Blackline, Inc. (BL) May 7, 2026 Annual General Meeting Transcript

Welcome to Blackline's 2026 Annual Stockholders Meeting. At this time, I would like to turn the meeting over to Owen Ryan, Board Chair and CEO of Blackline. Good morning. It's a pleasure to welcome you to our Annual Stockholders Meeting. We hold virtual annual meetings because we believe they help us maximize our shareholders' ability to engage with us, and we are pleased that our shareholders, no matter where they are located, can participate in our meeting. Before we begin, let me introduce the directors of the company. In addition to myself, we have Therese Tucker, our founder, Sam Balaji, Gott Davidson, Camille Drummond, Storm Duncan, David Henshaw, Greg Hughes, Megan Pritchard, Bruni Rios, Tom Unterman, Sophia Balastigi, Dr. Barbara Wye, and Mika Yamamoto. I'd like to take a moment to recognize and congratulate Therese Tucker, who announced that she will retire in effective June 2, 2026. Therese is a nominee for re-election to our board, and in that role will continue to serve our company, our customers, and our stockholders. Therese, on behalf of myself, the other board members, the executive team, and the entire company. Thank you. I would also like to take a moment to thank Tom Untermann, who is retiring from our board today. Tom has served as a member of our board since 2010. His wisdom and guidance in the boardroom and his many contributions to our company and stockholders have been deeply appreciated. I would also like to introduce the other members of our executive team. Patrick Villanova, Chief Financial Officer. Stuart Van Houten, Chief Commercial Officer. Jeremy Ung, Chief Technology Officer. Jimmy Dwan, Chief Customer Officer. Carol Morgan Prager, Chief Legal and Administrative Officer and Secretary. Mary Ainsworth, Chief People Officer. Emily Campbell, Chief Marketing Officer. And Sumit Johar, our Chief Information Officer. Also joining us on the call today are Jill Pina-Jaromna, representing PricewaterhouseCoopers, our independent registered public accounting firm. Jill will be available to respond to appropriate questions during the Q&A session at the end of the meeting. Michael Barbera, representing First Coast Results, our inspector of elections. Bob Maurice and Kevin White, representing McKenzie Partners, Inc., our proxy solicitation firm. Lisa Stimmel, representing Wilson, Censini, Goodrich, and Rosati, professional corporation, our outside counsel. and Arthur Young and Tom Moore, representing Tensile Capital Management LP, on behalf of Tensile Capital Master Fund LP, a stockholder of the company. Proposal 4 is a stockholder proposal regarding elimination of our classified board submitted by Tensile. I will act as chair of this meeting, and I have asked Carol Morgan Prager to facilitate and record the minutes of the meeting.

Thank you, Owen, and welcome everyone to our annual meeting. First, I would like to announce that the polls are open. Any stockholder who hasn't yet voted or wishes to change their vote may do so now at www.virtualshareholdermeeting.com forward slash BL2026 by clicking on the voting button and following the instructions there. You will need your control number to vote, which was provided in your meeting notice. Stockholders who sent in proxies or voted via telephone or internet and do not wish to change their vote do not need to take further action. You may vote your shares prior to the closing of the polls, which will occur after I have reviewed the proposals to be voted on. These proposals were included in the proxy statement for this meeting, which was first mailed to shareholders on March 25, 2026. Once the polls have closed, we will announce the preliminary results of the voting. After the formal meeting has adjourned, management will be available to answer questions relevant to the meeting. There is a text box on your screen where you may submit your questions at any time during the meeting and prior to the end of the Q&A session. Only validated shareholders may ask questions in the designated field on the web portal. We will try to answer as many questions as we have time for, but we may not be able to answer all questions submitted. Out of consideration for others, please limit yourself to one question. Please note that this meeting is being recorded. The record date for this annual meeting was March 10, 2026. Only validated shareholders of record as of that date are entitled to vote at this meeting. I have an affidavit of distribution from Broadridge Financial Solutions confirming that the notice of this annual meeting was provided on or about March 25, 2026, to shareholders of record as of March 10, 2026. A complete list of the shareholders entitled to vote at this meeting is available online for the duration of the meeting and can be found at the Registered Shareholders List link at the bottom of the Virtual Shareholder Meeting website at www.virtualshareholdermeeting.com forward slash BL2026. Our Inspector of Elections has informed me that a majority of the outstanding shares are present either by proxy or in person, and therefore we have a quorum and the meeting may proceed. Our Inspector of Elections has signed an oath of Inspector of Elections, which will be filed with the minutes of the meeting. The first item of business is the election of our three Class I directors, Scott Davidson, David Henshaw, and Therese Tucker, for election as directors to hold office until the 2029 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. The second item of business is the ratification of the appointment of PwC as our independent registered public accounting firm for 2026. The third item of business is our say on pay vote, which is an approval on an advisory basis of the compensation of our named executive officers for fiscal year 2025, as described in our proxy statement. The fourth item of business is to consider a stockholder proposal regarding elimination of our classified board submitted by Tensile. Tom Moore will be speaking on behalf of Tensile today. We have asked Tensile to observe a three-minute time limit. Operator, will you please open the line for Mr. Moore to present the proposal?

Mr. Moore, your line is now open. Please go ahead.

My name is Tom Moore, and I am here as the duly authorized representative of Tencel Capital Management, LP, on behalf of Tencel Capital Partners Master Fund, LP, to present the following 14A8 shareholder proposal. The proposal is hereby presented as follows. Resolved that the stockholders of Blackline, Inc. urge the board of directors of the company to promptly take all necessary action to declassify the board so that directors are elected on an annual basis starting at the next annual meeting of stockholders. Such declassification shall be completed in a manner that does not affect the unexpired terms of the previously elected directors. I want to thank the board for recommending a vote for this proposal and recommend that shareholders vote in favor of the proposal. Thank you, Mr. Chairman.

Thank you, Mr. Moore. That concludes our review of the proposals to be voted on, and the polls will now close. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. The proxies and any ballots previously submitted have been tabulated by the inspector of election, and I have the preliminary voting results. Any votes cast today, including those submitted electronically during the meeting, will be counted in the final tally. With regard to Proposal 1, the election of Scott Davidson, David Henshaw, and Therese Tucker, each of them has been elected as a Class 1 director and will hold office until 2029 or until their successors are elected or appointed and qualified. With regard to Proposal 2, the appointment of PwC as our independent public accounting firm for 2026 has been ratified. With regard to Proposal 3, the advisory vote on the compensation of our named executive officers, a majority of shares submitted were in favor of the compensation of our named executive officers for fiscal year 2025. With regard to Proposal 4, the stockholder proposal regarding elimination of our classified board, a majority of shares submitted were in favor of the stockholder proposal to eliminate our classified board. These are the preliminary results of voting, the final count may vary following final examination of the proxies and ballots. The final results will be reported on a Form 8K that we will file with the Securities and Exchange Commission within four business days of this meeting. This concludes the formal agenda. The annual meeting is now adjourned.

Now I would like to open things up for shareholder questions. Please note we will attempt to answer as many questions as time allows, but only questions that are relevant to the meeting will be addressed.

Owen, we have no questions.

We want to thank all of you for attending today's meeting and for the interest you have shown in Blackline. Ladies and gentlemen, this concludes today's meeting.

Thank you for participating. You may now disconnect your lines.