10-Q

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

Table of Contents ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 7, 2021 EX-99.1

Accolade Announces Results for Fiscal Second Quarter 2022

Exhibit 99.1 ? Accolade Announces Results for Fiscal Second Quarter 2022 ? ? Fiscal second quarter 2022 revenue of $73.3 million, a 99% increase compared to fiscal second quarter 2021 revenue of $36.8 million ? Introduced Personalized Healthcare category, focused on human relationships and personalization using data to enable value-based care ? Launched Accolade One and Accolade Care, two new heal

October 7, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 7, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commiss

September 17, 2021 424B7

7,117,051 Shares Common Stock

Filed Pursuant to Rule 424(b)(7) Registration No. 333-257803 Supplement No. 1 (To Prospectus dated July 9, 2021) 7,117,051 Shares Common Stock This prospectus supplement updates and amends certain information contained in the prospectus dated July 9, 2021 (the ?prospectus?), covering resale by selling stockholders of 7,117,051 shares of our common stock. This prospectus supplement is not complete

July 26, 2021 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 9, 2021 EX-4.9

Form of Common Stock Warrant Agreement and Warrant Certificate

Exhibit 4.9 ACCOLADE, INC. and , As Warrant Agent Form of Common Stock Warrant Agreement Dated As Of Accolade, Inc. Form of Common Stock Warrant Agreement This Common Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Accolade, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and existing under the laws of [?] and hav

July 9, 2021 EX-4.11

Form of Debt Securities Warrant Agreement and Warrant Certificate

Exhibit 4.11 ACCOLADE, INC. and , As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of Accolade, Inc. Form of Debt Securities Warrant Agreement This Debt Securities Warrant Agreement (this ?Agreement?), dated as of [?], between Accolade, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and existing under the laws of [

July 9, 2021 EX-4.7

Form of Indenture, between Registrant and one or more trustees to be named

Exhibit 4.7 ACCOLADE, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [?], 20 Senior Debt Securities TABLE OF CONTENTS PAGE article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee?s Certificate 8 Secti

July 9, 2021 S-3ASR

prospectus dated July 9, 2021

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 9, 2021 Registration No.

July 9, 2021 EX-4.10

Form of Preferred Stock Warrant Agreement and Warrant Certificate

Exhibit 4.10 ACCOLADE, INC. and , As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of Accolade, Inc. Form of Preferred Stock Warrant Agreement This Preferred Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Accolade, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and existing under the laws of [

July 8, 2021 EX-99.1

Accolade Announces Results for Fiscal First Quarter 2022

EX-99.1 2 accd-20210708xex99d1.htm EX-99.1 Exhibit 99.1 Accolade Announces Results for Fiscal First Quarter 2022 ● Fiscal first quarter 2022 revenue of $59.5 million, a 66% increase compared to fiscal first quarter 2021 revenue of $35.9 million ● Company raises guidance for fiscal year 2022 to $300 million - $305 million, a 78% increase at the midpoint compared to fiscal year 2021 revenue of $170.

July 8, 2021 10-Q

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

Table of Contents ? ? ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 8, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission

June 25, 2021 DEF 14A

proxy statement on Schedule 14A filed on June 25, 2021

TABLE OF CONTENTS SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

June 10, 2021 EX-99.1

PlushCare, Inc. Stock Incentive Plan.

Exhibit 99.1 PLUSHCARE, INC. STOCK INCENTIVE PLAN 1. Establishment, Purpose and Term of Plan. 1.1 Establishment. The PlushCare, Inc. Stock Incentive Plan is hereby established effective as of April 8, 2014 and amended on October 19, 2016, May 14, 2020 and August 6, 2020. 1.2 Purpose. The purpose of the Plan is to advance the interests of the Participating Company Group and its stockholders by prov

June 10, 2021 S-8

As filed with the Securities and Exchange Commission on June 9, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Accolade, Inc. (Exact name

As filed with the Securities and Exchange Commission on June 9, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Accolade, Inc. (Exact name of registrant as specified in its charter) Delaware 01-0969591 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

June 10, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Number

June 10, 2021 EX-2.1

Agreement and Plan of Merger, dated April 22, 2021, by and among Registrant, Panda Merger Sub, Inc., PlushCare, Inc., and Fortis Advisors LLC, as stockholder representative, as amended

Exhibit 2.1 STRICTLY CONFIDENTIAL AMENDED EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG ACCOLADE, INC., PANDA MERGER SUB, INC., PLUSHCARE, INC., AND FORTIS ADVISORS LLC, AS STOCKHOLDER REPRESENTATIVE April 22, 2021 TABLE OF CONTENTS Page ARTICLE I THE MERGER 7 1.1 Merger 7 1.2 Effective Time 7 1.3 Effects of the Merger 7 1.4 Closing 7 1.5 Closing Deliverables 8 1.6 Certificate of Inc

June 10, 2021 EX-4.1

Registration Rights Agreement, dated June 9, 2021, by and between Accolade, Inc. and the holders listed on the Schedule of Holders thereto

Exhibit 4.1 CONFIDENTIAL EXHIBIT G REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of June 9, 2021, by and among Accolade, Inc., a Delaware corporation (the ?Company?), and the stockholders listed on the Schedule of Holders on Exhibit A hereto (individually, together with its permitted designees and assigns, the ?Holder? and collectively, the ?Holders?). Ca

June 10, 2021 EX-99.2

Form of agreements used in connection with the PlushCare, Inc. Stock Incentive Plan.

Exhibit 99.2 PLUSHCARE, INC. STOCK INCENTIVE PLAN RESTRICTED STOCK PURCHASE AGREEMENT This Restricted Stock Purchase Agreement (the ?Agreement?) is made and entered into as of the date specified on Carta (the ?Effective Date?) by and between PlushCare, Inc., a Delaware corporation (the ?Company?), and the purchaser indicated on Carta (?Purchaser?), by their mutual acceptance of this Agreement via

June 7, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Number

June 1, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Number

June 1, 2021 EX-10.1

Sixth Amendment to Credit Agreement dated May 26, 2021 by and among the Registrant, Comerica Bank and Western Alliance Bank

Exhibit 10.1 SIXTH AMENDMENT TO CREDIT AGREEMENT This Sixth Amendment to Credit Agreement (this ?Amendment?) is made as of May 26, 2021, by and among Accolade, Inc. (?Borrower?), MD Insider, Inc., Accolade 2ndMD LLC, 1st.MD, LLC, the financial institutions signatory hereto (the ?Lenders?) and Comerica Bank, as agent for the Lenders (in such capacity, ?Agent?). RECITALS A. Borrower, Agent and Lende

May 11, 2021 POS AM

- POS AM

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 10, 2021.

May 7, 2021 10-K

Annual Report - 10-K

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended February 28, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission File Number: 001-39348 ACCOLADE, INC. (E

May 7, 2021 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Accolade, Inc. Subsidiaries of the Registrant ? ? The following is a list of the Company?s consolidating subsidiaries as of February 28, 2021. Name of Subsidiary State or Jurisdiction of Incorporation Accolade Techologies sro ? Czech Republic MD Insider, Inc. ? Delaware ?

May 7, 2021 EX-4.6

Description of the Registrant’s Securities

Exhibit 4.6 ? DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a description of the common stock, $0.0001 par value per share (?Common Stock?) of Accolade, Inc. (the ?Company,? ?we,? ?our,? or ?us?), which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934,

May 7, 2021 EX-10.13

Fifth Amendment to Credit Agreement dated March 23, 2021 by and among the Registrant, Comerica Bank and Western Alliance Bank

? Exhibit 10.13 ? FIFTH AMENDMENT TO CREDIT AGREEMENT This Fifth Amendment to Credit Agreement (this ?Amendment?) is made as of March 23, 2021, by and among Accolade, Inc. (?Borrower?), MD Insider, Inc., the financial institutions signatory hereto (the ?Lenders?) and Comerica Bank, as agent for the Lenders (in such capacity, ?Agent?). RECITALS A.Borrower, Agent and Lenders entered into that certai

May 6, 2021 EX-99.1

CORRECTION -- Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2021

Exhibit 99.1 ? CORRECTION - Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2021 ? ? Fiscal fourth quarter 2021 revenue of $59.2 million, a 33% increase compared to fiscal fourth quarter 2020 revenue of $44.4 million ? Fiscal year 2021 revenue of $170.4 million, a 29% increase compared to fiscal year 2020 revenue of $132.5 million ? Initiates guidance for fiscal year 2022 revenu

May 6, 2021 8-K/A

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commissio

May 5, 2021 EX-99.1

Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2021

Exhibit 99.1 ? Accolade Announces Results for Fiscal Fourth Quarter and Full Year 2021 ? ? Fiscal fourth quarter 2021 revenue of $59.2 million, a 33% increase compared to fiscal fourth quarter 2020 revenue of $44.4 million ? Fiscal year 2021 revenue of $170.4 million, a 29% increase compared to fiscal year 2020 revenue of $132.5 million ? Initiates guidance for fiscal year 2022 revenue in the rang

May 5, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) ? ? ? ? Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission

April 23, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

April 23, 2021 EX-99.1

Accolade to Acquire PlushCare

Exhibit 99.1 Accolade to Acquire PlushCare ? Accolade to begin offering virtual primary care and mental health consultations directly to members as a result of the acquisition. ? $200bn+ combined target addressable market materially expands opportunity to reinvent healthcare with a focus on improving health outcomes and managing rising costs. ? Combined with Accolade?s proven ability to deliver co

April 23, 2021 EX-99.2

Investor Presentation issued by Accolade,Inc., dated April 23, 2021

Exhibit 99.2 1 Accolade Announces Acquisition of PlushCare 2 This presentation contains ?forward-looking statements? ?that is, statements related to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such ??anticipate,?? ??believe,?? ??contemplate,?? ??continue,?

April 6, 2021 424B3

2,495,441 Shares COMMON STOCK

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(3)? ?Registration No. 333-254291? PROSPECTUS 2,495,441 Shares COMMON STOCK ? This prospectus relates to the sale or other disposition from time to time of up to 2,495,441 shares of our common stock, which are held by the selling stockholders named in this prospectus. The shares of common stock covered by this prospectus were previously issued by us

April 1, 2021 S-1/A

- S-1/A

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 1, 2021.

April 1, 2021 EX-10.33

Statement of Work No. 3 to the Master Services Agreement by and between United Healthcare Services, Inc. and Innovation Specialists, LLC d/b/a 2nd.MD dated September 1, 2019.

EX-10.33 3 tm218310d8ex10-33.htm EXHIBIT 10.33 Exhibit 10.33 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION IS NOT MATERIAL. STATEMENT OF WORK NO. 3 This is Statement of Work (“SOW”) No. 03 to the MASTER SERVICES AGREEMENT dated December 19, 2016 (the “Agreement”), between United HealthCare Servi

April 1, 2021 EX-10.32

Master Services Agreement by and between United Healthcare Services, Inc. and Innovation Specialists, LLC d/b/a 2nd.MD dated December 19, 2016.

Exhibit 10.32 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION IS NOT MATERIAL. MASTER SERVICES AGREEMENT This Master Services Agreement (?Agreement?) is made as of December 19, 2016 (the ?Effective Date?), between: United HealthCare Services, Inc., a Minnesota corporation with offices at 9900 Bren

April 1, 2021 CORRESP

-

Accolade, Inc. 1201 Third Avenue, Suite 1700 Seattle, WA 98101 April 1, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade and Services 100 F Street, N.E. Washington, D.C. 20549 Attention: Scott Anderegg RE: Accolade, Inc. Registration Statement on Form S-1 File No. 333-254291 Ladies and Gentlemen: Accolade, Inc. (the ?Registrant?) hereby requests that the

March 29, 2021 EX-99.1

Accolade Announces Private Offering of $250 Million Convertible Notes

EX-99.1 4 tm2111178d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Accolade Announces Private Offering of $250 Million Convertible Notes SEATTLE – March 23, 2021 - Accolade, Inc. (Nasdaq: ACCD) (“Accolade”) announced today that it intends to offer, subject to market and other conditions, $250 million aggregate principal amount of convertible senior notes due 2026 (the “Notes”) in a private placement (the “

March 29, 2021 EX-10.1

Form of Confirmation for Capped Call Transactions.

EX-10.1 3 tm2111178d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Bidding Form 3/23/21 [] [Dealer name and address] To: Accolade, Inc. [ ] From: [Dealer] Re: [Base]1 [Additional]2 Capped Call Transaction Ref. No: []3 Date: March [ ], 2021 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered i

March 29, 2021 EX-4.1

Form of Global Note, representing Accolade, Inc.’s 0.50% Convertible Senior Notes due 2026 (included as Exhibit A to the Indenture filed as Exhibit 4.1).

EX-4.1 2 tm2111178d1ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 Execution Version ACCOLADE, Inc. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 29, 2021 0.50% Convertible Senior Notes due 2026 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions 1 Section 1.02 References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES

March 29, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

March 29, 2021 EX-99.2

Accolade Announces Pricing of $250 Million Convertible Senior Notes Offering

EX-99.2 5 tm2111178d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Accolade Announces Pricing of $250 Million Convertible Senior Notes Offering SEATTLE – March 24, 2021 - Accolade, Inc. (Nasdaq: ACCD) (“Accolade”) announced the pricing of $250 million aggregate principal amount of 0.50% convertible senior notes due 2026 (the “Notes”) in a private placement (the “offering”) to qualified institutional buyers

March 23, 2021 EX-99.2

Accolade Announces Preliminary Results for Fourth Quarter and Full Year of Fiscal Year 2021

Exhibit 99.2 Accolade Announces Preliminary Results for Fourth Quarter and Full Year of Fiscal Year 2021 Seattle, WA, March 23, 2021 ? Accolade, Inc. (Nasdaq: ACCD) today provided preliminary unaudited financial results for the fiscal fourth quarter and year ended February 28, 2021 (fiscal year 2021). Based on current information, the company expects to report revenue for the fiscal 2021 fourth qu

March 23, 2021 EX-99.1

Accolade Announces Private Offering of $250 Million Convertible Notes

Exhibit 99.1 Accolade Announces Private Offering of $250 Million Convertible Notes SEATTLE – March 23, 2021 - Accolade, Inc. (Nasdaq: ACCD) (“Accolade”) announced today that it intends to offer, subject to market and other conditions, $250 million aggregate principal amount of convertible senior notes due 2026 (the “Notes”) in a private placement (the “offering”) to qualified institutional buyers

March 23, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numb

March 15, 2021 EX-10.31

Amended and Restated Non-Employee Director Compensation Policy.

EX-10.31 4 tm218310d5ex10-31.htm EXHIBIT 10.31 Exhibits 10.31 Accolade, Inc. Amended and Restated Non-Employee Director Compensation Policy Effective Date: February 15, 2021 Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or consultant to Accolade, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive t

March 15, 2021 EX-10.6

Offer Letter by and between the Registrant and Stephen Barnes dated December 1, 2014

EX-10.6 3 tm218310d5ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 December 1, 2014 Personal and Confidential Steve Barnes 967 Ethan Allen Road Berwyn, PA 19312 Dear Steve: On behalf of the team at Accolade, Inc., I am delighted to offer you employment with Accolade, Inc. (the "Company"), commencing on or before February 1, 2015 (the "Commencement Date"). The following are some of the more significant benef

March 15, 2021 S-1

As filed with the Securities and Exchange Commission on March 15, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 15, 2021.

March 4, 2021 EX-2.1

Agreement and Plan of Merger by and among the Registrant, Maestro Merger Sub, LLC, Innovation Specialists LLC D/B/A 2nd.MD and Shareholder Representative Services, LLC dated January 14, 2021

Exhibit 2.1 STRICTLY CONFIDENTIAL EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG Accolade, inc., MAESTRO MERGER SUB, LLC, Innovation specialists llc d/b/a 2nd.md, AND shareholder representative services llc, AS MEMBER Representative January 14, 2021 TABLE OF CONTENTS Article I THE MERGER 2 1.1 Merger 2 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Closing; Closing Deliverables

March 4, 2021 EX-4.1

Registration Rights Agreement by and among the Registrant and certain of its stockholders, dated March 3, 2021.

Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 3, 2021, by and among Accolade, Inc., a Delaware corporation (the ?Company?), and the stockholders listed on the Schedule of Holders on Exhibit A hereto (individually, together with its permitted designees and assigns, the ?Holder? and collectively, the ?Holders?). Capitalized terms used h

March 4, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

March 4, 2021 EX-10.1

Fourth Amendment to Credit Agreement dated March 2, 2021 by and among the Registrant, Comerica Bank and Western Alliance Bank.

EX-10.1 4 tm218687d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 FOURTH AMENDMENT TO CREDIT AGREEMENT This Fourth Amendment to Credit Agreement (this “Amendment”) is made as of March 2, 2021, by and among Accolade, Inc. (“Borrower”), MD Insider, Inc., the financial institutions signatory hereto (the “Lenders”) and Comerica Bank, as agent for the Lenders (in such capacity, “Agent”). RECITALS A. Borrower, A

February 16, 2021 SC 13G

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. __)* Accolade, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) December 31, 2020 (Date of

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Accolade, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 00437E102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Ru

February 2, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Accolade, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00437E 102

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Accolade, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00437E 102 (CUSIP Number) Anne-Marie F. Shelley, Esq. General Counsel and Chief Compliance Officer Accretive, LLC 660 Madison Avenue 12th Floor, Suite

January 27, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Nu

January 27, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) (CUSIP Number

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00437E102 (CUSIP Number) James C. Madden, V. Marc F. McMorris Managing Members Carrick Management Partners, LLC Carrick Management Partners II, LLC 610 Newport Cen

January 14, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Nu

January 14, 2021 EX-99.2

1 1 AccoladeAnnounces Acquisitionof2nd.MD

Exhibit 99.2 1 1 AccoladeAnnounces Acquisitionof2nd.MD 2 2 2 2 This presentation contains “forward-looking statements” –that is, statements related to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such ‘‘anticipate,’’ ‘‘believe,’’ ‘‘contemplate,’’ ‘‘continue

January 14, 2021 EX-99.1

Accolade to Acquire 2nd.md The addition of 2nd.MD’s Expert Medical Opinion services to Accolade’s portfolio of high-touch, technology-enabled health and benefits solutions expands Accolade’s clinical capabilities and creates the market’s most compreh

EX-99.1 2 tm213147d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Accolade to Acquire 2nd.md The addition of 2nd.MD’s Expert Medical Opinion services to Accolade’s portfolio of high-touch, technology-enabled health and benefits solutions expands Accolade’s clinical capabilities and creates the market’s most comprehensive, integrated healthcare navigation experience. Seattle, WA, January 14, 2021 – Accolade

January 7, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2021 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

January 7, 2021 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348

January 7, 2021 EX-99.1

Accolade Announces Results for Fiscal Third Quarter 2021

EX-99.1 2 tmb-20210107xex99d1.htm EX-99.1 Exhibit 99.1 Accolade Announces Results for Fiscal Third Quarter 2021 ●Fiscal third quarter 2021 revenue of $38.4 million, a 30% increase compared to fiscal third quarter 2020 revenue of $29.7 million, driven primarily by strength in new customer additions across market segments and offerings ●Company raises revenue outlook for fiscal year 2021 to a range

November 9, 2020 EX-10.1

Third Amendment to Credit Agreement dated November 6, 2020 by and among the Registrant, Comerica Bank and Western Alliance Bank

Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT This Third Amendment to Credit Agreement (this “Amendment”) is made as of November 6, 2020 by and among Accolade, Inc. (“Borrower”), MD Insider, Inc., the financial institutions signatory hereto (the “Lenders”) and Comerica Bank, as agent for the Lenders (in such capacity, “Agent”). RECITALS A. Borrower, Agent and Lenders entered into that certain C

November 9, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Nu

October 22, 2020 424B4

5,000,000 Shares Common Stock

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No.

October 22, 2020 POS EX

- POS EX

As filed with the Securities and Exchange Commission on October 21, 2020. Registration No. 333-249540 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ACCOLADE, INC. (Exact name of Registrant as specified in its charter) Delaware 7389 01-0969591 (State or other jurisdiction of

October 21, 2020 S-1MEF

- FORM S-1MEF

As filed with the Securities and Exchange Commission on October 21, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ACCOLADE, INC. (Exact name of Registrant as specified in its charter) Delaware 7389 01-0969591 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Emp

October 19, 2020 CORRESP

Accolade, Inc. 1201 Third Avenue, Suite 1700 Seattle, WA 98101

Accolade, Inc. 1201 Third Avenue, Suite 1700 Seattle, WA 98101 October 19, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Information Technologies and Services 100 F Street, N.E. Washington, D.C. 20549 RE: Accolade, Inc. Registration Statement on Form S-1 File No. 333-249540 Ladies and Gentlemen: Accolade, Inc. (the ?Registrant?) hereby requests that the Sec

October 19, 2020 CORRESP

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October 19, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Accolade, Inc. Registration Statement on Form S-1 (File No. 333-249540) Ladies and Gentleman: In connection with the above-referenced Registration Statement and pursuant to Rule 461 under the Securities Act of 1933, as amended (the ?Act?), we, as representat

October 19, 2020 S-1

Registration Statement - S-1

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents As filed with the Securities and Exchange Commission on October 19, 2020.

October 19, 2020 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 Accolade, Inc. Common Stock Underwriting Agreement [·], 2020 Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC BofA Securities, Inc. As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o BofA Securities, Inc. One Bryant Park New

October 14, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Nu

October 14, 2020 EX-10.8

Second Amendment to Credit Agreement dated September 11, 2020 by and among the Registrant, Comerica Bank and Western Alliance Bank

SECOND AMENDMENT TO CREDIT AGREEMENT This Second Amendment to Credit Agreement (this “Amendment”) is made as of September 11, 2020 by and among Accolade, Inc.

October 14, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 A

October 14, 2020 EX-99.1

Accolade Announces Results for Fiscal Second Quarter 2021

Exhibit 99.1 Accolade Announces Results for Fiscal Second Quarter 2021 ● Fiscal second quarter 2021 revenue of $36.8 million, a 24% increase compared to fiscal second quarter 2020 revenue of $29.7 million, driven primarily by strength in new customer adds across segments and offerings ● Continued bookings momentum driving strength in new customer adds across segments and offerings SEATTLE, October

October 9, 2020 DRS

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Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents As confidentially submitted to the Securities and Exchange Commission on October 9, 2020.

August 25, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

August 25, 2020 EX-10.1

First Amendment to Credit Agreement dated August 21, 2020 by and among the Registrant, Comerica Bank and Western Alliance Bank

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. FIRST AMENDMENT TO CREDIT AGREEMENT This First Amendment to Credit Agreement (this “Amendment”) is made as of August 21, 2020 by an

August 13, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39348 ACCO

August 13, 2020 EX-99.1

Accolade Announces Results for Fiscal First Quarter 2021

Exhibit 99.1 Accolade Announces Results for Fiscal First Quarter 2021 ● Fiscal first quarter 2021 revenue of $35.9 million, a 25% increase compared to fiscal first quarter 2020 revenue of $28.8 million, driven primarily by strength in new customer adds across segments and offerings ● Launched pilot with Defense Health Agency, our first customer in the federal government sector ● Provides fiscal se

August 13, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Num

July 27, 2020 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

July 16, 2020 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 CUSIP No. 000437E 102 SCHEDULE 13D Page 21 of 22 Pages EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the shares of the common stock of Accolade, Inc. is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rul

July 16, 2020 SC 13D

ACCD / Accolade, Inc. / CLINE J MICHAEL - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* Accolade, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00437E 102 (CUSIP Number) Anne-Marie F. Shelley, Esq. General Counsel and Chief Compliance Officer Accretive, LLC 660 Madison Avenue 12th Floor, Suite 121

July 13, 2020 SC 13D

ACCD / Accolade, Inc. / Carrick Management Partners II, LLC Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 ACCOLADE, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00437E102 (CUSIP Number) James C. Madden, V. Marc F. McMorris Managing Members Carrick Management Partners, LLC Carrick Management Partners II, LLC 610 Newport Center Drive, Suite 12

July 13, 2020 EX-99.1

Joint Filing Agreement, dated July 7, 2020, by and among the Reporting Persons (filed herewith).

Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned, and any amendments thereto executed by the undersigned shall be filed on behalf of each of the undersigned without the necessity of filing any additional joint filing agreement.

July 10, 2020 EX-3.1

Amended and Restated Certificate of Incorporation of Accolade, Inc.

Exhibit 3.1 eighth Amended and Restated CERTIFICATE OF INCORPORATION OF ACCOLADE, INC. (Pursuant to Sections 228, 242 and 245 of the General Corporation Law of the State of Delaware) Rajeev Singh hereby certifies that: ONE: The date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was June 14, 2010. TWO: He is the duly ele

July 10, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2020 Accolade, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39348 01-0969591 (State or Other Jurisdiction of Incorporation) (Commission File Number

July 6, 2020 S-8

- S-8

As filed with the Securities and Exchange Commission on July 6, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Accolade, Inc. (Exact name of registrant as specified in its charter) Delaware 01-0969591 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

July 2, 2020 424B4

10,022,726 Shares Common Stock

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Filed Pursuant to Rule 424(b)(4) Registration No.

July 1, 2020 S-1MEF

- FORM S-1MEF

As filed with the Securities and Exchange Commission on July 1, 2020. Registration No. 333-  UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ACCOLADE, INC. (Exact name of Registrant as specified in its charter) Delaware 7389 01-0969591 (State or other jurisdiction of incorporation or organization) (Primary Sta

July 1, 2020 S-1/A

- S-1/A

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on June 30, 2020.

June 30, 2020 S-1/A

- S-1/A

Table of Contents As filed with the Securities and Exchange Commission on June 29, 2020.

June 29, 2020 CORRESP

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June 29, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Attn: Dieterich King Eric Envall Doug Jones Keira Nakada Re: Accolade, Inc. Registration Statement on Form S-1 (File No. 333-236786) Ladies and Gentleman: In connection with the above-referenced Registration Statement and pursuant to Rule 461 under the Securities A

June 29, 2020 CORRESP

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Accolade, INC. 1201 Third Avenue, Suite 1700 Seattle, WA 98101 June 29, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Information Technologies and Services 100 F Street, N.E. Washington, D.C. 20549 Attention: Dieterich King Eric Envall Doug Jones Keira Nakada RE: Accolade, Inc. Registration Statement on Form S-1 File No. 333-236786 Ladies and Gentlemen: Acc

June 29, 2020 CORRESP

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June 29, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Keira Nakada Doug Jones Eric Envall Dietrich King Re: Accolade, Inc. Amendment No. 3 to Registration Statement on Form S-1 Submitted February 28, 2020 File No. 333-236786 Dear Ms. Nakada and Messrs. Jones, Envall and King: On behalf of Accolade, Inc. (“Accolade” or

June 26, 2020 CORRESP

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June 26, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Attn: Dieterich King Eric Envall Doug Jones Keira Nakada Re: Accolade, Inc. Registration Statement on Form S-1 (File No. 333-236786) Ladies and Gentleman: In connection with the above-referenced Registration Statement and pursuant to Rule 461 under the Securities A

June 26, 2020 CORRESP

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June 26, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Attn: Dieterich King Eric Envall Doug Jones Keira Nakada Re: Accolade, Inc. Registration Statement on Form S-1 (File No. 333-236786) Ladies and Gentleman: In connection with the above-referenced Registration Statement and pursuant to Rule 461 under the Securities A

June 25, 2020 8-A12B

(b) The description of the Registrant’s Common Stock which is contained in a registration statement on Form 8-A filed on June 25, 2020 (File No. 001-39348) under the Exchange Act of 1934, as amended (the “Exchange Act”), including any amendment or report filed for the purpose of updating such description.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Accolade, Inc.

June 24, 2020 S-1/A

- S-1/A

Table of Contents As filed with the Securities and Exchange Commission on June 24, 2020.

June 24, 2020 CORRESP

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June 24, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Keira Nakada Doug Jones Eric Envall Dietrich King Re: Accolade, Inc. Amendment No. 2 to Registration Statement on Form S-1 Submitted February 28, 2020 File No. 333-236786 Dear Ms. Nakada and Messrs. Jones, Envall and King: On behalf of Accolade, Inc. (“Accolade” or

June 24, 2020 EX-10.32

Second Renewal and Amendment of the Amended and Restated Services Agreement by and between the Registrant and Comcast Cable Communications Management, LLC dated June 19, 2020.

Exhibit 10.32 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. SECOND RENEWAL AND AMENDMENT OF THE AMENDED AND RESTATED SERVICES AGREEMENT This “Second Renewal and Amendment” is to the AMENDED

June 24, 2020 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 Accolade, Inc. Common Stock Underwriting Agreement , 2020 Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC BofA Securities, Inc. As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o BofA Securities, Inc. One Bryant Park New Yo

June 16, 2020 EX-3.3

Form of Amended and Restated Certificate of Incorporation of the Registrant, to be effective upon the completion of this offering.

EX-3.3 3 a2240867zex-33.htm EX-3.3 Exhibit 3.3 EIGHTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ACCOLADE, INC. RAJEEV SINGH hereby certifies that: ONE: The date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was June 14, 2010. TWO: He is the duly elected and acting Chief Executive Officer of Accolade, Inc., a

June 16, 2020 EX-10.6

Offer Letter by and between the Registrant and Michael Hilton dated October 19, 2015.

Exhibit 10.6 October 19, 2015 Personal and Confidential Michael Hilton Address to be provided Dear Michael: On behalf of the team at Accolade, I am delighted to offer you employment as Chief Product Officer commencing on or before November 2, 2015 reporting to Rajeev Singh, Chief Executive Officer. This letter sets out some of the more significant terms and conditions of your employment. Your base

June 16, 2020 EX-10.33

Non-Employee Director Compensation Policy.

Exhibit 10.33 ACCOLADE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY EFFECTIVE DATE: MARCH 26, 2020 Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or consultant to Accolade, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Pol

June 16, 2020 EX-10.11

Third Amendment to Loan and Security Agreement by and between the Registrant and Escalate Capital Partners SBIC III, LP dated May 7, 2020.

Exhibit 10.11 Execution Copy THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of May 7, 2020 (this “Amendment”), is entered into by and among ACCOLADE, INC., a Delaware corporation (“Accolade”), MD INSIDER, INC., a Delaware corporation (together with Accolade, collectively, “Borrower”), and ESCALATE CAPITAL PARTNERS SBIC III, LP, a Delawa

June 16, 2020 EX-10.2

Accolade, Inc. 2020 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.2 ACCOLADE, INC. 2020 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 28, 2020 APPROVED BY THE STOCKHOLDERS: MARCH 10, 2020 TABLE OF CONTENTS Page 1. GENERAL 1 2. SHARES SUBJECT TO THE PLAN 1 3. ELIGIBILITY AND LIMITATIONS 2 4. OPTIONS AND STOCK APPRECIATION RIGHTS 3 5. AWARDS OTHER THAN OPTIONS AND STOCK APPRECIATION RIGHTS 6 6. ADJUSTMENTS UPON CHANGES IN COMMON STOC

June 16, 2020 EX-10.3

Accolade, Inc. 2020 Employee Stock Purchase Plan.

Exhibit 10.3 ACCOLADE, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 28, 2020 APPROVED BY THE STOCKHOLDERS: MARCH 10, 2020 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant

June 16, 2020 CORRESP

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June 16, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Keira Nakada Doug Jones Eric Envall Dietrich King Re: Accolade, Inc. Amendment No. 1 to Registration Statement on Form S-1 Submitted February 28, 2020 File No. 333-236786 Dear Ms. Nakada and Messrs. Jones, Envall and King: On behalf of Accolade, Inc. (“Accolade” or

June 16, 2020 EX-3.1

Amended and Restated Certificate of Incorporation and Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect.

Exhibit 3.1 SEVENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ACCOLADE, INC. a Delaware Corporation (Pursuant to Sections 228, 242 and 245 of the General Corporation Law of the State of Delaware) ACCOLADE, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware, DOES HEREBY CERTIFY: FIRST: The original Certificate of Incorporation of Accolad

June 16, 2020 S-1/A

- S-1/A

Table of Contents As filed with the Securities and Exchange Commission on June 16, 2020.

June 16, 2020 EX-10.1

Accolade, Inc. Amended and Restated 2007 Stock Option Plan, and forms of agreements thereunder.

Exhibit 10.1 ACCOLADE, INC. AMENDED AND RESTATED 2007 STOCK OPTION PLAN AS AMENDED AND RESTATED EFFECTIVE APRIL 25, 2014 ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This Amended and Restated 2007 Stock Option Plan is intended to promote the interests of Accolade, Inc., successor-in-interest to Accolade LLC (the “Company”), by providing eligible persons with the opportunity to acquire a p

February 28, 2020 EX-10.7

Offer Letter by and between the Registrant and Robert Cavanaugh dated October 26, 2015.

Exhibit 10.7 ACCOLADE. October 26, 2015 Personal and Confidential Robert Cavanaugh 1030 Riverhaven Drive Suwanee, GA 30024 Dear Rob: On behalf of the team at Accolade, I am delighted to offer you employment as President, Field Operations commencing on or before October 30, 2015 reporting to Raj Singh, CEO. This letter sets out some of the more significant terms and conditions of your employment. Y

February 28, 2020 EX-4.2

Fifth Amended and Restated Registration Rights Agreement by and between the Registrant and Certain of Its Stockholders, dated October 2, 2019

Exhibit 4.2 ACCOLADE, INC. FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT DATED AS OF OCTOBER 2, 2019 FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS FIFTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of October 2, 2019 is made by and among ACCOLADE, INC., a Delaware corporation (the ?Company?), and the Persons (as defined below) set forth

February 28, 2020 EX-10.26

Amendment and Restatement of Exhibits F and G to the Amended and Restated Services Agreement by and between the Registrant and Comcast Cable Communications Management, LLC dated September 18, 2017.

Exhibit 10.26 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. AMENDMENT AND RESTATEMENT OF EXHIBITS F AND G TO THE AMENDED AND RESTATED SERVICES AGREEMENT ?EXHIBIT F? and ?EXHIBIT G? to the AM

February 28, 2020 EX-10.24

Amendment to Exhibits F and G to the Amended and Restated Services Agreement by and between the Registrant and Comcast Cable Communications Management, LLC dated August 25, 2016.

EX-10.24 31 a2240822zex-1024.htm EX-10.24 Exhibit 10.24 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. AMENDMENT TO EXHIBITS F AND G TO THE AMENDED AND RESTATED SERVICES AGREEMENT This “Amend

February 28, 2020 EX-10.20

Sixth Amendment to Lease by and between the Registrant and Brandywine Operating Partnership, L.P. dated March 7, 2012.

Exhibit 10.20 ORIGINAL SIXTH AMENDMENT TO LEASE This Sixth Amendment to Lease (?Amendment?) made and entered into this 7th day of March, 2012, between and among BRANDYWINE OPERATING PARTNERSHIP, L.P. (?Landlord?) and ACCOLADE, INC. (?Tenant?). WHEREAS, Landlord leases certain premises consisting of 30,617 rentable square feet (?RSF?) of space commonly referred to as Suites 300 and 450 (collectivel

February 28, 2020 EX-10.2

Accolade, Inc. 2020 Equity Incentive Plan and forms of agreements thereunder.

Exhibit 10.2 ACCOLADE, INC. 2020 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 28, 2020 APPROVED BY THE STOCKHOLDERS: , 2020 TABLE OF CONTENTS Page 1. GENERAL 1 2. SHARES SUBJECT TO THE PLAN 1 3. ELIGIBILITY AND LIMITATIONS 2 4. OPTIONS AND STOCK APPRECIATION RIGHTS 3 5. AWARDS OTHER THAN OPTIONS AND STOCK APPRECIATION RIGHTS 6 6. ADJUSTMENTS UPON CHANGES IN COMMON STOCK; OTHER

February 28, 2020 EX-10.17

Third Amendment to Lease by and between the Registrant and Brandywine Operating Partnership, L.P. dated August 5, 2010.

Exhibit 10.17 ORIGINAL THIRD AMENDMENT TO LEASE This ?Third Amendment to Lease? made and entered into this 5th day of August, 2010, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter referred to as (?Landlord?) and ACCOLADE, INC., a Delaware corporation and successor to Accolade LLC, hereinafter referred to as (?Tenant?). WHEREAS, Landlord leased certain premises consisting of 8,69

February 28, 2020 EX-10.1

Accolade, Inc. Amended and Restated 2007 Stock Option Plan, and forms of agreements thereunder.

Exhibit 10.1 ACCOLADE, INC. AMENDED AND RESTATED 2007 STOCK OPTION PLAN AS AMENDED AND RESTATED EFFECTIVE APRIL 25, 2014 ARTICLE ONE GENERAL PROVISIONS I. PURPOSE OF THE PLAN This Amended and Restated 2007 Stock Option Plan is intended to promote the interests of Accolade, Inc., successor-in-interest to Accolade LLC (the ?Company?), by providing eligible persons with the opportunity to acquire a p

February 28, 2020 EX-4.1

Form of common stock certificate of the Registrant

Exhibit 4.1 AC CUSIP 67054G 10 SEE REVERSE FOR CERTAIN DEFINITIONS AND LEGENDS 8 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE This certifies that is the record holder of FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $0.0001 PAR VALUE PER SHARE, OF Accolade, Inc. transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate p

February 28, 2020 EX-10.31

Office Lease by and between the Registrant and 1201 Tab Owner, LLC dated May 28, 2019.

Exhibit 10.31 OFFICE LEASE BETWEEN 1201 TAB OWNER, LLC (?LANDLORD?) AND ACCOLADE, INC. (?TENANT?) 1201 Third Avenue Seattle, Washington TABLE OF CONTENTS Page ARTICLE ONE BASIC LEASE PROVISIONS 1 1.01 BASIC LEASE PROVISIONS 1 1.02 ENUMERATION OF EXHIBITS 3 1.03 DEFINITIONS 3 ARTICLE TWO PREMISES, TERM, FAILURE TO GIVE POSSESSION, EARLY ACCESS AND CONDITION OF THE PREMISES 7 2.01 LEASE OF PREMISES

February 28, 2020 EX-10.12

Warrant to Purchase Common Stock of the Registrant issued to Comcast Alpha Holdings, Inc. dated July 6, 2015.

Exhibit 10.12 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 6 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION

February 28, 2020 EX-10.5

Employment Agreement by and between the Registrant and Rajeev Singh dated October 2015.

EX-10.5 12 a2240822zex-105.htm EX-10.5 Exhibit 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Emplovment Agreement") is dated October [ ], 2015 and will be effective as of the Commencement Date (defined below), by and between Accolade, Inc. (the "Company"), and Rajeev Singh (the "Executive"). W I TN E S S E T H: WHEREAS, the Company desires to employ the Executive and the Executive desi

February 28, 2020 EX-10.13

Amendment No. 1 to Warrant to Purchase Common Stock of the Registrant issued to Comcast Alpha Holdings Inc. dated October 20, 2017.

Exhibit 10.13 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [*******], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK OF ACCOLADE, INC. This AMENDMENT NO. l (this ?Amendment?) dated as of [ ],

February 28, 2020 EX-10.21

Seventh Amendment to Lease by and between the Registrant and Brandywine Operating Partnership, L.P. dated October 23, 2012.

Exhibit 10.21 SEVENTH AMENDMENT TO LEASE This Seventh Amendment to Lease (?Amendment?) made and entered into this 23rd day of October, 2012, between and among BRANDYWINE OPERATING PARTNERSHIP, L.P. (?Landlord?) and ACCOLADE, INC. (?Tenant?). WHEREAS, Landlord leases certain premises consisting of 30,617 rentable square feet (?RSF?) of space commonly referred to as Suites 300 and 450 (collectively,

February 28, 2020 EX-10.6

Offer Letter by and between the Registrant and Stephen Barnes dated December 1, 2014.

Exhibit 10.6 ., ACCOLADE? December 1, 2014 Personal and Confidential Steve Barnes 967 Ethan Allen Road Berwyn, PA 19312 Dear Steve: On behalf of the team at Accolade, Inc., Iam delighted to offer you employment with Accolade, Inc. (the "Company"), commencing on or before February 1, 2015 (the "Commencement Date"). The following are some of the more significant benefits and terms and conditions of

February 28, 2020 EX-3.2

Amended and Restated Bylaws of the Registrant, as amended July 2016, as currently in effect.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ACCOLADE, INC. a Delaware corporation Adopted July [?], 2016 These Amended and Restated Bylaws (?Bylaws?) amend, restate and replace the Bylaws of the corporation previously adopted on June 14, 2010. ARTICLE I OFFICES Section 1.Registered Office. The address of the initial registered office of the Corporation in the State of Delaware is State of Delaware

February 28, 2020 EX-10.23

Amended and Restated Services Agreement by and between the Registrant and Comcast Cable Communications Management, LLC dated June 29, 2015.

Exhibit 10.23 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. AMENDED AND RESTATED SERVICES AGREEMENT THIS AMENDED AND RESTATED SERVICES AGREEMENT (this ?Agreement?) is entered into this 29th

February 28, 2020 S-1

(File No. 333-236786)

Table of Contents As filed with the Securities and Exchange Commission on February 28, 2020.

February 28, 2020 EX-10.4

Form of Indemnification Agreement entered into by and between the Registrant and each director and executive officer.

Exhibit 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the ?Agreement?) is made and entered into as of [ ], between Accolade, Inc., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as directors, officers or in other capacities unless they are provided with adequate pro

February 28, 2020 EX-10.3

Accolade, Inc. 2020 Employee Stock Purchase Plan.

Exhibit 10.3 ACCOLADE, INC. 2020 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: FEBRUARY 28, 2020 APPROVED BY THE STOCKHOLDERS: , 2020 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain designated Related Corporations may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series

February 28, 2020 EX-10.29

Amendment 2 to the Amended and Restated Services Agreement by and between the Registrant and Comcast Cable Communications Management, LLC dated July 1, 2019.

Exhibit 10.29 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTS, MARKED BY [***], HAS BEEN OMITTED BECAUSE ACCOLADE, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO ACCOLADE, INC. IF PUBLICLY DISCLOSED. AMENDMENT 2 TO THE AMENDED AND RESTATED SERVICES AGREEMENT (THE “AMENDMENT”) This “Amendment 2” is to the AMENDED AND RESTATED SER

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