TNTR / Tintri, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

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

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): September 5, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization)

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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 31, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (C

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d618258d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporatio

First Amended and Restated Asset Purchase Agreement, by and among DataDirect Networks, Inc., TI Acquisition Corp., and Tintri, Inc., dated as of August 29, 2018.

EX-2.1 Exhibit 2.1 A&R ASSET PURCHASE AGREEMENT EXECUTION VERSION FIRST AMENDED AND RESTATED ASSET PURCHASE AGREEMENT THIS FIRST AMENDED AND RESTATED ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 29, 2018 (the “Execution Date”) by and among (i) DATADIRECT NETWORKS, INC., a Delaware corporation (“Parent”) solely for purposes of Section 13.14 hereof, (ii) TI ACQUI

Other Events

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 1, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (Co

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d540073d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation

Asset Purchase Agreement by and among DataDirect Networks, Inc., TI Acquisition Corp., and Tintri, Inc., dated as of July 18, 2018.

EX-2.1 Exhibit 2.1 Execution ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of July 18, 2018 (the “Execution Date”) by and among (i) DATADIRECT NETWORKS, INC., a Delaware corporation (“Parent”) solely for purposes of Section 13.14 hereof, (ii) TI ACQUISITION CORP. a Delaware corporation and wholly owned subsidiary of Parent (“Purchaser”), and (

Tintri Announces Bankruptcy Filing,

EX-99.2 Exhibit 99.2 Tintri Announces Bankruptcy Filing, Non-Binding Letter of Intent and Financing Commitment July 10, 2018 MOUNTAIN VIEW, Calif. (BUSINESS WIRE), July 10, 2018 – Tintri, Inc. (NASDAQ: TNTR) today announced that, on July 10, 2018, it filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of

Tintri Receives Nasdaq Delisting Determination Letter

EX-99.1 Exhibit 99.1 Tintri Receives Nasdaq Delisting Determination Letter July 9, 2018 MOUNTAIN VIEW, Calif.—(BUSINESS WIRE)—Jul. 9, 2018—Tintri, Inc. (NASDAQ:TNTR) today announced that the company received a Staff Delisting Determination Letter from Nasdaq setting forth a determination to delist the company’s securities as a result of the company’s failure to satisfy the requirements of Nasdaq L

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

8-K 1 d904711d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Costs Associated with Exit or Disposal Activities

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 22, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (Com

Termination of a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): June 16, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization)

Tintri Receives Nasdaq Notice Due to Delay in Filing Form 10-Q

EX-99.1 Exhibit 99.1 Tintri Receives Nasdaq Notice Due to Delay in Filing Form 10-Q MOUNTAIN VIEW, Calif. June 21, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading provider of enterprise cloud platforms, today announced that the company received a notice from The Nasdaq Stock Market LLC on June 20, 2018 stating that because Tintri had not yet filed its quarterly report on Form 10-Q for the fiscal qua

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): June 18, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization)

TNTR / Tintri, Inc. NT 10-Q

NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File No. 001-38117 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: April 30, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report

Tintri Reports Preliminary First Quarter Fiscal 2019 Financial Results and Provides Liquidity and Business Update

EX-99.1 Exhibit 99.1 Tintri Reports Preliminary First Quarter Fiscal 2019 Financial Results and Provides Liquidity and Business Update MOUNTAIN VIEW, Calif., June 15, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading provider of enterprise cloud platforms, today reported its preliminary results for its first quarter fiscal 2019 which ended on April 30, 2018 and provided a liquidity and business update

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d609295d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorpora

JOINT FILERS’ SIGNATURES

JOINT FILERS’ SIGNATURES INSIGHT VENTURE ASSOCIATES VIII, LTD. By: /s/ Blair Flicker Name: Blair Flicker Title: Authorized Signatory INSIGHT HOLDINGS GROUP, LLC By: /s/ Blair Flicker Name: Blair Flicker Title: Authorized Signatory INSIGHT VENTURE PARTNERS (CAYMAN) VIII, L.P. By: Insight Venture Associates VIII, L.P., its general partner By: Insight Venture Associates VIII, Ltd., its general partne

TNTR / Tintri, Inc. / Insight Venture Partners VIII, L.P. - AMENDMENT NO. 4 Activist Investment

CUSIP No. 88770Q105 Page 1 of 20 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Tintri, Inc. (Name of Issuer) Common Stock, par value $0.00005 per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Blair Flicker General Counsel Insight Venture Partners 1114 Avenue of the Americas, 36

Annual Report - 10-K/A

10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38117 Tintri, Inc. (Exact name of Registr

TNTR / Tintri, Inc. / Insight Venture Partners VIII, L.P. - SC 13D/A Activist Investment

CUSIP No. 88770Q105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Tintri, Inc. (Name of Issuer) Common Stock, par value $0.00005 per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Blair Flicker General Counsel Insight Venture Partners 1114 Avenue of the Americas, 36th Floor New York,

TNTR / Tintri, Inc. / Insight Venture Partners VIII, L.P. - AMENDMENT NO. 2 Activist Investment

ScCUSIP No. 88770Q105 Page 1 of 15 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Tintri, Inc. (Name of Issuer) Common Stock, par value $0.00005 per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Blair Flicker General Counsel Insight Venture Partners 1114 Avenue of the Americas,

TNTR / Tintri, Inc. S-8

S-8 As filed with the Securities and Exchange Commission on May 18, 2018 Registration No.

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38117 Tintri, Inc. (Ex

Waiver and Tenth Amendment to Loan and Security Agreement, dated March 5, 2018, between the Registrant and Silicon Valley Bank

Exhibit 10.17 WAIVER AND TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS WAIVER AND TENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into this 5 day of March, 2018 by and between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”). Recitals A.Bank and Borrower have entered into that certain Loan and Security

Amended and Restated Employment Offer Letter, dated April 2, 2018, between the Registrant and Tom Barton

Exhibit 10.24 April 2, 2018 Tom Barton via e-mail Re: Amended and Restated Employment Offer Dear Tom: We are pleased to offer you the position of Chief Executive Officer (“CEO”) of Tintri, Inc. (the “Company”) in which you will perform the duties customarily associated with this position and such other duties as may be assigned by the Company’s Board of Directors (the “Board”). This letter amends

Tintri, Inc. Inducement Plan.

Exhibit 10.21 TINTRI, INC. INDUCEMENT PLAN 1. Purposes of the Plan. 2 2. Shares Subject to the Plan. 2 3. Administration of the Plan. 3 4. Stock Options. 5 5. Restricted Stock. 6 6. Restricted Stock Units. 6 7. Stock Appreciation Rights. 7 8. Performance Stock Units and Performance Shares. 7 9. Performance Awards. 8 10. Leaves of Absence/Transfer Between Locations/Change of Status. 8 11. Transfera

Release of Claims, dated March 20, 2018, between the Registrant and Ken Klein

Exhibit 10.20 RELEASE OF CLAIMS This Release of Claims (“Agreement”) is made by and between Tintri, Inc. (“Company”) and Ken Klein (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”). WHEREAS, Executive presently serves as the Company’s Chairman of the Board of Directors and Chief Executive Officer (“CEO”); WHEREAS, Executive signed an employment agre

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d576111d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation

Amended and Restated Loan Agreement, dated as of April 30, 2018, by and between Tintri, Inc. and Silicon Valley Bank

EX-10.1 Exhibit 10.1 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of April 30, 2018 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. T

Fourth Amendment to Plain English Growth Capital Loan and Security Agreement, dated as of April 30, 2018 between the Registrant and TriplePoint Capital LLC

EX-10.2 Exhibit 10.2 FOURTH AMENDMENT TO PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a FOURTH AMENDMENT TO PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of April 30, 2018 (the “Amendment”) by and between TINTRI, INC., a Delaware corporation (“Borrower”), and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company (“Lender”). RECITALS A. This Amendment

TNTR / Tintri, Inc. NT 10-K

NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File No. 001-38117 (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: January 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Repor

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

Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorpo

Tintri Announces Inducement Grants under NASDAQ Listing Rule 5635(c)(4)

EX-99.1 Exhibit 99.1 Tintri Announces Inducement Grants under NASDAQ Listing Rule 5635(c)(4) MOUNTAIN VIEW, Calif. April 4, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading provider of enterprise cloud platforms, today announced that, effective upon April 2, 2018, which was the date that Mr. Barton commenced employment with the Company, Tom Barton, the Company’s Chief Executive Officer, received a st

Tintri, Inc. Inducement Plan - Form of Stock Option Agreement

EX-4.3 Exhibit 4.3 TINTRI, INC. INDUCEMENT PLAN NOTICE OF STOCK OPTION GRANT AND STOCK OPTION AGREEMENT Capitalized terms that are not defined in this Notice of Stock Option Grant and Stock Option Agreement (the “Notice of Grant”), the Terms and Conditions of Stock Option Grant, or any of the exhibits to these documents (all together, the “Agreement”) have the meanings given to them in the Tintri,

Tintri, Inc. Inducement Plan - Form of Restricted Stock Unit Agreement

EX-4.4 Exhibit 4.4 TINTRI, INC. INDUCEMENT PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD AND RESTRICTED STOCK UNIT AGREEMENT Capitalized terms that are not defined in this Notice of Restricted Stock Unit Award and Restricted Stock Unit Agreement (the “Notice of Grant”), the Terms and Conditions of Restricted Stock Unit Award, or any of the exhibits to these documents (all together, the “Agreement”) h

Tintri, Inc. Inducement Plan

EX-4.2 Exhibit 4.2 TINTRI, INC. INDUCEMENT PLAN 1. Purposes of the Plan 2 2. Shares Subject to the Plan 2 3. Administration of the Plan 3 4. Stock Options 5 5. Restricted Stock 6 6. Restricted Stock Units 6 7. Stock Appreciation Rights 7 8. Performance Stock Units and Performance Shares 7 9. Performance Awards 8 10. Leaves of Absence/Transfer Between Locations/Change of Status 8 11. Transferabilit

TNTR / Tintri, Inc. S-8

S-8 1 d538014ds8.htm S-8 As filed with the Securities and Exchange Commission on March 23, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Tintri, Inc. (Exact name of Registrant as specified in its charter) Delaware 26-2906978 (State or other jurisdiction of incorporation or organiza

Tintri Announces CFO Resignation

EX-99.1 Exhibit 99.1 Tintri Announces CFO Resignation MOUNTAIN VIEW, Calif. March 23, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading provider of enterprise cloud platforms, today announced that Ian Halifax, CFO at Tintri, will leave the company on April 30, 2018. Halifax has agreed to assist in the orderly transition of his CFO responsibilities. His departure is not based on any disagreement with t

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

8-K 1 d554643d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation

TNTR / Tintri, Inc. S-8

As filed with the Securities and Exchange Commission on March 15, 2018 Registration No.

Tintri Names Thomas Barton Chief Executive Officer

EX-99.1 Exhibit 99.1 Tintri Names Thomas Barton Chief Executive Officer MOUNTAIN VIEW, Calif. March 13, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading provider of enterprise cloud platforms, today announced that its Board of Directors has named Tom Barton as Chief Executive Officer and as a member of its Board of Directors, effective immediately. Barton previously served as CEO of Rackable Systems,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): March 9, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization)

TNTR / Tintri, Inc. / New Enterprise Associates 12, Limited Partnership - NEA 12 LP / TINTRI, INC. - 13DA (#1) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tintri, Inc. (Name of Issuer) Common Stock, $.00005 par value (Title of Class of Securities) 88770Q105 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 (Name, Address and

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition, Other Events

8-K 1 d506630d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorpora

Tintri Reports Fourth Quarter and Fiscal Year 2018 Financial Results Delivered Quarterly Revenue and EPS Above Guidance Took Actions to Strengthen Financial Position; Plan to Reduce FY19 Operating Expenses by More Than $70 Million Announced CEO Trans

EX-99.1 Exhibit 99.1 Tintri Reports Fourth Quarter and Fiscal Year 2018 Financial Results Delivered Quarterly Revenue and EPS Above Guidance Took Actions to Strengthen Financial Position; Plan to Reduce FY19 Operating Expenses by More Than $70 Million Announced CEO Transition MOUNTAIN VIEW, Calif., March 5, 2018 – Tintri, Inc. (NASDAQ: TNTR), a leading enabler of enterprise cloud, today reported r

TNTR / Tintri, Inc. / Insight Venture Partners VIII, L.P. - AMENDMENT NO. 1 Activist Investment

CUSIP No. 88770Q105 Page 1 of 16 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tintri, Inc. (Name of Issuer) Common Stock, par value $0.00005 per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Blair Flicker General Counsel Insight Venture Partners 1114 Avenue of the Americas, 36

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2018 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (Com

TNTR / Tintri, Inc. / Silver Lake Group, L.L.C. - SCHEDULE 13D/AMENDMENT NO. 1 Activist Investment

Schedule 13D/Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* TINTRI, INC. (Name of Issuer) Common Stock, $0.00005 par value per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Karen M. King, Esq. Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park, CA 94025 (650) 233-81

TNTR / Tintri, Inc. / LIGHTSPEED VENTURE PARTNERS VIII LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tintri, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 88770Q 10 5 (CUSIP Number) Andrew Moley Lightspeed Venture Partners 2200 Sand Hill Road Menlo Park, CA 94025 Telephone: (650) 234-8300 (Name, Address and Telephone Number of Person

Costs Associated with Exit or Disposal Activities

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 21, 2018 (February 15, 2018) TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation o

TNTR / Tintri, Inc. / Harty Kieran - SC 13G Passive Investment

SC 13G OMB APPROVAL OMB Number: 3235-0145 Expires: October 31, 2002 Estimated average burden hours per response .

TNTR / Tintri, Inc. 10-Q (Quarterly Report)

10-Q 1 tntr-10q20171031.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

TINTRI, INC. Condensed Consolidated Balance Sheets (in thousands, unaudited) As of January 31, 2017 As of October 31, 2017 Assets Current assets: Cash and cash equivalents $ 48,048 $ 48,899 Short-term investments — 5,994 Accounts receivable, net 30,7

Exhibit 99.1 Tintri Reports Third Quarter Fiscal 2018 Financial Results MOUNTAIN VIEW, Calif., December 13, 2017 –Tintri, Inc. (NASDAQ: TNTR), a leading enabler of enterprise cloud, today reported results for its third quarter fiscal 2018 ended October 31, 2017. “We made progress in the quarter by expanding our differentiated technology portfolio with two new all-flash product lines and software t

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d479373d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incor

Costs Associated with Exit or Disposal Activities

8-K 1 d196281d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of inco

TNTR / Tintri, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38117 TINTRI, INC (Exact Name of Registrant as Specified in its Charter) Delaware 26-2906978 (State or other jurisdiction of incorporation or organization) (I.

Amended and Restated Certificate of Incorporation of the Registrant.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of Tintri, Inc. a Delaware corporation Tintri, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: A.The name of the Corporation is Tintri, Inc., and the original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the S

Tintri Reports Second Quarter Fiscal 2018 Financial Results

Exhibit 99.1 Tintri Reports Second Quarter Fiscal 2018 Financial Results MOUNTAIN VIEW, Calif, September 7, 2017 – Tintri, Inc. (NASDAQ: TNTR), a leading enabler of enterprise cloud, today reported results for its second quarter fiscal 2018 ended July 31, 2017. “While the company’s revenue came in at the low end of our expectations, we delivered stronger than projected profitability and cash flow

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): September 7, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (Com

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

8-K 1 d446564d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporatio

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

8-K 1 d416355d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorpo

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): August 1, 2017 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 001-38117 26-2906978 (State or other jurisdiction of incorporation or organization) (Commis

March 10, 2017

EX-99.F Exhibit F March 10, 2017 Morgan Stanley & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Tintri, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Pu

TNTR / Tintri, Inc. / Silver Lake Group, L.L.C. - SCHEDULE 13D Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* TINTRI, INC. (Name of Issuer) Common Stock, $0.00005 par value per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Karen M. King, Esq. Silver Lake 2775 Sand Hill Road, Suite 100 Menlo Park, CA 94025 (650) 233-8120 (Name, Address

AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT

EX-99.E Exhibit E AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT This Amendment No. 1 (this “Amendment”) to that certain Note Purchase Agreement, dated as of May 4, 2017 (the “Agreement”), is entered into by and among Tintri, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Schedule II hereto (each an “Investor” and, collectively, the “Investors”) as of the Effectiv

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

EX-99.A Exhibit A JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned acknowledge and agree that the Statement on Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.00005 per share, of Tintri, Inc., a Delaware corporation, is filed on behalf of each

March 10, 2017

EX-99.G 5 d420596dex99g.htm EX-99.G Exhibit G March 10, 2017 Morgan Stanley & Co. LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 Ladies and Gentlemen: The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Tintri, Inc., a Delaware corporation (the “Company”), providing for

TNTR / Tintri, Inc. / LIGHTSPEED VENTURE PARTNERS VIII LP - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tintri, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 88770Q 10 5 (CUSIP Number) Andrew Moley Lightspeed Venture Partners 2200 Sand Hill Road Menlo Park, CA 94025 Telephone: (650) 234-8300 (Name, Address and Telephone Number of Person

TNTR / Tintri, Inc. / New Enterprise Associates 12, Limited Partnership - TINTRI, INC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tintri, Inc. (Name of Issuer) Common Stock, $.00005 par value (Title of Class of Securities) 88770Q105 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 (Name, Address and T

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible

TNTR / Tintri, Inc. / Insight Venture Partners VIII, L.P. - SCHEDULE 13D Activist Investment

CUSIP No. 88770Q105 Page 1 of 18 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tintri, Inc. (Name of Issuer) Common Stock, par value $0.00005 per share (Title of Class of Securities) 88770Q105 (CUSIP Number) Blair Flicker General Counsel Insight Venture Partners 1114 Avenue of the Americas, 36t

8,572,000 Shares COMMON STOCK

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-218429 PROSPECTUS 8,572,000 Shares COMMON STOCK Tintri, Inc. is offering 8,572,000 shares of its common stock. This is our initial public offering and no public market currently exists for our shares of common stock. The initial public offering price is $7.00 per share. Our common stock has been approved for listing on The NAS

As filed with the Securities and Exchange Commission on June 30, 2017

S-8 1 d369812ds8.htm S-8 As filed with the Securities and Exchange Commission on June 30, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Tintri, Inc. (Exact name of Registrant as specified in its charter) Delaware 26-2906978 (State or other jurisdiction of incorporation or organizat

June 29, 2017

SEC Comment Response Letter June 29, 2017 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

As filed with the Securities and Exchange Commission on June 29, 2017

Table of Contents As filed with the Securities and Exchange Commission on June 29, 2017 Registration No.

Note Purchase Agreement, dated May 4, 2017, between the Registrant and the other parties thereto, and form of amendment

Exhibit 10.16 NOTE PURCHASE AGREEMENT This Note Purchase Agreement, dated as of May 4, 2017 (this “Agreement”), is entered into by and among Tintri, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on Schedule II hereto (each an “Investor” and, collectively, the “Investors”). RECITALS A. On the terms and subject to the conditions set forth herein, each Investor agr

June 29, 2017

June 29, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

June 29, 2017

June 29, 2017 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Loan and Security Agreement between the Registrant and Silicon Valley Bank, dated May 14, 2013, as amended

Exhibit 10.13 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 14, 2013 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows: 1. ACCOUNTING

As filed with the Securities and Exchange Commission on June 28, 2017

Table of Contents As filed with the Securities and Exchange Commission on June 28, 2017 Registration No.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TINTRÍ, INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TINTRÍ, INC. The undersigned, Ken Klein, hereby certifies that: 1. He is the duly elected and acting President and Chief Executive Officer of Tintrí, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State of Delaware on June 23, 2008, was amended and rest

June 28, 2017

SEC Comment Response Letter June 28, 2017 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

June 27, 2017

CORRESP June 27, 2017 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Plain English Growth Capital Loan and Security Agreement between the Registrant and TriplePoint Capital LLC, dated February 6, 2015, as amended

Exhibit 10.12 PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of February 6, 2015 by and between TINTRI, INC. a Delaware corporation, as borrower, and any other Person that executes a Joinder Agreement to become a borrower under this Agreement, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as

As filed with the Securities and Exchange Commission on June 27, 2017

S-1/A 1 d120560ds1a.htm AMENDMENT NO. 3 TO FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on June 27, 2017 Registration No. 333-218429 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware

LOAN AND SECURITY AGREEMENT

Exhibit 10.13 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 14, 2013 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows: 1. ACCOUNTING

June 26, 2017

June 26, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

June 26, 2017

June 26, 2017 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

2017 Employee Stock Purchase Plan

Exhibit 10.7 TINTRI, INC. 2017 EMPLOYEE STOCK PURCHASE PLAN 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a component that is intended to qualify as an “employee stock purchase plan” under Section 423 of t

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT

Exhibit 10.12 PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of February 6, 2015 by and between TINTRI, INC. a Delaware corporation, as borrower, and any other Person that executes a Joinder Agreement to become a borrower under this Agreement, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as

As filed with the Securities and Exchange Commission on June 16, 2017

Table of Contents As filed with the Securities and Exchange Commission on June 16, 2017 Registration No.

2017 Equity Incentive Plan and forms of awards agreements thereunder

Exhibit 10.6 TINTRI, INC. 2017 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. 2 2. Shares Subject to the Plan. 2 3. Administration of the Plan. 3 4. Stock Options. 5 5. Restricted Stock. 6 6. Restricted Stock Units. 7 7. Stock Appreciation Rights. 7 8. Performance Stock Units and Performance Shares. 8 9. Performance Awards. 9 10. Outside Director Limitations. 9 11. Leaves of Absence/Transfer Betwe

Confirmatory Employment Letter between the Registrant and Kieran Harty, dated June 14, 2017

Exhibit 10.14 June 14, 2017 Kieran Harty 303 Ravendale Drive Mountain View, CA 94043 Re: Confirmatory Employment Letter Dear Kieran: This letter agreement (this “Agreement”) is entered into between Tintri, Inc. (“Company” or “we”) and Kieran Harty (“you”). This Agreement is effective as of the date you sign it, as indicated on page 3 below. The purpose of this Agreement is to confirm the current t

Form of common stock certificate of the Registrant.

Exhibit 4.4 TINTRI NUMBER TI SHARES CUSIP 8877OQ 10 5 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS AND LEGENDS This certifies that is the record holder of FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $0.000005 PAR VALUE PER SHARE, OF TINTRI, INC. transferable on the books of the corporation in person or by duly authorized attorney upon surrender

June 16, 2017

SEC Comment Response Letter 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.

_______________ Shares TINTRI, INC. COMMON STOCK (PAR VALUE $0.00005 PER SHARE) UNDERWRITING AGREEMENT

Exhibit 1.1 Shares TINTRI, INC. COMMON STOCK (PAR VALUE $0.00005 PER SHARE) UNDERWRITING AGREEMENT , 2017 , 2017 Morgan Stanley & Co. LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 Ladies and Gentlemen: Tintri, Inc., a Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 TINTRI, INC. (Exact name of Registrant as speci

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 TINTRI, INC. (Exact name of Registrant as specified in its charter) Delaware 26-2906978 (State of incorporation or organization) (I.R.S. Employer Identification No.) 303 Ravendale Drive Mountain Vi

As filed with the Securities and Exchange Commission on June 6, 2017

Table of Contents As filed with the Securities and Exchange Commission on June 6, 2017 Registration No.

June 6, 2017

COVER June 6, 2017 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Amended and Restated Investors’ Rights Agreement dated as of July 24, 2015, between the Registrant and the other parties thereto

Exhibit 4.1 TINTRÍ, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 24, 2015 TABLE OF CONTENTS Page 1. Registration Rights 1 1.1 Definitions 1 1.2 Request for Registration. 4 1.3 Company Registration. 5 1.4 Form S-3 Registration 5 1.5 Obligations of the Company 6 1.6 Information From Holders 9 1.7 Expenses of Registration 9 1.8 Underwriting Requirements 9 1.9 Delay of Registration 10 1.

Plain English Warrant Agreement between the Registrant and TriplePoint Capital LLC, dated February 24, 2017

Exhibit 4.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGIS

2008 Stock Plan, as amended, and forms of award agreements thereunder

Exhibit 10.8 TINTRÍ, INC. 2008 STOCK PLAN 1. Purposes of the Plan. The purposes of this 2008 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants and to promote the success of the Company’s business. Options granted under the Plan may be Incentive Stock Options or Nonstatutory Sto

Offer Letter between the Registrant and Ian Halifax, dated November 25, 2013, as amended

Exhibit 10.3 TINTRÍ, INC. 201 Ravendale Drive Mountain View, California 94043 November 25, 2013 Ian Halifax Dear Ian: I have enjoyed our conversations and I strongly believe that you will make an important contribution to the success and growth of Tintrí, Inc. (the “Company”). With that in mind, I am pleased to offer you a position as Chief Financial Officer, reporting directly to me. Your expecte

CEO Employment Agreement between the Registrant and Ken Klein, dated October 4, 2013

Exhibit 10.2 TINTRÍ, INC. CEO EMPLOYMENT AGREEMENT This CEO EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of the last date signed below, (the “Effective Date”) by and between Tintrí, Inc. (the “Company”), and Ken Klein (“Executive”). 1. Duties and Scope of Employment. (a) Positions and Duties. On and after October 21, 2013 (the “Start Date”), Executive will serve as Chief Ex

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TINTRI, INC. a Delaware corporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TINTRI, INC. a Delaware corporation Tintri, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: A. The name of the Corporation is Tintri, Inc., and the original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the

Executive Incentive Compensation Plan

Exhibit 10.9 TINTRI, INC. EXECUTIVE INCENTIVE COMPENSATION PLAN 1. Purposes of the Plan. The Plan is intended to increase shareholder value and the success of the Company by motivating Employees to (a) perform to the best of their abilities and (b) achieve the Company’s objectives. 2. Definitions. (a) “Actual Award” means as to any Performance Period, the actual award (if any) payable to a Partici

As filed with the Securities and Exchange Commission on June 1, 2017

Table of Contents As filed with the Securities and Exchange Commission on June 1, 2017 Registration No.

Form of Indemnification Agreement between the Registrant and each of its directors and executive officers

Exhibit 10.1 TINTRI, INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is dated as of [], 2017, and is between Tintri, Inc., a Delaware corporation (the “Company”), and [insert name of indemnitee] (“Indemnitee”). RECITALS A. Indemnitee’s service to the Company substantially benefits the Company. B. Individuals are reluctant to serve as directors or officers of corpor

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT

Exhibit 10.12 PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of February 6, 2015 by and between TINTRI, INC. a Delaware corporation, as borrower, and any other Person that executes a Joinder Agreement to become a borrower under this Agreement, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as

Amended and Restated Bylaws of the Registrant, as currently in effect

Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF TINTRI, INC. (initially adopted on June 25, 2008) (as amended and restated on June 1, 2017 and effective as of the closing of the Corporation’s initial public offering) TABLE OF CONTENTS Page ARTICLE I — CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II — MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3

Plain English Warrant Agreement between the Registrant and TriplePoint Capital LLC, dated February 6, 2015

Exhibit 4.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGIS

Executive Change of Control and Severance Policy

Exhibit 10.5 Tintri, Inc. Executive Change of Control and Severance Policy This Executive Change of Control and Severance Policy (the “Policy”) is designed to provide certain protections to a select group of key employees of Tintri, Inc. (“Tintri” or the “Company”) or any of its subsidiaries in connection with a change of control of Tintri or in connection with the involuntary termination of their

LOAN AND SECURITY AGREEMENT

Exhibit 10.13 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 14, 2013 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows: 1. ACCOUNTING

June 1, 2017

June 1, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

List of subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF TINTRI, INC. The names of the Company’s subsidiaries are omitted. Such subsidiaries would not, if considered in the aggregate as a single subsidiary, constitute a significant subsidiary within the meaning of Item 601(b)(21)(ii) of Regulation S-K.

Lease Agreement between the Registrant and Ravendale Partners, LLC, dated March 28, 2014, as amended

Exhibit 10.10 LEASE AGREEMENT THIS LEASE is mutually agreed to and executed in duplicate as of March 28, 2014 by and between Ravendale Partners, LLC, a California Limited Liability Company (hereinafter called “Landlord”), and Tintri, Inc., a Delaware Corporation (hereinafter called “Tenant”). 1. PREMISES. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord those certain premise

Form of Warrant to purchase common stock issued by the Registrant dated June 1, 2017

Exhibit 4.6 THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TINTRÍ, INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TINTRÍ, INC. The undersigned, Ken Klein, hereby certifies that: 1. He is the duly elected and acting President and Chief Executive Officer of Tintrí, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State of Delaware on June 23, 2008, was amended and rest

BYLAWS TINTRÍ, INC. TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Annual Meetings. 1 2.2 Special Meetings. 2 2.3 Notice Of Stockholders’ Meetings. 3 2.4 Qu

Exhibit 3.3 BYLAWS OF TINTRÍ, INC. TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Annual Meetings. 1 2.2 Special Meetings. 2 2.3 Notice Of Stockholders’ Meetings. 3 2.4 Quorum. 3 2.5 Organization; Conduct of Business. 4 2.6 Proxies and Voting. 4 2.7 Waiver Of Notice. 5 2.8 Stockholder Action By Written Co

Warrant to purchase common stock issued by the Registrant to Silicon Valley Bank, dated May 14, 2013

Exhibit 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S

Offer Letter between the Registrant and Michael McGuire, dated February 26, 2015

Exhibit 10.4 February 26, 2015 Michael McGuire Maryland Dear Mike: I have enjoyed our conversations and I strongly believe that you will make an important contribution to the success and growth of Tintri, Inc. (the “Company”). With that in mind, I am pleased to offer you the position of Executive Vice President, Global Sales reporting directly to me as the CEO of Tintri. Your expected starting dat

Omnibus Amendment dated June 1, 2017 between the Registrant and the other parties thereto

Exhibit 10.15 OMNIBUS AMENDMENT THIS OMNIBUS AMENDMENT (this “Amendment”) is given as of June 1, 2017, by Tintrí, Inc., a Delaware corporation (the “Company”), and the undersigned stockholders of the Company. RECITALS WHEREAS, the Company and certain of the undersigned stockholders are parties to the Amended and Restated Investors’ Rights Agreement, dated as of July 24, 2015, by and among the Comp

Flextronics Infrastructure Manufacturing Services Agreement between the Registrant and Flextronics Telecom Systems Ltd., dated December 22, 2014

Exhibit 10.11 CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION FLEXTRONICS CONFIDENTIAL Flextronics Infrastructure Manufacturing Services Agreement This Flextronics Manufacturing Services Agreement (“Agreement”) is entered into as of the date of the last signature of the parties her

PLAIN ENGLISH WARRANT AGREEMENT

Exhibit 4.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGIS

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT

Exhibit 10.12 PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of February 6, 2015 by and between TINTRI, INC. a Delaware corporation, as borrower, and any other Person that executes a Joinder Agreement to become a borrower under this Agreement, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as

Confidential draft No. 3 as confidentially submitted to the Securities and Exchange Commission on March 14, 2017 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein rem

Table of Contents Confidential draft No. 3 as confidentially submitted to the Securities and Exchange Commission on March 14, 2017 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 R

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TINTRÍ, INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TINTRÍ, INC. The undersigned, Ken Klein, hereby certifies that: 1. He is the duly elected and acting President and Chief Executive Officer of Tintrí, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State of Delaware on June 23, 2008, was amended and rest

March 14, 2017

March 14, 2017 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

LOAN AND SECURITY AGREEMENT

Exhibit 10.13 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 14, 2013 (the “Effective Date”) is between SILICON VALLEY BANK, a California corporation (“Bank”), and TINTRI, INC., a Delaware corporation (“Borrower”), and provides the terms on which Bank shall lend to Borrower, and Borrower shall repay Bank. The parties agree as follows: 1. ACCOUNTING

TINTRÍ, INC. 201 Ravendale Drive Mountain View, California 94043

Exhibit 10.3 TINTRÍ, INC. 201 Ravendale Drive Mountain View, California 94043 November 25, 2013 Ian Halifax Dear Ian: I have enjoyed our conversations and I strongly believe that you will make an important contribution to the success and growth of Tintrí, Inc. (the “Company”). With that in mind, I am pleased to offer you a position as Chief Financial Officer, reporting directly to me. Your expecte

Confidential draft No. 2 as confidentially submitted to the Securities and Exchange Commission on April 29, 2016 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein rem

Table of Contents Confidential draft No. 2 as confidentially submitted to the Securities and Exchange Commission on April 29, 2016 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 R

April 29, 2016

April 29, 2016 Via EDGAR and Overnight Delivery Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT

EX-10.12 Exhibit 10.12 PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of February 6, 2015 by and between TINTRI, INC. a Delaware corporation, as borrower, and any other Person that executes a Joinder Agreement to become a borrower under this Agreement, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability com

TINTRÍ, INC. 2008 STOCK PLAN

Exhibit 10.8 TINTRÍ, INC. 2008 STOCK PLAN 1. Purposes of the Plan. The purposes of this 2008 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants and to promote the success of the Company’s business. Options granted under the Plan may be Incentive Stock Options or Nonstatutory Sto

TINTRÍ, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 24, 2015 TABLE OF CONTENTS Page 1. Registration Rights 1 1.1 Definitions 1 1.2 Request for Registration. 4 1.3 Company Registration. 5 1.4 Form S-3 Registration 5 1.5 Obligations of t

Exhibit 4.1 TINTRÍ, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 24, 2015 TABLE OF CONTENTS Page 1. Registration Rights 1 1.1 Definitions 1 1.2 Request for Registration. 4 1.3 Company Registration. 5 1.4 Form S-3 Registration 5 1.5 Obligations of the Company 6 1.6 Information From Holders 9 1.7 Expenses of Registration 9 1.8 Underwriting Requirements 9 1.9 Delay of Registration 10 1.

LEASE AGREEMENT

Exhibit 10.10 LEASE AGREEMENT THIS LEASE is mutually agreed to and executed in duplicate as of March 28, 2014 by and between Ravendale Partners, LLC, a California Limited Liability Company (hereinafter called “Landlord”), and Tintri, Inc., a Delaware Corporation (hereinafter called “Tenant”). 1. PREMISES. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord those certain premise

BYLAWS TINTRÍ, INC. TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Annual Meetings. 1 2.2 Special Meetings. 2 2.3 Notice Of Stockholders’ Meetings. 3 2.4 Qu

Exhibit 3.3 BYLAWS OF TINTRÍ, INC. TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office. 1 1.2 Other Offices. 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Annual Meetings. 1 2.2 Special Meetings. 2 2.3 Notice Of Stockholders’ Meetings. 3 2.4 Quorum. 3 2.5 Organization; Conduct of Business. 4 2.6 Proxies and Voting. 4 2.7 Waiver Of Notice. 5 2.8 Stockholder Action By Written Co

TINTRÍ, INC. CEO EMPLOYMENT AGREEMENT

Exhibit 10.2 TINTRÍ, INC. CEO EMPLOYMENT AGREEMENT This CEO EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of the last date signed below, (the “Effective Date”) by and between Tintrí, Inc. (the “Company”), and Ken Klein (“Executive”). 1. Duties and Scope of Employment. (a) Positions and Duties. On and after October 21, 2013 (the “Start Date”), Executive will serve as Chief Ex

TINTRÍ, INC. 201 Ravendale Drive Mountain View, California 94043

Exhibit 10.3 TINTRÍ, INC. 201 Ravendale Drive Mountain View, California 94043 November 25, 2013 Ian Halifax Dear Ian: I have enjoyed our conversations and I strongly believe that you will make an important contribution to the success and growth of Tintrí, Inc. (the “Company”). With that in mind, I am pleased to offer you a position as Chief Financial Officer, reporting directly to me. Your expecte

WARRANT TO PURCHASE COMMON STOCK Company: TINTRI, INC., a Delaware corporation Number of Shares of Common Stock: 25,000 (“Initial Shares”) plus all Additional Shares Holder is entitled to purchase pursuant to Section 1.7. Warrant Price: $1.30 per sha

Exhibit 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S

CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION

Exhibit 10.11 CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION FLEXTRONICS CONFIDENTIAL Flextronics Infrastructure Manufacturing Services Agreement This Flextronics Manufacturing Services Agreement (“Agreement”) is entered into as of the date of the last signature of the parties her

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TINTRÍ, INC.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TINTRÍ, INC. The undersigned, Ken Klein, hereby certifies that: 1. He is the duly elected and acting President and Chief Executive Officer of Tintrí, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State of Delaware on June 23, 2008, was amended and rest

PLAIN ENGLISH WARRANT AGREEMENT

Exhibit 4.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGIS

As confidentially submitted to the Securities and Exchange Commission on March 11, 2016 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidentia

Table of Contents As confidentially submitted to the Securities and Exchange Commission on March 11, 2016 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential.

SUBSIDIARIES OF TINTRI, INC.

Exhibit 21.1 SUBSIDIARIES OF TINTRI, INC. The names of the Company’s subsidiaries are omitted. Such subsidiaries would not, if considered in the aggregate as a single subsidiary, constitute a significant subsidiary within the meaning of Item 601(b)(21)(ii) of Regulation S-K.

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Exhibit 10.4 February 26, 2015 Michael McGuire Maryland Dear Mike: I have enjoyed our conversations and I strongly believe that you will make an important contribution to the success and growth of Tintri, Inc. (the “Company”). With that in mind, I am pleased to offer you the position of Executive Vice President, Global Sales reporting directly to me as the CEO of Tintri. Your expected starting dat

Tintri, Inc. Executive Change of Control and Severance Policy

Exhibit 10.5 Tintri, Inc. Executive Change of Control and Severance Policy This Executive Change of Control and Severance Policy (the “Policy”) is designed to provide certain protections to a select group of key employees of Tintri, Inc. (“Tintri” or the “Company”) or any of its subsidiaries in connection with a change of control of Tintri or in connection with the involuntary termination of their