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    SEC Form S-8 filed by Backblaze Inc.

    3/12/25 4:58:27 PM ET
    $BLZE
    Computer Software: Prepackaged Software
    Technology
    Get the next $BLZE alert in real time by email
    S-8 1 blze-sx8x31225.htm S-8 Document

    As filed with the Securities and Exchange Commission on March 12, 2025

    Registration No. 333-             
     
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549

     
    FORM S-8
    REGISTRATION STATEMENT
    Under
    The Securities Act of 1933

     
    BACKBLAZE, INC.
    (Exact name of Registrant as specified in its charter)

     

    Delaware 20-8893125
    (State or other jurisdiction of
    incorporation or organization)
     
    (IRS Employer
    Identification No.)
    201 Baldwin Ave.
    San Mateo, CA 94401
    (650) 352-3738
    (Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

    Backblaze Inc. Amended and Restated 2021 Equity Incentive Plan
    Backblaze, Inc. 2021 Employee Stock Purchase Plan
    (Full title of Plan)
    Gleb Budman
    Chief Executive Officer
    Backblaze, Inc.
    201 Baldwin Ave.
    San Mateo, CA 94401
    (Name and address of agent for service)
    (650) 352-3738
    (Telephone number, including area code, of agent for service)

     




    Copies to:
     

    Bennett L. Yee
    Jeffrey R. Vetter
    Gunderson Dettmer Stough Villeneuve
    Franklin & Hachigian, LLP
    550 Allerton St
    Redwood City, CA 94063
    (415) 978-9803
    Tom MacMitchell
    General Counsel
    Backblaze, Inc.
    201 Baldwin Ave.
    San Mateo, CA 94401
    (650) 352-3738
    Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

    Large accelerated filer☐ Accelerated filer☒
    Non-accelerated filer☐ Smaller reporting company☐
     Emerging growth company☒
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

     
     



    REGISTRATION OF ADDITIONAL SHARES
    PURSUANT TO GENERAL INSTRUCTION E

    Pursuant to General Instruction E of Form S-8, Backblaze, Inc. (the “Registrant”) is filing this Registration Statement with the Securities and Exchange Commission (the “Commission”) to register 2,668,787 additional shares of Class A common stock under the Registrant’s Amended and Restated 2021 Equity Incentive Plan and 1,067,515 additional shares of Class A common stock under the Registrant’s 2021 Employee Stock Purchase Plan pursuant to the provisions of those plans providing for an automatic increase in the number of shares reserved for issuance under such plans. This Registration Statement hereby incorporates by reference the contents of the Registrant’s registration statement on Form S-8 filed with the Commission on March 28, 2022 (Registration No. 333-263903), the Registrant's registration statement on Form S-8 filed with the Commission on April 5, 2023 (Registration No. 333-271148), the Registrant's registration statement on Form S-8 filed with the Commission on July 17, 2023 (Registration No. 333-273290), and the Registrant’s registration statement on Form S-8 filed with the Commission on May 10, 2024 (Registration No. 333-279288). In accordance with the instructional note to Part I of Form S-8 as promulgated by the Commission, the information specified by Part I of Form S-8 has been omitted from this Registration Statement.





    PART II
    INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

    Item 3.Incorporation of Documents by Reference

    The Registrant hereby incorporates by reference into this Registration Statement the following documents:

    (a)the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Commission on March 11, 2025;

    (b)all other reports filed with the Commission pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (other than the reports, or portions thereof, deemed to have been furnished and not filed with the Commission), since the end of the fiscal year covered by the Annual Report referred to in (a) above; and

    (c)the description of the Registrant’s Class A Common Stock contained in the Registrant’s Registration Statement on Form 8-A (File No. 001-41026), filed with the commission on November 4, 2021, including any amendments or reports filed for the purpose of updating such description.

    All other reports and documents filed by the Registrant pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act, subsequent to the filing of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all securities offered hereby have been sold or which de-registers all securities then remaining unsold shall be deemed to be incorporated by reference into this Registration Statement and to be a part hereof from the date of filing of such documents. The Registrant is not, however, incorporating any documents or information that the Registrant is deemed to furnish and not file in accordance with Commission rules. Any statement contained in a document incorporated or deemed incorporated by reference in this Registration Statement will be deemed modified or superseded for purposes of this Registration Statement to the extent that a statement contained in any subsequently filed document that also is deemed incorporated by reference in this Registration Statement modifies or supersedes that statement.

    Item 8.Exhibits
    The following exhibits are incorporated herein by reference.



    EXHIBIT INDEX
        Incorporated by Reference  
    Exhibit
    Number
     Description Form File No. Exhibit 
    Filing
    Date
     
    Filed
    Herewith
    4.1 
    Restated Certificate of Incorporation of Registrant, as amended, as currently in effect.
     10-Q 001-41026 3.1 12/14/2021 
    4.2
    Certificate of Retirement.
     8-K  001-41026 3.1 7/10/2023 
    4.3
    Amended and Restated Bylaws of Registrant, as currently in effect.
     8-K 001-41026 3.1 12/11/2024 
    5.1
    Opinion and Consent of Gunderson Dettmer Stough Villeneuve Franklin & Hachigan, LLP.
         X
    23.1
    Consent of BDO USA, P.C. Independent Registered Public Accounting Firm.
    X
    23.2
    Consent of Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP (contained in Exhibit 5.1).
    X
    24.1
    Power of Attorney (contained in the signature page hereto).
    X
    99.1
    Amended and Restated 2021 Equity Incentive Plan and forms of agreements thereunder.
    10-K001-4102610.34/01/2024
    99.2
    2021 Employee Stock Purchase Plan.
    S-1333-26033310.411/02/2021
    107.1
    Calculation of Filing Fee Table
    X




    SIGNATURES
    Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Mateo, State of California on this 12th day of March, 2025.
    BACKBLAZE, INC.
    By:/s/ Gleb Budman
    Name:Gleb Budman
    Title:Chief Executive Officer
    POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Gleb Budman, Marc Suidan, and Tom MacMitchell, and each of them, as his or her true and lawful attorney-in-fact and agent with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this registration statement (including post-effective amendments) and any registration statement related thereto filed pursuant to Rule 462(b) increasing the number of securities for which registration is sought, and to file the same, with all exhibits thereto and other documents in connection therewith, with the SEC, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his or her substitute, may lawfully do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.


    Signature Title Date
    /s/ Gleb Budman 
    Chief Executive Officer and Chairperson
    (Principal Executive Officer)
     March 12, 2025
    Gleb Budman
    /s/ Marc Suidan 
    Chief Financial Officer
    (Principal Financial and Accounting Officer)
     March 12, 2025
    Marc Suidan
    /s/ Jocelyn Carter-Miller Director March 12, 2025
    Jocelyn Carter-Miller
    /s/ Barbara Nelson Director March 12, 2025
    Barbara Nelson
    /s/ Earl E. Fry Director March 12, 2025
    Earl E. Fry
    /s/ Evelyn D’An
    DirectorMarch 12, 2025
    Evelyn D’An
      

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