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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ ~~229.405~~232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

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

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

As of October ~~28, 2021,~~21, 2022, the registrant had ~~129,879,238~~131,345,266 shares of common stock, $0.001 par value per share, outstanding.

	September 30, 2021			June 30, 2021			September 30, 2022			June 30, 2022
ASSETS
Current assets:
Cash	$	191,349		$	246,894		$	198,344		$	194,522
Accounts receivable, net		129,611			156,476			158,727			184,097
Inventories		32,439			32,885			51,766			49,231
Prepaid expenses and other current assets		70,772			51,340			73,267			61,239
Total current assets		424,171			487,595			482,104			489,089
Property and equipment, net		52,878			55,004			47,952			49,578
Operating lease right-of-use assets, net		33,820			36,927			34,269			36,454
Intangible assets, net		45,898			36,038			28,565			32,515
Goodwill		387,808			331,159			400,144			400,144
Other assets		64,229			63,370			64,746			60,730
Total assets	$	1,008,804		$	1,010,093		$	1,057,780		$	1,068,510
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt, net of unamortized debt issuance costs of $2,356 and $2,404, respectively	$	26,144		$	23,721
Current portion of long-term debt, net of unamortized debt issuance costs of $2,236 and $2,276, respectively							$	35,764		$	33,349
Accounts payable		63,394			60,142			84,848			84,338
Accrued compensation and benefits		52,098			71,610			47,544			53,710
Accrued warranty		10,780			11,623			11,522			10,852
Current portion of operating lease liabilities		18,453			18,743			12,805			13,956
Current portion of deferred revenue		216,807			212,412			252,841			238,262
Other accrued liabilities		67,384			57,449			57,375			65,714
Total current liabilities		455,060			455,700			502,699			500,181
Deferred revenue, less current portion		139,216			133,172			171,144			163,357
Long-term debt, less current portion, net of unamortized debt issuance costs of $4,121 and $4,760, respectively		297,379			315,865
Long-term debt, less current portion, net of unamortized debt issuance costs of $1,860 and $2,430, respectively								231,640			270,570
Operating lease liabilities, less current portion		28,744			32,515			31,291			33,256
Deferred income taxes		3,986			3,828			7,311			7,717
Other long-term liabilities		12,094			14,545			3,092			3,086
Commitments and contingencies (Note 9)
Stockholders’ equity:
Convertible preferred stock, $0.001 par value, issuable in series, 2,000 shares authorized; NaN issued		—			—
Common stock, $0.001 par value, 750,000 shares authorized; 136,351 and 133,279 shares issued, respectively; 129,754 and 126,682 shares outstanding, respectively		136			133
Convertible preferred stock, $0.001 par value, issuable in series, 2,000 shares authorized; none issued								—			—
Common stock, $0.001 par value, 750,000 shares authorized; 141,706 and 139,742 shares issued, respectively; 131,227 and 129,263 shares outstanding, respectively								142			140
Additional paid-in-capital		1,084,671			1,078,602			1,125,204			1,115,416
Accumulated other comprehensive loss		(3,722	)		(2,811	)		(5,170	)		(3,055	)
Accumulated deficit		(965,647	)		(978,343	)		(921,487	)		(934,072	)
Treasury stock at cost, 6,597 shares		(43,113	)		(43,113	)
Treasury stock at cost, 10,479 shares								(88,086	)		(88,086	)
Total stockholders’ equity		72,325			54,468			110,603			90,343
Total liabilities and stockholders’ equity	$	1,008,804		$	1,010,093		$	1,057,780		$	1,068,510

	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Net revenues:
Product	$	185,161		$	161,396		$	206,276		$	185,161
Service and subscription		82,523			74,406			91,413			82,523
Total net revenues		267,684			235,802			297,689			267,684
Cost of revenues:
Product		80,944			73,395			99,763			80,944
Service and subscription		31,137			27,389			31,218			31,137
Total cost of revenues		112,081			100,784			130,981			112,081
Gross profit:
Product		104,217			88,001			106,513			104,217
Service and subscription		51,386			47,017			60,195			51,386
Total gross profit		155,603			135,018			166,708			155,603
Operating expenses:
Research and development		47,766			49,524			50,989			47,766
Sales and marketing		69,527			64,325			78,382			69,527
General and administrative		17,003			16,461			18,547			17,003
Acquisition and integration costs		1,510			1,975			390			1,510
Restructuring and related charges		279			1,001			481			279
Amortization of intangibles		1,154			1,792			523			1,154
Total operating expenses		137,239			135,078			149,312			137,239
Operating income (loss)		18,364			(60	)
Operating income								17,396			18,364
Interest income		110			118			392			110
Interest expense		(3,880	)		(6,663	)		(3,826	)		(3,880	)
Other income (expense), net		171			(887	)
Income (loss) before income taxes		14,765			(7,492	)
Other income, net								371			171
Income before income taxes								14,333			14,765
Provision for income taxes		2,069			1,320			1,748			2,069
Net income (loss)	$	12,696		$	(8,812	)
Net income							$	12,585		$	12,696

Basic and diluted income (loss) per share:
Net income (loss) per share - basic	$	0.10		$	(0.07	)
Net income (loss) per share - diluted	$	0.10		$	(0.07	)
Basic and diluted income per share:
Net income per share – basic							$	0.10		$	0.10
Net income per share – diluted							$	0.09		$	0.10

Shares used in per share calculation - basic		128,324			121,705
Shares used in per share calculation - diluted		133,225			121,705
Shares used in per share calculation – basic								130,289			128,324
Shares used in per share calculation – diluted								132,933			133,225

	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Net income (loss)	$	12,696		$	(8,812	)
Net income							$	12,585		$	12,696
Other comprehensive income (loss):
Derivatives designated as hedging instruments:
Change in unrealized gains and losses on interest rate swaps		(85	)		(173	)		299			(85	)
Reclassification adjustment related to interest rate swaps		281			160			(276	)		281
Change in unrealized gains and losses on foreign currency forward contracts		(201	)		—			—			(201	)
Net decrease from derivatives designated as hedging instruments		(5	)		(13	)
Net change from derivatives designated as hedging instruments								23			(5	)
Net change in foreign currency translation adjustments		(906	)		1,455			(2,138	)		(906	)
Other comprehensive income (loss)		(911	)		1,442
Total comprehensive income (loss)	$	11,785		$	(7,370	)
Other comprehensive loss								(2,115	)		(911	)
Total comprehensive income							$	10,470		$	11,785

	Common Stock				Additional Paid-			Accumulated Other			Treasury Stock						Accumulated			Total Stockholders'			Common Stock				Additional Paid-			Accumulated Other			Treasury Stock						Accumulated			Total Stockholders'
	Shares		Amount		In-Capital			Comprehensive Loss			Shares			Amount			Deficit			Equity
Balance at June 30, 2020		127,114	$	127	$	1,035,041		$	(6,378	)		(6,597	)	$	(43,113	)	$	(980,279	)	$	5,398
Net loss		—		—		—			—			—			—			(8,812	)		(8,812	)
Other comprehensive income		—		—		—			1,442			—			—			—			1,442
Issuance of common stock from equity incentive plans, net of tax withholdings		2,418		3		3,578			—			—			—			—			3,581
Share-based compensation		—		—		8,302			—			—			—			—			8,302
Balance at September 30, 2020		129,532	$	130	$	1,046,921		$	(4,936	)		(6,597	)	$	(43,113	)	$	(989,091	)	$	9,911
																							Shares		Amount		In-Capital			Comprehensive Loss			Shares			Amount			Deficit			Equity
Balance at June 30, 2021		133,279		133		1,078,602			(2,811	)		(6,597	)		(43,113	)		(978,343	)		54,468			133,279	$	133	$	1,078,602		$	(2,811	)		(6,597	)	$	(43,113	)	$	(978,343	)	$	54,468
Net income		—		—		—			—			—			—			12,696			12,696			—		—		—			—			—			—			12,696			12,696
Other comprehensive loss		—		—		—			(911	)		—			—			—			(911	)		—		—		—			(911	)		—			—			—			(911	)
Issuance of common stock from equity incentive plans, net of tax withholdings		3,072		3		(4,375	)		—			—			—			—			(4,372	)		3,072		3		(4,375	)		—			—			—			—			(4,372	)
Share-based compensation		—		—		10,444			—			—			—			—			10,444			—		—		10,444			—			—			—			—			10,444
Balance at September 30, 2021		136,351	$	136	$	1,084,671		$	(3,722	)		(6,597	)	$	(43,113	)	$	(965,647	)	$	72,325			136,351	$	136	$	1,084,671		$	(3,722	)		(6,597	)	$	(43,113	)	$	(965,647	)	$	72,325

Balance at June 30, 2022																								139,742	$	140	$	1,115,416		$	(3,055	)		(10,479	)	$	(88,086	)	$	(934,072	)	$	90,343
Net income																								—		—		—			—			—			—			12,585			12,585
Other comprehensive loss																								—		—		—			(2,115	)		—			—			—			(2,115	)
Issuance of common stock from equity incentive plans, net of tax withholdings																								1,964		2		(4,001	)		—			—			—			—			(3,999	)
Share-based compensation																								—		—		13,789			—			—			—			—			13,789
Balance at September 30, 2022																								141,706	$	142	$	1,125,204		$	(5,170	)		(10,479	)	$	(88,086	)	$	(921,487	)	$	110,603

	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Cash flows from operating activities:
Net income (loss)	$	12,696		$	(8,812	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Net income							$	12,585		$	12,696
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		5,155			6,727			4,953			5,155
Amortization of intangible assets		6,440			8,491			4,128			6,440
Reduction in carrying amount of right-of-use asset		3,902			4,038			3,063			3,902
Provision for doubtful accounts		26			-			23			26
Share-based compensation		10,444			8,302			13,789			10,444
Deferred income taxes		682			312			(85	)		682
Non-cash interest expense		1,314			1,103			552			1,314
Other		(176	)		1,380			(3,595	)		(176	)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		28,281			(910	)		25,347			28,281
Inventories		604			6,628			(2,671	)		604
Prepaid expenses and other assets		(18,640	)		(1,521	)		(318	)		(18,640	)
Accounts payable		2,577			10,628			(591	)		2,577
Accrued compensation and benefits		(22,540	)		(5,482	)		(6,564	)		(22,540	)
Operating lease liabilities		(4,839	)		(4,812	)		(3,952	)		(4,839	)
Deferred revenue		7,680			6,607			9,699			7,680
Other current and long-term liabilities		6,648			(7,934	)		(6,629	)		6,648
Net cash provided by operating activities		40,254			24,745			49,734			40,254
Cash flows from investing activities:
Capital expenditures		(3,410	)		(3,023	)		(3,139	)		(3,410	)
Business acquisition, net of cash acquired		(69,517	)		—			—			(69,517	)
Net cash used in investing activities		(72,927	)		(3,023	)		(3,139	)		(72,927	)
Cash flows from financing activities:
Payments on debt obligations		(16,750	)		(24,750	)		(37,125	)		(16,750	)
Payments for tax withholdings, net of proceeds from issuance of common stock		(4,372	)		3,581			(3,999	)		(4,372	)
Payment of contingent consideration obligations		(559	)		(603	)		—			(559	)
Deferred payments on an acquisition		(1,000	)		(1,000	)		(1,000	)		(1,000	)
Net cash used in financing activities		(22,681	)		(22,772	)		(42,124	)		(22,681	)
Foreign currency effect on cash		(191	)		294			(649	)		(191	)
Net decrease in cash		(55,545	)		(756	)
Net increase (decrease) in cash								3,822			(55,545	)

Cash at beginning of period		246,894			193,872			194,522			246,894
Cash at end of period	$	191,349		$	193,116		$	198,344		$	191,349

Extreme Networks, Inc., together with its subsidiaries (collectively referred to as “Extreme” or the “Company”), is a leader in providing software-driven networking solutions for enterprise customers. The Company conducts its sales and marketing activities on a worldwide basis through distributors, resellers and the Company’s field sales organization. Extreme was incorporated in California in 1996 and reincorporated in Delaware in 1999.

The unaudited condensed consolidated financial statements of Extreme included herein have been prepared under the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted under such rules and regulations. The condensed consolidated balance ~~sheet~~sheets at June 30, ~~2021~~2022 was derived from audited financial statements as of that date but does not include all disclosures required by generally accepted accounting principles for complete financial statements. These interim financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, ~~2021.~~2022.

The unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the results of operations and cash flows for the interim periods presented and the financial condition of Extreme at September 30, ~~2021.~~2022. The results of operations for the three months ended September 30, ~~2021~~2022 are not necessarily indicative of the results that may be expected for fiscal ~~2022~~2023 or any future periods.

The Company uses a fiscal calendar year ending on June 30. All references herein to “fiscal 2023” or “2023” represent the fiscal year ending June 30, 2023. All references herein to “fiscal 2022” or “2022” represent the fiscal year ~~ending~~ended June 30, 2022. ~~All references herein to “fiscal 2021” or “2021” represent the fiscal year ended June 30, 2021.~~

The unaudited condensed consolidated financial statements include the accounts of Extreme and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated.

The Company predominantly uses the United States Dollar as its functional currency. The functional currency for certain of its foreign subsidiaries is the local currency. For those subsidiaries that operate in a local functional currency environment, all assets and liabilities are translated to United States Dollars at current month end rates of exchange and revenues and expenses are translated using the monthly average rate.

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.

For a description of significant accounting policies, see Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, ~~2021.~~2022. There have been no material changes to the Company’s significant accounting policies since the filing of the Annual Report on Form 10-K.

~~In December 2019, the FASB~~There were no recently adopted accounting standards which would have a material effect on our condensed consolidated financial statements and accompanying disclosures, and no recently issued ~~ASU 2019-12,~~ ~~Income taxes – Simplifying the Accounting for Income Taxes (Topic 740), which reduces the complexity of~~ accounting ~~for income taxes including the removal of certain exceptions~~standards that are expected to ~~the general principles of ASC 740,~~ ~~Income Taxes~~, and simplification in several other areas such as accounting for franchise tax (or similar tax) that is partially based on income. This standard is effective for fiscal years beginning after December 15, 2020, including interim periods within the fiscal year. The standard was adopted on July 1, 2021 and did not have a material impact on ~~the Company’s~~our condensed consolidated financial statements ~~upon adoption~~and accompanying disclosures. .

The Company accounts for revenues in accordance with ASU 2014-09, Revenue from Contracts from Customers (Topic 606)~~, which the Company adopted on July 1, 2017.~~. The Company derives the majority of its revenues from sales of its networking equipment, with the remaining revenues generated from sales of services and subscriptions, which primarily includes maintenance contracts and software subscriptions delivered as software as a service (“SaaS”) and additional revenues from professional services, and training for its products. The Company sells its products, maintenance contracts and SaaS direct to customers and to partners in 2two distribution channels, or tiers. The first tier consists of a limited number of independent distributors that stock its products and sell primarily to resellers. The second tier of the distribution channel consists of non-stocking distributors and value-added resellers that sell directly to end-users. Products and services may be sold separately or in bundled packages.

Performance Obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in Topic 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Certain of the Company’s contracts have multiple performance obligations, as the promise to transfer individual goods or services is separately identifiable from other promises in the contracts and, therefore, is distinct. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation based on its relative standalone selling price. The stand-alone selling prices are determined based on the prices at which the Company separately sells these products. For items that are not sold separately, the Company estimates the stand-alone selling prices using other observable inputs.

The Company’s performance obligations are satisfied at a point in time or over time as the customer receives and consumes the benefits provided. Substantially all of the Company’s product sales revenues are recognized at a point in time. Substantially all of the Company’s service, subscription, and SaaS revenues are recognized over time. For revenues recognized over time, the Company uses an input measure, days elapsed, to measure progress.

On September 30, ~~2021,~~2022, the Company had ~~$356.0~~$424.0 million of remaining performance obligations, which are primarily comprised of deferred maintenance and SaaS revenues. The Company expects to recognize approximately ~~52 percent~~49% of its deferred revenue as revenue in fiscal ~~2022,~~2023, an additional ~~25 percent~~27% in fiscal ~~2023~~2024 and ~~23 percent~~24% of the balance thereafter.

Contract Balances. The timing of revenue recognition, billings and cash collections results in billed accounts receivable and deferred revenue in the condensed consolidated balance sheets. Services provided under renewable support arrangements of the Company are billed in accordance with agreed-upon contractual terms, which are either billed fully at the inception of contract or at periodic intervals (e.g., quarterly or annually). The Company sometimes receives payments from its customers in advance of services being provided, resulting in deferred revenues. These liabilities are reported on the condensed consolidated balance sheets on a contract-by-contract basis at the end of each reporting period.

Revenue recognized for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021 that was included in the deferred revenue balance at the beginning of each period was $80.0 million and $73.4 million, ~~and $66.9 million,~~ respectively.

Contract Costs. The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. Management expects that commission fees paid to sales representatives as a result of obtaining service and subscription contracts and contract renewals are recoverable and therefore the Company’s condensed consolidated balance sheets included capitalized balances in the amount of ~~$13.5~~$16.8 million and ~~$13.1~~$16.3 million at September 30, ~~2021~~2022 and June 30, ~~2021,~~2022, respectively. Capitalized commissions are included within other assets in the condensed consolidated balance sheets. Capitalized commission fees are amortized on a straight-line basis over the average period of service contracts of approximately three years, and are included in “Sales and marketing” in the accompanying condensed consolidated statements of operations. Amortization recognized during the three months ended September 30, 2022 and 2021, ~~and 2020,~~ was ~~$1.8~~$2.1 million and ~~$1.2~~$1.8 million, respectively.

Estimated Variable Consideration. There were no material changes in the current period to the estimated variable consideration for performance obligations, which were satisfied or partially satisfied during previous periods.

The Company operates in three geographic regions: Americas, ~~which includes the United States, Canada, Mexico, Central America and South America;~~ EMEA ~~which includes~~ (“Europe, ~~Russia,~~ Middle East and ~~Africa;~~Africa”) and APAC ~~which includes~~ (“Asia ~~Pacific, China, South Asia and Japan.~~Pacific”). The following table sets forth the Company’s revenues disaggregated by sales channel and geographic region based on the billing addresses of its ~~customer’s~~customers (in thousands):

	Three Months Ended												Three Months Ended
	September 30, 2021						September 30, 2020						September 30, 2022						September 30, 2021
	Distributor		Direct		Total		Distributor		Direct		Total		Distributor		Direct		Total		Distributor		Direct		Total
Americas:
United States	$	56,068	$	67,331	$	123,399	$	60,670	$	57,347	$	118,017	$	73,314	$	64,312	$	137,626	$	56,068	$	67,331	$	123,399
Other		7,799		3,367		11,166		8,241		4,090		12,331		16,025		4,098		20,123		7,799		3,367		11,166
Total Americas		63,867		70,698		134,565		68,911		61,437		130,348		89,339		68,410		157,749		63,867		70,698		134,565
EMEA		77,898		35,731		113,629		47,529		33,576		81,105		76,256		39,253		115,509		77,898		35,731		113,629
APAC		4,335		15,155		19,490		5,051		19,298		24,349		2,038		22,393		24,431		4,335		15,155		19,490
Total net revenues	$	146,100	$	121,584	$	267,684	$	121,491	$	114,311	$	235,802	$	167,633	$	130,056	$	297,689	$	146,100	$	121,584	$	267,684

For three months ended September 30, 2022 no foreign country accounted for 10% or more revenue. For the three months ended September 30, 2021 the Company generated 11% and 10% of its revenues from the Netherlands and ~~10% of its revenues from the Germany.~~Germany, respectively. No other foreign country accounted for 10% or more of revenue for the three months ended September 30, ~~2021 or 2020.~~2021.

The Company performs ongoing credit evaluations of its customers and generally does not require collateral in exchange for credit.

The following table sets forth customers accounting for 10% or more of the Company’s net revenues for the periods indicated below:

The following table sets forth customers accounting for 10% or more of the Company’s accounts receivable balance:

On September 14, 2021 (the “Acquisition Date”), the Company completed its acquisition (the “Acquisition”) of Ipanematech SAS (“Ipanema”), the cloud-native enterprise Software-Defined Wide Area Network (“SD-WAN”) business unit of Infovista pursuant to a Sale and Purchase ~~Agreement (“the Agreement”).~~Agreement. Under the terms of the Acquisition, the net consideration paid by Extreme to Ipanema stockholders was $70.9 million, which was funded from existing cash on hand. The primary reason for the acquisition was to acquire the talent and

the technology ~~which will~~to allow us to expand our portfolio with new cloud-managed SD-WAN and security offerings to support our enterprise customers.

The Acquisition ~~has been~~was accounted for using the acquisition method of accounting whereby the acquired assets and liabilities of Ipanema have been recorded at their respective fair values and added to those of the Company including an amount for goodwill

calculated as the difference between the acquisition consideration and the fair value of the identifiable net assets. The purchase price has been ~~preliminarily~~ allocated to tangible and identifiable intangible assets acquired and liabilities assumed. ~~The final~~Of the total purchase ~~price allocation is pending the finalization of valuations primarily~~consideration, $68.9 million was allocated to goodwill, $16.3 million to identifiable intangible assets and ~~deferred revenue, which may result in an adjustment~~the remainder to ~~the preliminary purchase price allocation~~net tangible liabilities assumed. All valuations were finalized as of June 30, 2022..

Theestimated fair values were determined through established and generally accepted valuation techniques, including work performed by third-party valuation specialists. The fair value of working capital related items, such as accounts receivable, other current assets and accrued liabilities, approximated their book values at the date of acquisition. The fair value of the acquired deferred revenue was estimated using the cost build-up approach. The cost build-up approach determines fair value using estimates of the costs required to provide the contracted deliverables plus an assumed profit. The total costs including the assumed profit were adjusted to present value using a discount rate considered appropriate. The resulting fair value approximates the amount that the Company would be required to pay to a third party to assume the obligation. Valuations of the intangible assets were valued using income approaches based on management projections, which the Company considers to be Level 3 inputs. The Company also continues to analyze the tax implications of the acquisition of the intangible assets which may ultimately impact the overall level of goodwill associated with the acquisition. Results of operations of Ipanema have been included in the operations of the Company beginning with the Acquisition Date.

~~The preliminary purchase price allocation is set forth in the table below and reflects estimated fair values (in thousands):~~

~~The following table presents details of the identifiable intangible assets acquired as part of the acquisition (in thousands):~~

The amortization for the developed technologies is recorded in “Cost of revenues” for product and the amortization for the remaining intangibles is recorded in “Amortization of intangibles” in the accompanying condensed consolidated statements of operations. The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of Ipanema. The Company will not be entitled to amortization of the goodwill and intangible assets for tax purposes as this acquisition is a nontaxable stock acquisition.

~~The results of operations of Ipanema are included in the accompanying condensed consolidated results of operations beginning September 15, 2021.~~ ~~The overall results of Operations of Ipanema were not material to the condensed consolidated financial statements of Extreme.~~

~~In the quarter ended September 30, 2021, the Company incurred acquisition and integration related expenses of $1.5 million associated with the acquisition of Ipanema. A~~cquisition and integration costs consist primarily of professional fees for financial and legal advisory services. Such acquisition-related costs were expensed as incurred and are included in “Acquisition and integration costs” in the accompanying condensed consolidated statements of operations.

~~The following~~ unaudited pro forma results of operations ~~are presented as though~~reflect the Acquisition as if it had occurred ~~as of the beginning of the earliest period presented,~~on July 1, 2020, the beginning of fiscal 2021, after giving effect to purchase accounting adjustments relating to ~~deferred revenue,~~ depreciation and amortization of intangibles and acquisition and integration costs.

The pro forma results of operations are not necessarily indicative of the combined results that would have occurred had the acquisition been consummated as of the beginning of fiscal 2021, nor are they necessarily indicative of future operating results. The unaudited pro forma results do not include the impact of synergies, nor any potential impacts on current or future market conditions, which could alter the unaudited pro forma results.

The unaudited pro forma financial information for the three months ended September 30, ~~2020~~2021 combines the historical results for Extreme for ~~such periods assuming the transaction closed on July 1, 2020,~~that period, which include the results of Ipanema subsequent to the Acquisition Date, and Ipanema’s historical results up to the Acquisition Date.

The following table summarizes the unaudited pro forma financial information (in thousands, except per share amounts):

*Amount reflects the adoption of ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which the Company early adopted the standard in the quarter ended December 31, 2021 and retrospectively applied to the fiscal year beginning July 1, 2021.

~~The Company values its inventory~~Inventories are stated at the lower of cost, determined on the first-in, first-out (“FIFO”) basis, or net realizable value. Extreme uses a standard cost methodology to determine the cost basis for its inventories. Cost is computed using standard cost, which approximates actual cost, on a first-in, first-out basis. The Company adjusts the carrying value of its inventory when conditions exist that suggest that inventory may be in excess of anticipated demand or is obsolete based upon assumptions about future demand. At the point of ~~the~~ loss recognition, a new, lower-cost basis for that inventory is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. Any previously written down or obsolete inventory subsequently sold has not had a material impact on gross margin for any of the periods presented.

	September 30, 2021		June 30, 2021		September 30, 2022		June 30, 2022
Finished goods	$	26,398	$	27,901	$	45,534	$	40,733
Raw materials		6,041		4,984		6,232		8,498
Total Inventories	$	32,439	$	32,885
Total inventories					$	51,766	$	49,231

	September 30, 2021			June 30, 2021			September 30, 2022			June 30, 2022
Computers and equipment	$	74,943		$	75,866		$	76,535		$	75,387
Purchased software		41,421			40,037			48,397			47,161
Office equipment, furniture and fixtures		10,219			10,201			9,428			9,463
Leasehold improvements		53,130			53,329			52,460			52,564
Total property and equipment		179,713			179,433			186,820			184,575
Less: accumulated depreciation and amortization		(126,835	)		(124,429	)		(138,868	)		(134,997	)
Property and equipment, net	$	52,878		$	55,004		$	47,952		$	49,578

Deferred revenue represents amounts for deferred maintenance, support, SaaS, and other deferred revenue including professional services and training when the revenue recognition criteria have not been met.

The majority of the Company’s hardware products are shipped with either a one-year warranty or a limited lifetime warranty, and software products receive a 90-day warranty. Upon shipment of products to its customers, the Company estimates expenses for the cost to repair or replace products that may be returned under warranty and accrues a liability in cost of product revenues for this amount. The determination of the Company’s warranty requirements is based on actual historical experience with the product or product family, estimates of repair and replacement costs and any product warranty problems that are identified after shipment. The Company estimates and adjusts these accruals at each balance sheet date in accordance with changes in these factors.

The following table summarizes the activity related to the Company’s product warranty liability during the three months ended September 30, ~~2021~~2022 and ~~2020~~2021 (in thousands):

	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Balance beginning of period	$	11,623		$	14,035		$	10,852		$	11,623
Warranties assumed due to acquisition		41			—			—			41
New warranties issued		2,710			3,079			4,008			2,710
Warranty expenditures		(3,594	)		(3,630	)		(3,338	)		(3,594	)
Balance end of period	$	10,780		$	13,484		$	11,522		$	10,780

To facilitate sales of its products in the normal course of business, the Company indemnifies its resellers and end-user customers with respect to certain matters. The Company has agreed to hold the customer harmless against losses arising for intellectual property infringement and certain other losses. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. It is not possible to estimate the maximum potential amount under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under these agreements have not had a material impact on its operating results or financial position.

The Company may be subject to concentration of credit risk as a result of certain financial instruments consisting of accounts receivable. See Note 3, Revenues, for the Company’s accounts receivable concentration. The Company does not invest an amount exceeding 10% of its combined cash in the securities of any one obligor or maker, except for obligations of the United States government, obligations of United States government agencies and money market accounts.

A three-tier fair value hierarchy is utilized to prioritize the inputs used in measuring fair value. The hierarchy gives the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels are defined as follows:

The following table presents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis at September 30, ~~2021~~2022 and June 30, ~~2021~~2022 (in thousands).

September 30, 2021

Level 1

Level 2

Level 3

Total

Liabilities

Foreign currency derivatives

$
—

$
740

$
—

$
740

Interest rate swaps

—

937

—

937

Acquisition-related contingent consideration obligations

—

—

358

358

Total liabilities measured at fair value

$
—

$
1,677

$
358

$
2,035

September 30, 2022	Level 1		Level 2		Level 3		Total
Assets
Foreign currency derivatives	$	—	$	21	$	—	$	21
Interest rate swaps	$	—	$	1,338	$	—	$	1,338
Total assets measured at fair value	$	—	$	1,359	$	—	$	1,359

June 30, 2021	Level 1		Level 2		Level 3		Total
June 30, 2022									Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps									$	—	$	1,314	$	—	$	1,314
Total assets measured at fair value									$	—	$	1,314	$	—	$	1,314
Liabilities
Foreign currency derivatives	$	—	$	560	$	—	$	560	$	—	$	31	$	—	$	31
Interest rate swaps		—		1,133		—		1,133
Acquisition-related contingent consideration obligations		—		—		913		913
Total liabilities measured at fair value	$	—	$	1,693	$	913	$	2,606	$	—	$	31	$	—	$	31

The Company’s financial instruments consist of cash, accounts receivable, accounts payable, and accrued liabilities. The Company states accounts receivable, accounts payable and accrued liabilities at their carrying value, which approximates fair value due to the short time to the expected receipt or payment.

The fair value of derivative instruments under the Company’s foreign exchange forward contracts and interest rate swaps are estimated based on valuations provided by alternative pricing sources supported by observable inputs which is considered Level 2.

As of September 30, ~~2021~~2022 and June 30, ~~2021,~~2022, the Company had foreign exchange forward contracts that were not designated as hedging instruments with notional principal amount of ~~$22.6~~$4.2 million and ~~$23.0~~$9.6 million, respectively. These contracts have maturities of 40 days or less. Changes in the fair value of these foreign exchange forward contracts not designated as hedging instruments are included in other income ~~(expense), net~~or expense in the condensed consolidated statement of operations. For the three months ended September 30, 2022, and 2021, there were net losses of $0.5 million and $0.2 ~~million. For the three months ended September 30, 2020, there were gains of less than $0.1 million.~~million, respectively. As of September 30, ~~2021~~2022 and June 30, ~~2021, the Company had~~2022 there were no outstanding foreign exchange forward ~~contracts~~contract that were designated as hedging instruments with notional principal amount of $11.3 million and $21.8 million, respectively. These contracts have maturities of less than twelve months. Gains and losses arising from these contracts designated as hedging instruments are recorded as a component of accumulated other comprehensive income (loss). As of September 30, 2021 and June 30, 2021, these contracts had unrealized losses of $0.4 million and $0.2 million, respectively. See Note 13, Derivatives and Hedging, for additional information.instruments.

The fair values of the interest rate swaps are based upon inputs corroborated by observable market data which is considered Level 2. As of September 30, ~~2021~~2022 and as of June 30, ~~2021~~2022, the Company had interest rate swap contracts, designated as cash flow hedges, with the total notional amount of ~~$200.0 million.~~$75.0 million, respectively. Changes in fair value of these contracts are recorded as a component of accumulated other comprehensive ~~loss.~~income. As of September 30, ~~2021~~2022 and as of June 30, ~~2021~~2022, these contracts had an unrealized ~~loss~~gain of ~~$0.9 million and $1.1~~$1.3 million, respectively. See Note 13, Derivatives and Hedging, for additional information.

The fair value of the borrowings under the 2019 Credit Agreement (as ~~discussed~~defined in Note 8) is estimated based on valuations provided by alternative pricing sources supported by observable inputs which is considered Level 2. Since the interest rate is variable for the 2019 Credit Agreement, the fair value approximates the face amount of the Company’s indebtedness of ~~$330.0~~$271.5 million and $~~346.7~~$308.6 million as of September 30, ~~2021,~~2022, and June 30, ~~2021,~~2022, respectively.

Certain of the Company’s assets, including intangible assets and goodwill are measured at fair value on a non-recurring basis if impairment is indicated.

AtAs of September 30, ~~2021~~2022, and June 30, ~~2021,~~2022, the Company ~~reflected one~~did not have any asset or liability measured at fair value of $0.4 million and $0.9 million, respectively, for contingent consideration related to a certain acquisition completed in fiscal 2018. The fair value measurement of the contingent consideration obligation is determined using Level 3 inputs. These fair value measurements represent Level 3 measurements as they are based on significant inputs not observable in the market. Changes in the value of the contingent consideration obligations is recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations.that were considered level 3.

~~The change in the acquisition-related contingent consideration obligations is as follows (in thousands):~~

There were 0no transfers of assets or liabilities between Level 1, Level 2 and Level 3 during the three months ended September 30, ~~2021~~2022 and ~~2020~~2021. There were 0no impairments recorded for the three months ended September 30, ~~2021~~2022 and ~~2020.~~

~~The Company determines the basis of the cost of a security sold or the amount reclassified out of accumulated other comprehensive loss into earnings using the specific identification method.~~ 2021.

The following tables summarize the components of gross and net intangible asset balances (dollars in thousands):

	Weighted Average							Weighted Average
	Remaining Amortization	Gross Carrying		Accumulated		Net Carrying		Remaining Amortization	Gross Carrying		Accumulated		Net Carrying
	Period	Amount		Amortization		Amount		Period	Amount		Amortization		Amount
September 30, 2021
September 30, 2022
Developed technology	3.4 years	$	170,600	$	135,112	$	35,488	3.4 years	$	170,600	$	149,990	$	20,610
Customer relationships	4.6 years		64,839		55,074		9,765	3.7 years		64,839		57,186		7,653
Backlog	— years		400		400		—
Trade names	0.6 years		10,700		10,429		271	0 years		10,700		10,700		-
License agreements	5.2 years		2,445		2,071		374	4.2 years		2,445		2,143		302
Total intangibles, net		$	248,984	$	203,086	$	45,898		$	248,584	$	220,019	$	28,565

The amortization expense of intangibles for the periods presented is summarized below (in thousands):

	Three Months Ended				Three Months Ended
	September 30, 2021		September 30, 2020		September 30, 2022		September 30, 2021
Amortization of intangibles in “Total cost of revenues”	$	5,286	$	6,699	$	3,605	$	5,286
Amortization of intangibles in "Operations"		1,154		1,792
Amortization of intangibles in "Total operating expenses"						523		1,154
Total amortization expense	$	6,440	$	8,491	$	4,128	$	6,440

The amortization expense that is recognized in “Total cost of revenues” is comprised of amortization for most of developed technology and license ~~agreements and other intangibles.~~agreements.

The estimated future amortization expense to be recorded for each of the respective future fiscal years is as follows (in thousands):

	September 30, 2021			June 30, 2021			September 30, 2022			June 30, 2022
Current portion of long-term debt:
Term Loan	$	28,500		$	26,125		$	38,000		$	35,625
Less: unamortized debt issuance costs		(2,356	)		(2,404	)		(2,236	)		(2,276	)
Current portion of long-term debt	$	26,144		$	23,721		$	35,764		$	33,349

Long-term debt, less current portion:
Term Loan	$	301,500		$	320,625		$	233,500		$	273,000
Less: unamortized debt issuance costs		(4,121	)		(4,760	)		(1,860	)		(2,430	)
Total long-term debt, less current portion		297,379			315,865			231,640			270,570
Total debt	$	323,523		$	339,586		$	267,404		$	303,919

~~In connection with the acquisition of Aerohive Networks, Inc., on~~On August 9, 2019, the Company entered into an Amended and Restated Credit Agreement (the “2019 Credit Agreement”), by and among the Company, as borrower, several banks and other financial institutions as Lenders, BMO Harris Bank N.A., as an issuing lender and swingline lender, Silicon Valley Bank, as an Issuing Lender, and Bank of Montreal, as administrative agent and collateral agent for the Lenders.

The 2019 Credit Agreement provides for a five-year first lien term loan facility in an aggregate principal amount of ~~$380~~$380.0 million and a five-year revolving loan facility in an aggregate principal amount of ~~$75~~$75.0 million (the “2019 Revolving Facility”). In addition, the Company may request incremental term loans and/or incremental revolving loan commitments in an aggregate amount not to exceed the sum of ~~$100~~$100.0 million, plus an unlimited amount that is subject to pro forma compliance with certain financial tests. On August 9, 2019, the Company used the additional proceeds from the term loan to partially fund the Acquisition and for working capital and general corporate purposes.

At the Company’s election, the initial term loan under the 2019 Credit Agreement may be made as either base rate loans or Eurodollar loans. The applicable margin for base rate loans ranges from 0.25% to 2.50% per annum and the applicable margin for Eurodollar loans ranges from 1.25% to 3.50%, in each case based on Extreme’s consolidated leverage ratio. All Eurodollar loans are subject to a Base Rate of 0.00%. In addition, the Company is required to pay a commitment fee of between 0.25% and 0.40% quarterly (currently ~~0.30%~~0.25%) on the unused portion of the 2019 Revolving Facility, also based on the Company’s consolidated leverage ratio. Principal installments are payable on the new term loan in varying percentages quarterly starting December 31, 2019 and to the extent not previously paid, all outstanding balances are to be paid at maturity. The 2019 Credit Agreement is secured by substantially all of the Company’s assets.

The 2019 Credit Agreement requires the Company to maintain certain minimum financial ratios at the end of each fiscal quarter. The 2019 Credit Agreement also includes covenants and restrictions that limit, among other things, the Company’s ability to incur additional indebtedness, create liens upon any of its property, merge, consolidate or sell all or substantially all of its assets. The 2019 Credit Agreement also includes customary events of default which may result in acceleration of the payment of the outstanding balance.

On April 8, 2020, the Company entered into ~~the first~~an amendment to the 2019 Credit Agreement (the “First Amendment”) to waive certain terms and financial covenants of the 2019 Credit Agreement through July 31, 2020. On May 8, 2020, the Company entered into ~~the~~a second amendment to the 2019 Credit Agreement (the “Second Amendment”), which superseded the First Amendment and provided certain revised terms and financial covenants through March 31, 2021. ~~Subsequent to March 31, 2021, the original terms and financial covenants under the 2019 Credit Agreement resumed in effect.~~ The Second Amendment required the Company to maintain certain minimum cash requirement and ~~certain~~ financial metrics at the end of each fiscal quarter through March 31, ~~2021.~~

Under the terms of the Second Amendment, the Company was not permitted to exceed $55.0 million in its outstanding balance under the 2019 Revolving Facility, the applicable margin for Eurodollar rate was 4.5%,2021 and the Company was restricted from pursuing certain activities such as incurring additional debt, stock repurchases, making acquisitions or declaring a dividend, until the Company was in compliance with the original covenants of the 2019 Credit Agreement.

On November 3, 2020, ~~The~~the Company and its lenders entered into ~~the~~a Third Amendment to the 2019 Credit Agreement (the “Third Amendment”), to increase the sublimit for letters of credit to $20.0 million. On December 8, 2020, the Company and its lenders entered into ~~the~~a fourth amendment to the 2019 Credit Agreement (the “Fourth Amendment”), to waive and amend certain terms and financial covenants within the 2019 Credit Agreement through March 31, 2021.

The Second Amendment provided for the Company to end the covenant Suspension Period early and revert to the covenants and interest rates per the original terms of the 2019 Credit Agreement dated August 9, 2019 by filing a Suspension Period Early Termination Notice and Covenant Certificate demonstrating compliance. For the twelve-month period ended March 31, 2021, the Company’s financial performance was in compliance with the original covenants defined in the 2019 Credit Agreement and, as such,

the Company filed a Suspension Early Termination Notice and Covenant Certificate with the administration agent subsequent to filing ~~our~~the Company’s Quarterly Report on Form 10-Q for the ~~quarterly~~ period ended March 31, 2021. Returning to compliance, ~~with the covenants per~~ the original terms ofand financial covenants under the 2019 Credit Agreement dated August 9, 2019 ~~resulted~~resumed in effect. During the ~~Company’s Eurodollar loan spread decreasing from 4.5% during~~three months ended September 30, 2022, the ~~suspension period to 2.75%~~Company was in compliance with all the terms and ~~unused facility commitment fee decreasing from 0.4% to 0.35%, and~~financial covenants under the ~~limitation on revolver borrowings being removed effective May 1, 2021 after filing of the certificate with the administrative agent.~~2019 Credit Agreement.

Financing costs incurred in connection with obtaining long-term financing are deferred and amortized over the term of the related indebtedness or credit agreement. During the year ended June 30, 2020, the Company incurred $10.5 million of deferred financing costs in conjunction with the 2019 Credit Agreement and $1.5 million of deferred financing costs from the amendments, a~~nd continues to amortize $1.6 million of debt issuance costs as of August 9, 2019 that were associated with the previous facility. The interest rate as of September 30, 2021 was 2.4%. and as of September 30, 2020 was 4.9%.~~

Amortization of deferred financing costs included in “Interest expense” in the accompanying condensed consolidated statements of operations ~~totaled $0.8~~were $0.7 million and $0.8 millionfor the three months ended September 30, ~~2021~~2022 and ~~2020~~2021.

~~During the fiscal year ended June~~The interest rate as of September 30, 2022 was 4.5% and as of September 30, 2021 was 2.4%.

As of September 30, 2022, the Company ~~repaid $55.0 million~~did not have any outstanding balance against its 2019 Revolving Facility’s outstanding ~~balance of $55.0 million and has 0 remaining outstanding balance at September 30, 2021.~~balance. The Company ~~has~~had $60.2 million of availability under the 2019 Revolving Facility as of September 30, ~~2021.~~2022. During the three months ended September 30, 2022 and 2021, the Company made an additional payment of ~~$12~~$30.0 million and $12.0 million against its term loan ~~facility.~~facility, respectively.

The Company had $14.8 million of outstanding letters of credit as of September 30, ~~2021.~~2022.

The Company currently has arrangements with contract manufacturers and suppliers for the manufacture of its products. Those arrangements allow the contract ~~manufactures~~manufacturers to procure long lead-time component inventory based upon a rolling production forecast provided by the Company. The Company is obligated to purchase long lead-time component inventory that its contract manufacturer procures in accordance with the forecast, unless the Company gives notice of order cancellation outside of applicable component lead-times. As of September 30, ~~2021,~~2022, the Company had commitments to purchase ~~$64.9~~$52.4 million of inventory.

The Company may from time to time be party to litigation arising in the course of its business, including, without limitation, allegations relating to commercial transactions, business relationships or intellectual property rights. Such claims, even if not meritorious, could result in the expenditure of significant financial and managerial resources. Litigation in general, and intellectual property in particular, can be expensive and disruptive to normal business operations. Moreover, the results of legal proceedings are difficult to predict.

In accordance with applicable accounting guidance, the Company records accruals for certain of its outstanding legal proceedings, investigations or claims when it is probable that a liability will be incurred, and the amount of loss can be reasonably estimated. The Company evaluates, at least on a quarterly basis, developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would result in a loss contingency to become both probable and reasonably estimable. When a loss contingency is not both probable and reasonably estimable, the Company does not record a loss accrual. However, if the loss (or an additional loss in excess of any prior accrual) is at least reasonably possible and material, then the Company would disclose an estimate of the possible loss or range of loss, if such estimate can be made, or disclose that an estimate cannot be made. The assessment whether a loss is probable or a reasonable possibility, and whether the loss or a range of loss is estimable, involves a series of complex judgments about future events. Even if a loss is reasonably possible, the Company may not be

able to estimate a range of possible loss, particularly where (i) the damages sought are substantial or indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel or unsettled legal theories or a large number of parties. In such cases, there is considerable uncertainty regarding the ultimate resolution of such matters, including the amount of any possible loss, fine or penalty. AnHowever, an adverse resolution of one or more of such matters could have a material adverse effect on the Company's results of operations in a particular quarter or fiscal year.

On April 19, 2017, XR Communications, LLC (“XR”) (d/b/a Vivato Technologies) filed a patent infringement lawsuit against the Company in the Central District of California. The operative Second Amended Complaint asserts infringement of certain U.S. Patent based on the Company’s manufacture, use, sale, offer for sale, and/or importation into the United States of certain access points and routers supporting multi-user, multiple-input, multiple-output technology. XR seeks unspecified damages, on-going royalties, pre- and post-judgment interest, and attorneys’ fees. The ~~stay issued by~~Court dismissed the ~~District Court~~case without prejudice on January 4, 2022 and on April 18, 2022, entered final judgment in ~~2018 has been lifted.~~favor of the Company. XR filed a notice of appeal on May 9, 2022 and a response brief from the Company and other defendants is due on November 2, 2022.

Orckit IP, LLC v. Extreme Networks, Inc., Extreme Networks Ireland Ltd., and Extreme Networks GmbH

On February 1, 2018, Orckit IP, LLC (“Orckit”) filed a patent infringement lawsuit against the Company and its Irish and German subsidiaries in the District Court in Dusseldorf, Germany. The lawsuit alleges direct and indirect infringement of the German portion of a patent (“EP ~~’364”~~‘364”) based on the offer, distribution, use, possession and/or importation into Germany of certain network switches that are equipped with the ExtremeXOS operating system. Orckit is seeking injunctive relief, accounting, and an unspecified declaration of liability for damages and costs of the lawsuit. On January 28, 2020, the Court rendered a decision in the infringement case in favor of the Company. The matter is proceeding through the appellate ~~process, and an oral hearing was held on October 21, 2021. A decision is pending.~~

On April 23, 2019, Orckit filed an extension of the patent infringement complaint against the Company and its Irish and German subsidiaries in the District Court in Dusseldorf, Germany. With this extension, Orckit alleges infringement of the German portion of a second patent (“EP ‘077”) based on the offer, distribution, use, possession and/or importation into Germany of certain network switches that the Company no longer sells in Germany. Orckit is seeking injunctive relief, accounting and sales information, and a declaration of liability for damages as well as costs of the lawsuit. On October 13, 2020, the Court issued an infringement decision against the Company and granted to Orckit the right to enforce the judgment against the Company, which Orckit has provided notification to the Company that it will enforce the judgment. In the rendering of account, Orckit was informed that the products at issue were in end of sale status prior to the filing of the EP‘077 complaint. The Company has appealed the infringement decision, and t~~The~~he matter is proceeding through the appellate process.

The Company filed a nullity action related to the EP ‘364 patent on May 3, 2018, and one related to the EP ‘077 patent on October 31, 2019, both in the Federal Patent Court in Munich. The ~~court~~Federal Patent Court in Munich found the EP ‘364 patent to be valid and the Company ~~is considering~~has filed an appeal. ~~The case filed to seek to invalidate~~On October 25, 2022, the ~~EP ‘077 patent is proceeding.~~Federal Patent Court in Munich issued an opinion partially invalidating the patent.

SNMP Research, Inc. and SNMP Research International, Inc. v. Broadcom Inc., Brocade Communications Systems LLC, and Extreme Networks, Inc.

On October 26, 2020, SNMP Research, Inc. and SNMP Research International, Inc. (collectively, “SNMP”) filed a lawsuit against the Company in the Eastern District of Tennessee for copyright infringement, alleging that the Company was not properly licensed to use ~~their~~its software. SNMP is seeking actual damages and profits attributed to the infringement, as well as equitable relief. The Company ~~has~~ filed ~~a motion to dismiss and~~ a motion to transfer the case to the Northern District of California. ~~Both motions are pending. A~~The motion to dismiss was denied in part and denied without prejudice in part. The Company also filed, and was granted, a motion to compel mediation. The parties have selected a mediator and set a mediation date of January 19, 2023. The trial date set for February 2023 has been ~~set for November 2022.~~rescheduled to January 2024.

Mala Technologies Ltd. v. Extreme Networks GmbH, Extreme Networks Ireland Ops Ltd., and Extreme Networks, Inc.

On April 15, 2021, Mala Technologies Ltd. (“Mala”) filed a patent infringement lawsuit against the Company and its Irish and German subsidiaries in the District Court in Dusseldorf, Germany. The lawsuit alleges indirect infringement of the German portion of a patent (“EP ‘498”) based on the offer and sale in Germany of certain network switches equipped with the ExtremeXOS operating system. Mala is seeking injunctive relief, accounting, and an unspecified declaration of liability for damages and costs of the lawsuit. A hearing date ~~has~~that had been set for July 14, 2022 has been postponed until November 22, 2022. The Company filed a nullity action related to the EP’498 patent on September 24, 2021 in the German Federal Patent Court.

Subject to certain limitations, the Company may be obligated to indemnify its current and former directors, officers and employees. These obligations arise under the terms of its certificate of incorporation, its bylaws, applicable contracts, and applicable law. The obligation to indemnify, where applicable, generally means that the Company is required to pay or reimburse, and in certain circumstances the Company has paid or reimbursed, the ~~individuals'~~individuals’ reasonable legal expenses and possibly damages and other liabilities incurred in connection with certain legal matters. The Company also procures Directors and Officers liability insurance to

help cover its defense and/or indemnification costs, although its ability to recover such costs through insurance is uncertain. While it is not possible to estimate the maximum potential amount that could be owed under these governing documents and agreements due to the Company’s limited history with prior indemnification claims, indemnification (including defense) costs could, in the future, have a material adverse effect on the Company’s consolidated financial position, results of operations and cash flows.

On ~~April 26, 2012,~~May 17, 2021, the Company entered into anthe Amended and Restated Tax Benefit Preservation Plan (the “2021 Tax Benefit Preservation Plan”), which amended and restated the Amended and Restated Rights Agreement between the Company and Computershare Shareholder Services LLC, as the rights ~~agent (as amended,~~agent. The 2021 Tax Benefit Preservation Plan was approved by stockholders of the ~~“Restated Rights Plan”).~~Company at the annual meeting of stockholders on November 4, 2021. The ~~Restated Rights~~2021 Tax Benefit Preservation Plan governs the terms of each right (“Right”) that has been issued with respect to each share of common stock of Extreme Networks. Each Right initially represents the right to purchase one one-thousandth of a share of the Company’s Preferred Stock.

The Company’s Board of Directors (the “Board”) adopted the ~~Restated Rights~~2021 Tax Benefit Preservation Plan to preserve the value of deferred tax assets, including net operating loss carry forwards of the Company, with respect to its ability to fully use its tax benefits to offset future income which may be limited if the Company experiences an “ownership change” for purposes of Section 382 of the Internal Revenue Code of 1986 as a result of ordinary buying and selling of shares of its common stock. Following its review of the terms of the plan, the Board decided it was necessary and in the best interests of the Company and its stockholders to enter into the ~~Restated Rights Plan. From 2013 through 2020, the Board and stockholders approved amendments providing for one-year extensions of the term of the Restated Rights Plan.~~ ~~On May 17, 2021, the Board unanimously approved the~~ 2021 Tax Benefit Preservation Plan, which amended and restated the Restated Rights Plan with a term that expires on May 17, 2024. The amendment was approved by the stockholders of the Company at the annual meeting of stockholders on November 4, 2021.Plan.

The Compensation Committee of the Board unanimously approved an amendment to the Extreme Networks, Inc. Amended and Restated 2013 Equity Incentive Plan (the “2013 Plan”) on ~~August 11, 2021 to update tax withholding obligations. The Compensation Committee of the Board unanimously approved an amendment to the 2013 Plan on~~ September ~~10, 2021~~12, 2022 to increase the maximum number of available shares by ~~7.9~~6.5 million shares, which ~~amendment was approved~~is pending ratification by the stockholders at the Company’s annual meeting of the stockholders to be held on November ~~4, 2021.~~17, 2022.

The Compensation Committee of the Board unanimously approved an amendment to the 2014 Employee Stock Purchase Plan (the “ESPP”) on September 9, 2021 to increase the maximum number of shares that will be available for sale thereunder by 7.5 million shares. The amendment was approved by the stockholders of the Company at the annual meeting of stockholders held on November 4, 2021.

On ~~November 2, 2018,~~May 18, 2022, the Company announced the Board had authorized management to repurchase up to ~~$60.0~~$200.0 million ~~of the Company’s common stock~~ over a ~~two-year~~three-year period ~~from the date~~commencing July 1, 2022. A maximum of ~~authorization.~~$25.0 million may be repurchased in any quarter. Purchases may be made from time to time ~~through any means including, but not limited to,~~in the open market ~~purchases and privately negotiated transactions. In February 2020, the Board increased the authorization~~or pursuant to repurchase by $40.0 million to $100.0 million and extended the period for repurchase for three years from February 5, 2020. A maximum of $30.0 million of the Company’s common stock may be repurchased in any calendar year.a 10b5-1 plan.

There were 0no shares repurchased during the three months ended September 30, ~~2021~~2022 and ~~2020.~~2021. As of September 30, 2022, approximately $200.0 million remains available for share repurchases under the program.

The Company had the following reserved shares of common stock for future issuance as of the dates noted (in thousands):

	September 30, 2021		June 30, 2021		September 30, 2022		June 30, 2022
2013 Equity Incentive Plan shares available for grant		2,784		6,753		3,341		11,430
Employee stock options and awards outstanding		10,553		10,359		11,210		7,616
2014 Employee Stock Purchase Plan		3,425		4,414		9,280		9,961
Total shares reserved for issuance		16,762		21,526		23,831		29,007

Share-based compensation expense recognized in the condensed consolidated financial statements by line-item caption is as follows (in thousands):

	Three Months Ended				Three Months Ended
	September 30, 2021		September 30, 2020		September 30, 2022		September 30, 2021
Cost of product revenues	$	310	$	258	$	374	$	310
Cost of service and subscription revenues		362		372		672		362
Research and development		2,458		2,272		3,090		2,458
Sales and marketing		3,575		2,647		4,639		3,575
General and administrative		3,739		2,753		5,014		3,739
Total share-based compensation expense	$	10,444	$	8,302	$	13,789	$	10,444

The following table summarizes stock option activity for the three months ended September 30, ~~2021~~2022 (in thousands, except per share and contractual term):

Number of Shares

Weighted-Average Exercise Price Per Share

Weighted-Average Remaining Contractual Term (years)

Aggregate Intrinsic Value

Options outstanding at June 30, 2021

1,645

$
5.44

3.62

$
9,404

Granted

—

—

Exercised

(80
)

2.67

Cancelled

—

—

Options outstanding at September 30, 2021

1,565

$
5.58

3.52

$
6,677

Vested and expected to vest at September 30, 2021

1,565

$
5.58

3.52

$
6,677

Exercisable at September 30, 2021

1,247

$
5.29

3.16

$
5,674

	Number of Shares		Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (years)		Aggregate Intrinsic Value
Options outstanding at June 30, 2022		1,187	$	6.56		3.70	$	2,801
Granted		—		—
Exercised		—		—
Cancelled		—		—
Options outstanding at September 30, 2022		1,187	$	6.56		3.45	$	7,727
Vested and expected to vest at September 30, 2022		1,187	$	6.56		3.45	$	7,727
Exercisable at September 30, 2022		1,028	$	6.54		3.37	$	6,713

The fair value of each stock option grant under the 2013 Plan is estimated on the date of grant using the Black-Scholes-Merton option valuation model. The expected term of options granted is derived from historical data on employee exercise and post-vesting employment termination behavior. The risk-free rate is based upon the estimated life of the option and the U.S. Treasury yield curve in effect at the time of grant. Expected volatility is based on the historical volatility on the Company’s stock. There were 0no stock options granted during the three months ended September 30, ~~2021~~2022 and ~~2020.~~2021. There were no stock options exercised during the three months ended September 30, 2022.

Stock awards may be granted under the 2013 Plan on terms approved by the Compensation Committee of the Board. Stock awards generally provide for the issuance of restricted stock units (“RSUs”) including performance-condition or market-condition RSUs which vest over a fixed period of time or based upon the satisfaction of certain performance criteria or market conditions. The Company recognizes compensation expense on the awards over the vesting period based on the awards’ fair value as of the date of grant. The Company does not estimate forfeitures, but accounts for them as incurred.

The following table summarizes stock award activity for the three months ended September 30, ~~2021~~2022 (in thousands, except grant date fair value):

	Number of Shares			Weighted- Average Grant Date Fair Value		Aggregate Fair Value		Number of Shares			Weighted- Average Grant Date Fair Value		Aggregate Fair Value
Non-vested stock awards outstanding at June 30, 2021		8,714		$	5.51
Non-vested stock awards outstanding at June 30, 2022									6,429		$	9.57
Granted		3,611			11.37				5,845			14.38
Released		(3,161	)		5.17				(2,111	)		8.10
Cancelled		(176	)		5.93				(140	)		11.22
Non-vested stock awards outstanding at September, 2021		8,988		$	7.97	$	88,534
Stock awards expected to vest at September 30, 2021		8,988		$	7.97	$	88,534
Non-vested stock awards outstanding at September 30, 2022									10,023		$	12.66	$	130,996
Stock awards expected to vest at September 30, 2022									10,023		$	12.66	$	130,996

The ~~RSU's~~RSU’s granted under the 2013 ~~plan~~Plan vest over a period of time, generally one to three years, and are subject to participant's continued service to the Company. The stock awards granted during the three months ended September 30, ~~2021~~2022 included ~~0.9~~1.3 million RSUs including the market condition awards discussed below to named executive officers and directors.

During the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, the Compensation Committee of the Board ~~approved 0.7~~granted 1.0 million and ~~0.5~~0.7 million RSUs, respectively, with vesting based on market conditions (“MSU”) to certain of the Company’s executive officers. These MSUs vest based on the Company’s total shareholder return (“TSR”) relative to the TSR of the Russell 2000 Index (“Index”). The MSU award represents the right to receive a target number of shares of common stock of up to 150% of the original grant. The MSUs vest based on the Company’s TSR relative to the TSR of the Index over performance periods of three years from the grant date, subject to the grantees’ continued service through the certification of performance.

Total shareholder return is calculated based on the average closing price for the 30-trading days prior to the beginning and end of the performance periods. Performance is measured based on three periods, with the ability for up to one-third of target shares to vest after years 1one and 2two and the ability for up to the maximum of the full award to vest based on the full ~~3-year~~three-year TSR less any shares vested based on 1-one- and ~~2-year~~two-year periods. Linear interpolation is used to determine the number of shares vested for achievement between target levels.

The grant date fair value of each MSU was determined using the Monte Carlo simulation model. The weighted-average grant-date fair value of ~~these MSU~~the MSUs granted during the three months ended September 30, ~~2021~~2022 was ~~$12.69~~$16.57 per share. The assumptions used in the ~~Monte-Carlo~~Monte Carlo simulation included the expected volatility of ~~66%~~67%, risk-free rate of ~~0.44%~~3.12%, 0no expected dividend yield, expected term of 3three years and possible future stock prices over the performance period based on the historical stock and market prices. The Company recognizes the expense related to these MSUs on a graded-vesting method over the estimated term.

The weighted-average grant-date fair value of ~~these MSU~~the MSUs granted during the three months ended September 30, ~~2020~~2021 was ~~$5.32~~$12.69 per share. The assumptions used in the Monte Carlo simulation included the expected volatility of ~~69%~~66%, risk-free rate of ~~0.18%~~0.44%, 0no expected dividend yield, expected term of 3three years and possible future stock prices over the performance period based on the historical stock and market prices.

The fair value of each share purchase option under the ESPP is estimated on the date of grant using the Black-Scholes-Merton option valuation model with the weighted average assumptions noted in the following table. The expected term of the ESPP represents the term of the offering period of each option. The risk-free rate is based upon the estimated life and on the U.S. Treasury yield curve in effect at the time of grant. Expected volatility is based on the historical volatility on the Company’s stock.

There were ~~1.0~~0.7 million and ~~1.5~~1.0 million shares issued under the ESPP during the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively. The following assumptions were used to determine the grant-date fair values of the ESPP shares during the following periods:

	Employee Stock Purchase Plan						Employee Stock Purchase Plan
	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Expected life	0.5 years			0.5 years			0.5 years			0.5 years
Risk-free interest rate		0.05	%		0.12	%		3.12	%		0.05	%
Volatility		52	%		119	%		60	%		52	%
Dividend yield		—	%		—	%		—	%		—	%

The weighted-average grant-date fair value of shares under the ESPP during the three months ended September 30, 2022 and 2021 was $4.38 and ~~2020 was~~ $3.18 ~~and $2.23~~ per share respectively.

The Company operates in 1one segment, the development and marketing of network infrastructure equipment and related software. The Company conducts business globally and is managed geographically. Revenues are attributed to a geographical area based on the billing address of customers. The Company operates in 3three geographical areas: Americas, ~~which includes the United States, Canada, Mexico, Central America and South America;~~ EMEA ~~which includes Europe, Russia,~~(Europe, Middle East and ~~Africa;~~Africa) and APAC ~~which includes~~ (“Asia ~~Pacific, South Asia, India, Australia and Japan.~~Pacific”). The Company’s chief operating decision maker, who is its CEO, reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance.

See Note 3, Revenues, for the Company’s revenues by geographic regions and channel based on the customer’s billing address.

The Company’s long-lived assets are attributed to the geographic regions as follows (in thousands):

Long-lived Assets	September 30, 2021		June 30, 2021
					September 30, 2022		June 30, 2022
Americas	$	161,956	$	151,839	$	128,508	$	130,715
EMEA		22,486		25,940		34,552		36,792
APAC		12,383		13,560		12,472		11,770
Total long-lived assets	$	196,825	$	191,339	$	175,532	$	179,277

The Company is exposed to interest rate risk on its debt. The Company enters into interest rate swap contracts to effectively manage the impact of fluctuations of interest rate changes on its outstanding debt which has a floating interest rate. The Company does not enter into derivative contracts for trading or speculative purposes.

At the inception date of the derivative contract, the Company performs an assessment of these contracts and has designated these contracts as cash flow hedges. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreement without exchange of the underlying notional amount. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, by performing qualitative and quantitative assessment, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flow of hedged items. Changes in the fair value of a derivative that is qualified, designated and highly effective as a cash flow hedge are recorded in other comprehensive income (loss). When it is determined that a derivative is not highly effective as a hedge or that it has ceased to be a highly effective hedge, the Company discontinues hedge accounting prospectively. In accordance with ASC 815 “Derivatives and Hedging,” the Company may prospectively discontinue the hedge accounting for an existing hedge if the applicable criteria are no longer met, the derivative instrument expires, is sold, terminated or exercised or if the Company removes the designation of the respective cash flow hedge. In those circumstances, the net gain or loss remains in accumulated other comprehensive ~~loss~~income (loss) and is reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings, unless the forecasted transaction is no longer probable in which case the net gain or loss is reclassified into earnings immediately.

During fiscal 2020, the Company entered into multiple interest rate swap contracts, designated as cash flow hedges, to hedge the variability of cash flows in interest payments associated with the Company’s various tranches of floating-rate debt. As of September 30, ~~2021~~2022 and September 30, ~~2020,~~2021, the total notional amount of these interest rate swaps ~~was~~were $75.0 million and $200.0 million, respectively, and had maturity dates through April 2023. As of September 30, ~~2021~~2022 and September 30, ~~2020,~~2021, these contracts had unrealized gains of $1.3 million and unrealized losses of $0.9 million, ~~and $1.8 million,~~ respectively, ~~which~~and are recorded in “Accumulated other comprehensive ~~loss”~~income (loss)” with the associated asset in “Prepaid expenses and other current assets” or with the associated liability in “Other accrued liabilities”, respectively in the condensed consolidated balance ~~sheet.~~sheets. Cash flows associated with periodic settlements of interest rate swaps are classified as operating activities in the condensed consolidated statement of cash flows. Realized gains and losses are recognized as they accrue in interest expense. Amounts reported in accumulated other comprehensive ~~loss~~income (loss) related to these cash flow hedges are reclassified to interest expense over the life of the swap contracts. The Company estimates that ~~$0.8~~$1.3 million will be reclassified to interest ~~expense~~income over the next twelve months. The classification and fair value of these cash flow hedges are discussed in Note 6, Fair Value Measurements.

The Company uses derivative financial instruments to manage exposures to foreign currency that may or may not be designated as hedging instruments. The Company’s objective for holding derivatives is to use the most effective methods to minimize the impact

of these exposures. The Company does not enter into derivatives for speculative or trading purposes. The Company enters into foreign exchange forward contracts primarily to mitigate the effect of gains and losses generated by foreign currency transactions related to certain operating expenses and re-measurement of certain assets and liabilities denominated in foreign currencies.

For foreign exchange forward contracts not designated as hedging instruments, the fair value of the Company’s derivatives in a gain position are recorded in “Prepaid expenses and other current assets” and derivatives in a loss position are recorded in “Other accrued liabilities” in the accompanying condensed consolidated balance sheets. Changes in the fair value of derivatives are recorded in “Other income (expense), net” in the accompanying condensed consolidated statements of operations. As of September 30, ~~2021~~2022 and ~~2020,~~2021, foreign exchange forward contracts not designated as hedging instruments had ~~the~~a total notional principal amount of ~~$22.6~~$4.2 million and ~~$7.5~~$22.6 million, respectively. These contracts have maturities of 40 days or less. The net gains and losses recorded in the condensed consolidated statement of operations from these ~~transactions~~contracts during the three months ended September 30, 2022 and 2021 ~~and 2020~~ were net losses of ~~$0.2~~$0.5 million and ~~gains of less than $0.1~~$0.2 million, respectively. Changes in the fair value of these foreign exchange forward contracts are offset largely by remeasurement of the underlying assets and ~~liabilities~~liabilities.

For foreign exchange forward contracts designated as hedging instruments, gains and losses arising from these contracts are recorded as a component of ~~accumulated~~“accumulated other comprehensive income (loss)” on the condensed consolidated balance sheets. The hedging gains and losses in ~~accumulated~~“accumulated other comprehensive income (loss)” are subsequently reclassified to expenses, as applicable, in the condensed consolidated statements of operations in the same period in which the underlying transactions affect our earnings. As of September 30, ~~2021~~2022, there were no foreign exchange forward contracts designated as hedging instruments. As of September 30, 2021, the Company had foreign exchange forward contracts that were designated as hedging instruments ~~had the~~with a notional principal amount of $11.3 ~~million. These contracts have~~million and had maturities of less than twelve months. Gains and losses arising from these contracts designated as hedging instruments are recorded as a component of “accumulated other comprehensive income (loss)”. As of September 30, 2021, these contracts had unrealized losses of $0.4 million which are recorded in accumulated other comprehensive income (loss) with the associated liability in other accrued liabilities in the accompanying consolidated balance sheets. There were 0 foreign exchange forward contracts at September 30, 2020 that were designated as hedging instruments.million.

The Company recognized total foreign currency gains of ~~$0.3~~$0.9 million and ~~losses of $1.2~~$0.3 million for the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively, related to the change in fair value of foreign currency denominated assets and liabilities.

The Company recorded $0.5 million of restructuring and related charges during the three months ended September 30, 2022, which included additional facilities charges related to previously impaired facilities.As of June 30, 2022, the Company has completed all the restructuring activities under the 2020 Plan noted below and no restructuring liabilities remain in the accompanying condensed consolidated balance sheets.

The Company recorded $0.3 million of restructuring and related charges during the three months ended September 30, 2021 which primarily included additional facility related ~~charges of $0.3 million for~~expenses related to previously impaired facilities. The Company had minimal activity related to the 2020 Plan during the three months ended September 30, 2021. Severance and benefit restructuring charges consisted primarily of employee severance and benefit expenses incurred under the reduction-in-force action initiated in the third quarter of fiscal 2020 (the “2020 Plan”) to reduce operating costs and enhance financial flexibility as a result of disruptions caused by the COVID-19 global pandemic. With the reduction and realignment of the headcount under the 2020 Plan, the Company ~~is relocating~~relocated certain of its lab test equipment to third-party consulting companies. The Company ~~has~~ incurred $9.6 million of charges under the 2020 Plan through ~~September~~June 30, ~~2021. The Company expects to incur additional equipment related relocation expenses of $0.1 million and expects to substantially complete these activities by the first half of fiscal~~ 2022. ~~The facility restructuring charges included additional facilities expenses related to previously impaired facilities.~~

The Company recorded $1.0 million of restructuring and related charges during the three months ended September 30, 2020. The charges included $0.3 million for charges related to facilities which the Company has exited, and $0.7 million for employee severance and benefit expenses incurred under the Company’s restructuring plans.

Restructuring liabilities related to severance, benefits, and equipment relocation obligations are recorded in “Other accrued liabilities” in the accompanying condensed consolidated balance sheets. ~~The following table summarizes the activity related to the severance, benefits, and equipment relocation liabilities during the three months ended~~As of September 30, 2021, ~~(in thousands):~~the restructuring liability was less than $0.1 million.

For the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, the Company recorded an income tax provision of $1.7 million and $2.1 million, ~~and $1.3 million,~~ respectively.

The income tax provisions for the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, consisted of (1) taxes on the income of the Company’s foreign subsidiaries, (2) foreign withholding taxes, (3) state taxes in jurisdictions where the Company has 0no remaining state net operating losses (“NOLs”) and (4) tax expense associated with the establishment of a U.S. deferred tax liability for amortizable goodwill resulting from the acquisition of Enterasys Networks, Inc., the wireless local area network business from Zebra Technologies Corporation, the Campus Fabric Business from Avaya and the Data Center Business from Brocade. The interim income tax provisions for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021 were calculated using the discrete effective tax rate method as allowed by ~~Accounting Standards Codification (“ASC”)~~ASC 740-270-30-18, ~~“Income~~“Income Taxes – Interim ~~Reporting.~~Reporting.” The discrete method is applied when the application of the estimated annual effective tax rate is impractical because it is not possible to reliably estimate the annual effective tax rate. The

discrete method treats the ~~year to date~~year-to-date period as if it was the annual period and determines the income tax expense or benefit on that basis. The Company believes that, at this time, the use of this discrete method is more appropriate than the annual effective tax rate method as (i) the estimated annual effective tax rate method is not reliable due to the high degree of uncertainty in estimating annual pretax earnings on a jurisdictional basis and (ii) the Company’s ongoing assessment that the recoverability of certain U.S. and Irish deferred tax assets is not more likely than not.

The Company has provided a full valuation allowance against all of its U.S. federal and state deferred tax assets as well as a portion of the deferred tax assets in Ireland. ASignificant judgement is required in determining any valuation allowance ~~is determined by~~recorded against deferred tax assets. In assessing ~~both~~the need for a valuation allowance, we consider all available positive and negative ~~and positive~~ evidence to determine whether it is “more likely than not” that deferred tax assets are ~~recoverable;~~recoverable including past operating results, estimates of future taxable income, changes to enacted tax laws, and the feasibility of tax planning strategies; such assessment is required on a jurisdiction-by-jurisdiction basis. The ~~Company's~~Company’s inconsistent earnings in recent periods, including a cumulative loss over the last three years, coupled with its difficulty in forecasting future revenue trends by jurisdiction and the cyclical nature of its business represent sufficient negative evidence to require full valuation allowances against its U.S. federal and state net deferred tax assets as well as a portion of the deferred tax assets in Ireland. These valuation allowances will be evaluated periodically and can be reversed partially or in whole if business results and the economic environment have sufficiently improved to support realization of some or all of the Company's deferred tax assets. In the event we change our determination as to the amount of deferred tax assets that can be realized, we will adjust our valuation allowance with a corresponding impact to the provision for income taxes in the period in which such determination is made.

On September 14, 2021, the Company completed its acquisition of Ipanema. This acquisition is treated as a non-taxable stock acquisition and, therefore, Extreme will have carryover tax basis in the assets and liabilities acquired. A deferred tax liability has been established for the non-deductible amortization of the associated intangibles under US GAAP.

The Company had ~~$19.1~~$18.4 million of unrecognized tax benefits as of September 30, ~~2021.~~2022. If fully recognized in the future, ~~$0.4~~$0.3 million would impact the effective tax rate and ~~$18.7~~$18.1 million would result in adjustments to deferred tax assets and corresponding adjustments to the valuation allowance with no impact to the effective tax rate. The Company does not anticipate any events to occur during the next twelve months that would materially reduce the unrealized tax benefit as currently stated in the Company’s condensed consolidated balance ~~sheet.~~

The Company’s policy is to accrue interest and penalties related to the underpayment of income taxes as a component of tax expense in the accompanying condensed consolidated statements of operations.

In general, the Company’s U.S. federal income tax returns are subject to examination by tax authorities for fiscal years 2001 forward due to ~~net operating losses~~NOLs and the ~~Company's~~Company’s state income tax returns are subject to examination for fiscal years 2000 forward due to ~~net operating losses.~~NOLs. The Company is not currently under audit for income tax purposes in any material jurisdictions.

Basic net ~~income (loss) per share is calculated by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Dilutive~~ income per share is calculated by dividing net income by the ~~weighted average~~weighted-average number of shares of common stock outstanding during the period. Diluted income per share is calculated by dividing net income by the weighted-average number of shares of common stock used in the basic net income ~~(loss)~~ per share calculation plus the dilutive effect of shares subject to repurchase, options and unvested RSUs.

The following table presents the calculation of net income ~~(loss)~~ per share of basic and diluted (in thousands, except per share data):

Three Months Ended

September 30,
2021

September 30,
2020

Net income (loss)

$
12,696

$
(8,812
)

Weighted-average shares used in per share calculation - basic

128,324

121,705

Options to purchase common stock

651

—

Restricted stock units

4,250

—

Employee Stock Purchase Plan shares

—

—

Weighted-average shares used in per share calculation - diluted

133,225

121,705

Net income (loss) per share - basic and diluted

Net income (loss) per share - basic

$
0.10

$
(0.07
)

Net income (loss) per share - diluted

$
0.10

$
(0.07
)

	Three Months Ended
	September 30, 2022		September 30, 2021
Net income	$	12,585	$	12,696
Weighted-average shares used in per share calculation – basic		130,289		128,324
Options to purchase common stock		523		651
Restricted stock units		2,121		4,250
Weighted-average shares used in per share calculation – diluted		132,933		133,225

Net income per share – basic and diluted
Net income per share – basic	$	0.10	$	0.10
Net income per share – diluted	$	0.09	$	0.10

The following securities were excluded from the computation of net income ~~(loss)~~ per diluted share of common stock for the periods presented as their effect would have been anti-dilutive (in thousands):

	Three Months Ended				Three Months Ended
	September 30, 2021		September 30, 2020		September 30, 2022		September 30, 2021
Options to purchase common stock		—		2,864		—		—
Restricted stock units		1,441		8,877		2,343		1,441
Employee Stock Purchase Plan shares		514		750		410		514
Total shares excluded		1,955		12,491		2,753		1,955

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This ~~quarterly report~~Quarterly Report on Form 10-Q, including the following sections, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including in particular, our expectations regarding market demands, customer requirements and the general economic environment, future results of operations, and other statements that include words such as “may,” “will,” “should,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar expressions. These forward-looking statements involve risks and uncertainties. We caution investors that actual results may differ materially from those projected in the forward-looking statements as a result of certain risk factors identified in the section entitled “Risk Factors” in this Quarterly Report on Form 10-Q for the first quarter ended September 30, ~~2021,~~2022, our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2021,~~2022, and other filings we have made with the Securities and Exchange Commission. These risk factors, include, but are not limited to: risks related to supply chain disruptions; fluctuations in demand for our products and services; a highly competitive business environment for network switching equipment; our effectiveness in controlling expenses; the possibility that we might experience delays in the development or introduction of new technology and products; customer response to our new technology and products; fluctuations in the global economy, including political, social, economic, currency and regulatory factors (such as the outbreak of COVID-19); risks related to pending or future litigation; a dependency on third parties for certain components and for the manufacturing of our products and our ability to receive the anticipated benefits of acquired businesses.

The following discussion is based upon our unaudited condensed consolidated financial statements included elsewhere in this Report. In the course of operating our business, we routinely make decisions as to the timing of the payment of invoices, the collection of receivables, the manufacturing and shipment of products, the fulfillment of orders, the purchase of supplies, and the building of inventory and service parts, among other matters. Each of these decisions has some impact on the financial results for any given period. In making these decisions, we consider various factors including contractual obligations, customer satisfaction, competition, internal and external financial targets and expectations, and financial planning objectives. For further information about our critical accounting policies and estimates, see the “Critical Accounting Policies and Estimates” section included in this “Management's Discussion and Analysis of Financial Condition and Results of Operations.”

Extreme Networks, Inc. (“Extreme” or “Company”) is a leading provider of end-to-end, cloud-driven networking solutions and ~~top-rated~~industry leading services and support. ~~Providing a set of comprehensive solutions from the Internet of Things (“IoT”) edge to the cloud,~~ Extreme designs, develops, and manufactures wired and wireless network infrastructure equipment as well as a ~~leading~~ cloud networking ~~platform~~solution that delivers unified network management of access points, switches, and ~~applications portfolio using cloud management,~~routers and leverages machine learning, ~~(“ML”),~~AIOps and ~~artificial intelligence (“AI”)~~analytics to help customersenabling customers to deliver secure connectivity at the edge of the network, ~~policy, analytics, security,~~speed cloud deployments and ~~access controls. Our solutions enable companies to embrace the value of new cloud technology without having to rip~~uncover actionable insights that make their job easier and ~~replace existing infrastructures.~~ save time – all from within a single platform.

Extreme has been pushing the boundaries of networking technology for a quarter of a century, driven by a higher purpose of helping our customers connect beyond the network. Extreme’s cloud-driven technologies provide flexibility and scalability in deployment, management, and licensing of networks globally. Our global footprint provides service to over 50,000 customers and over 10 million daily end users across the world including some of the world’s leading names in business, hospitality, retail, transportation and logistics, education, government, healthcare, manufacturing and service providers. We derive all our revenues from the sale of our networking equipment, software subscriptions, and related maintenance contracts.

Enterprises are adopting new Information Technology (“IT”) delivery models and applications that require fundamental network alterations and enhancements spanning from the access edge to the data center. With the impact of the global COVID-19 pandemic, we believe IT teams in every industry will need more control and better insights than ever before to ensure secure, distributed connectivity and comprehensive centralized visibility. MLMachine Learning (“ML”) and AIArtificial Intelligence (“AI”) technologies have the potential to vastly improve the network experience in the post-pandemic world by collating large data sets to increase accuracy and derive resolutions to improve the operation of the network. When ML and AI are applied with cloud-driven networking and automation, administrators can quickly scale to provide productivity, availability, accessibility, manageability, security, and speed, regardless of ~~how distributed~~ the ~~network is.~~distribution of the network.

We believe that the network has never been more vital and strategic than it is today. As administrators grapple with more data, coming from more places, more connected devices, and more Software-as-a-service (“SaaS”) based applications, the cloud is fundamental to establishing a new normal. Traditional network offerings are not well-suited to fulfill enterprise expectations for rapid delivery of new services, more flexible business models, real-time response, and massive scalability.

As enterprises continue to migrate increasing numbers of applications and services to either private clouds or public clouds offered by third parties and to adopt new IT delivery models and applications, they are required to make fundamental network alterations and enhancements spanning from device access points (“AP”) to the network core. In either case, the network infrastructure must adapt to this new dynamic environment. Intelligence and automation are key if enterprises are to derive maximum benefit from their cloud deployments.

Service providers are ~~also~~ investing in network enhancements with platforms and applications that deliver data insights, provide flexibility, and can quickly respond to new user demands and 5G use cases.

We believe Extreme stands to benefit from the use of its technology to manage distributed campus network architecture centrally from the cloud. Extreme has blended a dynamic fabric attach architecture that delivers simplicity for moves and changes at the edge of the network together with corporate-wide role-based policy. This enables customers to migrate to new cloud managed switching and Wi-Fi, agnostic of the existing networking or wireless equipment they already have installed. In the end, we expect these customers to see lower operating and capital expenditures, lower subscription costs, lower overall cost of ownership and more flexibility along with a more resilient network.

We estimate the total addressable market for our Enterprise Networking solutions consisting of cloud networking, wireless local area networks (“WLAN”), data center networking, ethernet switching, campus local area networks (“LAN”), and software-defined wide area network (“SD-WAN”) solutions to be approximately ~~$26~~$33 billion and growing at approximately ~~five percent~~12% annually over the next three years. This is comprised of $22 billion for campus networking, $4.6 billion for 5G service available market in 5G and data centers, for which Extreme is targeting growing to approximately $50 - $100 million per year over the next three ~~years. In addition, 5G provides an estimated $3~~to five years, and a $2.2 billion ~~serviceable available~~SD-WAN market. We also participate in the $4 billion networking software market for ~~Service Provider Networking.~~solutions such as cloud-based network management, network automation, on-premises network management, and other networking related software.

The ~~year 2020~~global COVID-19 pandemic resulted in unprecedented change – from the physical footprint of offices, to supply chain operations, to how we connect. Organizations and workforces extend anywhere and everywhere. IT leaders are now tasked with ensuring the global, hybrid workforce is functional and successful no matter where they are and ensure people can work wherever they want.

Extreme has recognized that the way we and our customers communicate has changed and ~~the new normal~~ has given rise to these distributed enterprise environments, or in other words, the Infinite Enterprise, which has three key tenets:

Extreme’s broad product, solutions and technology portfolio supports these three tenets and continues to innovate and evolve them to help businesses succeed.

~~On September~~ On September 14, 2021 (the “Acquisition Date”), the Company completed its acquisition (the “Acquisition”) of Ipanematech SAS (“Ipanema”), the cloud-native enterprise Software-Defined Wide Area Network (“SD-WAN”) business unit of Infovista pursuant to a Sale and Purchase Agreement (“the Agreement”). Under the terms of the Acquisition, the net consideration paid by Extreme to Ipanema stockholders was $70.9 million. The primary reason for the acquisition was to acquire the talent and the technology which will allow us to expand our portfolio with new cloud-managed SD-WAN and security offerings to support our enterprise customers.

During the first quarter of fiscal ~~2022,~~2023, we achieved the following results:

The following table presents net product and service and subscription revenues for the periods presented (dollars in thousands):

	Three Months Ended											Three Months Ended
	September 30, 2021			September 30, 2020			$ Change		% Change			September 30, 2022			September 30, 2021			$ Change		% Change
Net revenues:
Product	$	185,161		$	161,396		$	23,765		14.7	%	$	206,276		$	185,161		$	21,115		11.4	%
Percentage of net revenues		69.2	%		68.4	%							69.3	%		69.2	%
Service and subscription		82,523			74,406			8,117		10.9	%		91,413			82,523			8,890		10.8	%
Percentage of net revenues		30.8	%		31.6	%							30.7	%		30.8	%
Total net revenues	$	267,684		$	235,802		$	31,882		13.5	%	$	297,689		$	267,684		$	30,005		11.2	%

Product revenues increased ~~$23.8~~$21.1 million or ~~14.7%~~11.4% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period of fiscal ~~2021.~~2022. The product revenues increase ~~for the three months ended September 30, 2021~~ was primarily due to strong demand for our products, partially offset by supply chain constraints which have impacted our ability to fulfill the ~~material slow-down in global~~ demand ~~during the corresponding period of fiscal 2021 due to~~for our products since the global outbreak of COVID-19.

Service and subscription revenues increased ~~$8.1~~$8.9 million or ~~10.9%~~10.8% for the three months ended September 30, ~~2021~~2022 as compared to the corresponding period in fiscal ~~2021.~~2022. The increase in service and subscription revenues was primarily due to the growth in our subscription ~~revenues.~~revenues and partially due to a full quarter of revenue for Ipanema, which we acquired on September 14, 2021.

The following table presents the product and service and subscription, gross profit and the respective gross profit percentages for the periods presented (dollars in thousands):

	Three Months Ended											Three Months Ended
	September 30, 2021			September 30, 2020			$ Change		% Change			September 30, 2022			September 30, 2021			$ Change		% Change
Gross profit:
Product	$	104,217		$	88,001		$	16,216		18.4	%	$	106,513		$	104,217		$	2,296		2.2	%
Percentage of product revenues		56.3	%		54.5	%							51.6	%		56.3	%
Service and subscription		51,386			47,017			4,369		9.3	%		60,195			51,386			8,809		17.1	%
Percentage of service and subscription revenues		62.3	%		63.2	%							65.8	%		62.3	%
Total gross profit	$	155,603		$	135,018		$	20,585		15.2	%	$	166,708		$	155,603		$	11,105		7.1	%
Percentage of net revenues		58.1	%		57.3	%							56.0	%		58.1	%

Product gross profit increased ~~$16.2~~$2.3 million or ~~18.4%~~2.2% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period in fiscal ~~2021.~~2022. The increase in product gross profit was primarily due to increased product revenues along with ~~lower distribution charges of $0.5 million, which were mainly due to decreased tariffs,~~ ~~lower excess and obsolete inventory charges of $0.6 million, lower warranty costs of $0.4 million and~~ lower amortization of intangibles due to certain intangibles being fully ~~depreciated~~amortized., partially offset by higher product costs and higher distribution cost primarily due to higher freight costs due to supply constraints.

Service and subscription gross profit increased ~~$4.4~~$8.8 million or ~~9.3%~~17.1% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period in fiscal ~~2021.~~ 2022. The ~~increase was~~ increases were primarily due to increased service and subscription ~~revenues, partially offset by higher personnel costs, professional fees and increased cloud service costs.~~revenues.

The following table presents operating expenses for the periods presented (dollars in thousands):

	Three Months Ended										Three Months Ended
	September 30, 2021		September 30, 2020		$ Change			% Change			September 30, 2022		September 30, 2021		$ Change			% Change
Research and development	$	47,766	$	49,524	$	(1,758	)		(3.5	)%	$	50,989	$	47,766	$	3,223			6.7	%
Sales and marketing		69,527		64,325		5,202			8.1	%		78,382		69,527		8,855			12.7	%
General and administrative		17,003		16,461		542			3.3	%		18,547		17,003		1,544			9.1	%
Acquisition and integration costs		1,510		1,975		(465	)		(23.5	)%		390		1,510		(1,120	)		(74.2	)%
Restructuring and related charges		279		1,001		(722	)		(72.1	)%		481		279		202			72.4	%
Amortization of intangibles		1,154		1,792		(638	)		(35.6	)%		523		1,154		(631	)		(54.7	)%
Total operating expenses	$	137,239	$	135,078	$	2,161			1.6	%	$	149,312	$	137,239	$	12,073			8.8	%

Research and development expenses consist primarily of personnel costs (which consist of compensation, benefits and share-based compensation), consultant fees and prototype expenses related to the design, development, and testing of our products.

Research and development expenses ~~decreased~~increased by ~~$1.8~~$3.2 million or ~~3.5%~~6.7% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period in fiscal ~~2021.~~2022. The ~~decrease~~increase in research and development expenses was primarily due to a ~~$1.3~~$1.7 million ~~decrease~~increase in ~~facility and information technology~~personnel related costs, ~~and~~ a ~~$1.4~~$0.8 million ~~decrease~~increase in software licenses and engineering project costs, ~~which lowered depreciation expense, partially offset by~~ a $0.6 million increase in ~~professional~~equipment related and ~~contractor fees~~consultant costs, and a ~~$0.4 million~~$0.3 increase in ~~personnel related~~facility and information technology costs, partially offset by a $0.1 million decrease in other costs.

Sales and marketing expenses consist primarily of personnel costs (which consist of compensation, benefits and share-based compensation), as well as trade shows and promotional expenses.

Sales and marketing expenses increased by ~~$5.2~~$8.9 million or ~~8.1%~~12.7% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period in fiscal ~~2021.~~2022. The increase in sales and marketing expenses was primarily due to a $~~4.1~~4.7 million increase in personnel costs primarily due to higher compensation and benefits costs, ~~due to increase in headcount,~~ a ~~$1.0~~$2.8 million increase in travel costs and a ~~$0.4~~$2.9 million increase in ~~other expenses primarily~~ marketing and ~~sales promotions~~facilities related costs, partially offset by a $~~0.3~~1.4 million decrease in ~~professional fees.~~equipment related and marketing expenses.

General and administrative expenses consist primarily of personnel costs (which consist of compensation, benefits and share-based compensation), legal and professional service costs, and facilities and information technology costs.

General and administrative expenses increased by ~~$0.5~~$1.5 million or ~~3.3%~~9.1% for the three months ended September 30, ~~2021,~~2022, as compared to the corresponding period in fiscal ~~2021.~~2022. The increase in general and administrative expenses was primarily due to a ~~$1.2~~$1.7 million increase in personnel costs due to higher compensation and benefits cost primarily related to share-based compensation, ~~expenses~~ partially offset by ~~a $0.7 million~~ decrease in other costs, primarily legal and professional fees.

During the three months ended September 30, 2022, we incurred acquisition and integration costs of $0.4 million, which consisted primarily of professional fees and certain compensation charges related to the acquisition of Ipanema.

During the three months ended September 30, 2021 we incurred $1.5 million of integration costs which consisted primarily of professional fees for legal advisory services and financial services related to the acquisition of Ipanema.

During the three months ended September 30, 2020, we incurred $2.0 million of acquisition and integration costs. Acquisition and integration costs consisted primarily of additional professional fees for system integration and financial services related to Aerohive acquisition.

For the three months ended September 30, 2022 and 2021,, we recorded restructuring and related charges of $0.5 million and $0.3 million, respectively, which primarily comprised of facility-related charges related to our previously impaired facilities.

For the three months ended September 30, 2020, we recorded restructuring charges of $1.0 million. We continued our reduction-in-force initiative began in the third quarter of fiscal 2020 and recorded related severance and benefits charges of $0.7 million related to the 2020 Plan. In addition, we had facility-related charges of $0.3 million related to our previously impaired facilities.

During the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, we recorded ~~$1.2~~$0.5 million and ~~$1.8~~$1.2 million, respectively, of operating expenses for amortization of intangibles. The decrease during the three months ended September 30, 2022 was primarily due to lower amortization related to certain acquired intangibles from previous acquisitions becoming fully amortized.

During the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, we recorded ~~$3.9~~$3.8 million and ~~$6.7~~$3.9 million, respectively, in interest expense. The ~~decreases~~decrease in interest expense ~~were~~was primarily driven by lower average loan balances ~~and lower average~~offset by rising interest rates ~~for the~~on ~~three months ended September 30, 2021under our~~ 2019 Credit Agreement.

During the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, we recorded other income, net of ~~$0.2~~$0.4 million and ~~other expense, net of $0.9~~$0.2 million, respectively. The changes for the three months ended September 30, ~~2021~~2022 was primarily due to foreign exchange ~~losses~~impact from the revaluation of certain assets and liabilities denominated in foreign currencies into U.S. Dollars.

For the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, we recorded an income tax provision of $1.7 million and $2.1 million, ~~and $1.3 million,~~ respectively.

The income tax provisions for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021 consisted of (1) taxes on the income of our foreign subsidiaries, (2) foreign withholding taxes, (3) state taxes in jurisdictions where we have no remaining state net operating losses and (4) tax expense associated with the establishment of a U.S. deferred tax liability for amortizable goodwill resulting from the acquisition of Enterasys Networks, Inc., the WLAN Business, the Campus Fabric Business and the Data Center Business.

Our unaudited condensed consolidated financial statements and the related notes included elsewhere in this Report are prepared in accordance with accounting principles generally accepted in the United States. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted under SEC rules and regulations. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, costs and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. In many instances, we could have reasonably used different accounting estimates, and in other instances changes in the accounting estimates are reasonably likely to occur from period to period. Accordingly, actual results could differ significantly from the estimates made by our management. On an ongoing basis, we evaluate our estimates and assumptions. To the extent that there are material differences between these estimates and actual results, our future financial statement presentation, financial condition, results of operations and cash flows will be affected.

As discussed in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended June 30, ~~2021,~~2022, we consider the following accounting policies to be the most critical in understanding the judgments that are involved in preparing our consolidated financial statements:

There have been no changes to our critical accounting policies since the filing of our last Annual Report on Form 10-K.

As of September 30, ~~2021,~~2022, our principal sources of liquidity consisted of cash of ~~$191.3~~$198.3 million, ~~and~~ accounts receivable, net of ~~$129.6~~$158.7 million, and available borrowings under our five-year 2019 Revolving Facility of $60.2 million. Our principal uses of cash include the purchase of finished goods inventory from our contract manufacturers, payroll and other operating expenses related to the development and marketing of our products, purchases of property and equipment, and repayments of debt and related interest. We believe that our ~~$191.3~~$198.3 million of cash at September 30, ~~2021,~~2022, our cash flow from operations, and the availability of borrowings from the 2019 Revolving Facility will be sufficient to fund our planned operations for at least the next 12 months.

On ~~November 2, 2018,~~May 18, 2022, our Board of Directors ~~announced that it had~~ authorized management to repurchase up to ~~$60.0~~$200.0 million ~~of its~~ shares of our common stock ~~for two years from the date~~over a three-year period commencing July 1, 2022. A maximum of ~~authorization, of which $15.0~~$25.0 million ~~was used for repurchases~~may be repurchased in fiscal 2019 and $30.0 million was used for repurchases in fiscal 2020. In February 2020, our Board of Directors increased the authorization to repurchase by $40.0 million to $100.0 million and extended the period for repurchases for three years from February 5, 2020.any quarter. Purchases may be made from time to time in the open market or ~~in privately negotiated transactions.~~pursuant to 10b5-1 plan. The manner, timing and amount of any future purchases will be determined by our management based on their evaluation of market conditions, stock price, Extreme’s ongoing determination that it is the best use of available cash and other factors. The repurchase program does not obligate Extreme to acquire any shares of its common stock, may be suspended or terminated at any time without prior notice and will be subject to regulatory considerations. There were no ~~repurchases in~~shares repurchased during the three months ended September 30, ~~2021.~~2022.

~~In connection with the acquisition of Aerohive, as of~~On August 9, 2019, we ~~amended the 2018 Credit Agreement, which is no longer outstanding, and~~ entered into the 2019 Credit ~~Agreement, by and among us, as borrower,~~ ~~several banks and other financial institutions as Lenders,~~ ~~BMO Harris Bank N.A., as an issuing lender and swingline lender,~~ ~~Silicon Valley Bank, as an Issuing Lender, and~~ ~~Bank of Montreal, as administrative agent and collateral agent for the Lenders.~~Agreement. The 2019 Credit Agreement provides for a five-year first lien term loan facility in an aggregate principal amount of $380.0 million and a five-year revolving loan facility in an aggregate principal amount of $75.0 million (“2019 Revolving Facility”). In addition, we may request incremental term loans and/or incremental revolving loan commitments in an aggregate amount not to exceed the sum of $100.0 million plus an unlimited amount that is subject to pro forma compliance with certain financial tests. On August 9, 2019, we used the proceeds to partially fund the acquisition of Aerohive and for working capital and general corporate purposes.

At our election, the initial term loan (the “Initial Term Loan”) under the 2019 Credit Agreement may be made as either base rate loans or Eurodollar loans. The applicable margin for base rate loans ranges from 0.25% to 2.50% per annum and the applicable margin for Eurodollar loans ranges from 1.25% to 3.50%, in each case based on Extreme’s Consolidated Leverage Ratio. All Eurodollar loans are subject to a Base Rate floor of 0.00%. The 2019 Credit Agreement is secured by substantially all of our assets.

The 2019 Credit Agreement requires us to maintain certain minimum financial ratios at the end of each fiscal quarter. The 2019 Credit Agreement also includes covenants and restrictions that limit, among other things, our ability to incur additional indebtedness, create liens upon any of our property, merge, consolidate or sell all or substantially all of our assets. The 2019 Credit Agreement also includes customary events of default, which may result in acceleration of the outstanding balance.

Financial covenants under the 2019 Credit Agreement require us to maintain a minimum consolidated fixed charge and consolidated leverage ratio at the end of each fiscal quarter through maturity. The 2019 Credit Agreement also includes covenants and restrictions that limit, among other things, our ability to incur additional indebtedness, create liens upon any of our property, merge, consolidate or sell all or substantially all of our assets. The 2019 Credit Agreement also includes customary events of default which may result in acceleration of the outstanding balance.

On April 8, 2020, we entered into the First Amendment to waive certain terms and financial covenants of the 2019 Credit Agreement through July 31, 2020. On May 8, 2020, we entered into ~~the~~a Second Amendment which superseded the First Amendment and provided certain revised terms and financial covenants through March 31, 2021. ~~Subsequent to March 31, 2021, the original terms~~

~~and financial covenants under the 2019 Credit Agreement resumed in effect.~~ The Second Amendment required us to maintain certain minimum cash requirement and ~~certain~~ financial metrics at the end of each fiscal quarter through March 31, 2021. Under the terms of the Second Amendment, we were not permitted to exceed $55.0 million in our outstanding balance under the 2019 Revolving Facility, the applicable margin for Eurodollar rate was 4.5% 2021 and we were restricted from pursuing certain activities such as incurring additional debt, stock repurchases, making acquisitions or declaring a dividend, until we ~~are in~~came into compliance with the original covenants of the 2019 Credit Agreement. On November 3, 2020, we and our lenders entered into ~~the~~a Third Amendment to increase the sublimit for letters of credit to $20.0 million. On December 8, 2020, we and our lenders entered into ~~the~~a Fourth Amendment to waive and amend certain terms and financial covenants within the 2019 Credit Agreement through March 31, 2021.

The Second Amendment provided for us to end the covenant Suspension Period early and revert to the covenants and interest rates per the original terms of the 2019 Credit Agreement dated August 9, 2019 by filing a Suspension Period Early Termination Notice and Covenant Certificate demonstrating compliance. For the twelve-month period ended March 31, 2021, our financial performance was in compliance with the original covenants defined in the 2019 Credit Agreement and as such we filed a Suspension Early Termination Notice and Covenant Certificate with the administration agent subsequent to filing our Quarterly Report on Form 10-Q for the ~~quarterly~~ period ended March 31, 2021. ~~Returning to~~During the three months ended September 30, 2022, the Company was in compliance with ~~the covenants per~~all the original terms ofand financial covenants under the 2019 Credit Agreement dated August 9, 2019, resulted in our Eurodollar loan spread decreasing from 4.5% during the suspension period to 2.75% and unused facility commitment fee decreasing from 0.4% to 0.35%, and the limitation on revolver borrowings being removed effective May 1, 2021 after filing of the certificate with the administrative agent.Agreement.

	Three Months Ended						Three Months Ended
	September 30, 2021			September 30, 2020			September 30, 2022			September 30, 2021
Net cash provided by operating activities	$	40,255		$	24,745		$	49,734		$	40,254
Net cash used in investing activities		(72,927	)		(3,023	)		(3,139	)		(72,927	)
Net cash used in financing activities		(22,682	)		(22,772	)		(42,124	)		(22,681	)
Foreign currency effect on cash		(191	)		294			(649	)		(191	)
Net decrease in cash	$	(55,545	)	$	(756	)
Net increase (decrease) in cash							$	3,822		$	(55,545	)

Cash flows provided by operations in the three months ended September 30, 2022, were $49.7 million, including our net income of $12.6 million and non-cash expenses of $22.8 million for items such as amortization of intangibles, share-based compensation, depreciation, reduction in carrying amount of right-of-use assets, deferred income taxes, and interest. Other sources of cash for the period included a decrease in accounts payable and increase in deferred revenues. This was partially offset by increases in inventories, prepaid expenses and other current assets and decreases in accounts payable, accrued compensation, operating lease liabilities and other current and long-term liabilities.

Cash flows provided by operations in the three months ended September 30, 2021 were $40.3 million, including our net income of $12.7 million and non-cash expenses of $27.8 million for items such as amortization of intangibles, share-based compensation, depreciation, reduction in carrying amount of right-of-use assets, deferred income taxes and interest. Other sources of cash for the period included decreases in accounts receivables and inventory and increases in accounts payable, deferred revenues and other current and long-term liabilities. This was partially offset by increase in prepaid expenses and other current assets and decreases in accrued compensation and operating lease liabilities.

Cash flows ~~provided by operations~~used in investing activities in the three months ended September 30, ~~2020,~~2022 were ~~$24.7 million, including our net loss of $8.8 million and non-cash expenses of $30.4~~$3.1 million for ~~items such as amortization~~the purchases of ~~intangibles, share-based compensation, depreciation, reduction in carrying amount of right-of-use assets, deferred income taxes~~property and imputed interest. Other sources of cash for the period included a decrease in inventory and increase in accounts payable and deferred revenues. This was partially offset by decreases in accrued compensation, other current and long-term liabilities, and operating lease liabilities and increases in accounts receivables and prepaid expenses and other current assets.equipment.

Cash flows used in investing activities in the three months ended September 30, 2021 were $72.9 million primarily due to the payment of $69.5 million (net of cash acquired) for the acquisition of Ipanema and $3.4 million for the purchases of property and equipment.

~~Cash flows used in investing activities in the three months ended September 30, 2020 were $3.0 million for the purchases of property and equipment.~~

Cash flows used in financing activities in the three months ended September 30, ~~2021~~2022 were ~~$22.7~~$42.1 million due primarily to debt repayments of ~~$16.8~~$37.1 million, ~~payment of contingent consideration of $0.6 million,~~ $1.0 million for deferred payments on acquisitions and $~~4.4~~4.0 million for taxes paid on vested and released stock awards net of proceeds from the issuance of shares of our common stock under our Employee Stock Purchase Plan (“ESPP”) ~~and exercise of stock options.~~.

Cash flows used in financing activities in the three months ended September 30, ~~2020~~2021 were ~~$22.8~~$22.7 million due primarily to debt repayments of ~~$24.8~~$16.8 million, payment of contingent consideration of $0.6 million, ~~and~~ $1.0 million for deferred payments on acquisitions~~. This was partially offset by $3.6~~ and $4.4 million for taxes paid on vested and released stock awards net of proceeds from the issuance of shares of our common stock under our ESPP and exercise of stock ~~options, net of taxes paid on vested and released stock awards.~~ options.

Foreign currency effect on cash ~~increased~~decreased in the three months ended September 30, ~~2021 and 2020,~~2022, primarily due to changes in foreign currency exchange rates between the U.S. Dollar and particularly the Indian Rupee, the UK Pound, and the EURO.

~~The following summarizes our contractual obligations as~~As of September 30, ~~2021, and the effect such obligations are expected to have on our liquidity and cash flow in future periods (in thousands):~~

Payments due by Period

Total

Less than
1 Year

1-3 years

3-5 years

More than
5 years

Contractual obligations:

Debt obligations

$
330,000

$
28,500

$
301,500

$
—

$
—

Interest on debt obligations

21,711

8,811

12,900

—

—

Unconditional purchase obligations

64,910

64,910

—

—

—

Contractual commitments

90,844

27,732

39,416

17,233

6,463

Lease payments on operating leases

50,995

15,566

22,732

8,765

3,932

Deferred payments for an acquisition

6,000

4,000

2,000

—

—

Contingent consideration for an acquisition

358

358

—

—

—

Other liabilities

517

181

336

—

—

Total contractual cash obligations

$
565,335

$
150,058

$
378,884

$
25,998

$
10,395

~~The~~2022, we had contractual obligations ~~referenced above are more specifically defined as follows:~~resulting from our debt arrangement, agreements to purchase goods and services in the ordinary course of business and obligations under our operating lease arrangements.

~~Debt~~Our debt obligations ~~related~~relate to amounts owed under our 2019 Credit Agreement.

~~Interest~~ As of September 30, 2022, we had $271.5 million of debt outstanding which are payable on quarterly installments through our fiscal year 2025. We are subject to interest rate on our debt obligations ~~includes~~and unused commitment fee. See Note 8, Debt, in the ~~effect of~~Notes to Condensed Consolidated Financial Statements for additional information regarding our ~~interest rate swap agreements.~~debt obligations.

~~Unconditional~~Our unconditional purchase obligations represent the purchase of long lead-time component inventory that our contract manufacturers procure in accordance with our ~~forecasts.~~forecast. We expect to honor the inventory purchase commitments within the next 12 months.

~~Contractual~~ As of September 30, 2022, we had non-cancelable commitments to purchase $52.4 million of inventory. See Note 9, Commitments and Contingencies, in the Notes to Condensed Consolidated Financial Statementsfor additional information regarding our purchase obligations.

We have contractual commitments to our suppliers which represent commitments for future services. As of September 30, 2022, we had contractual commitments of $49.7 million that are due through our fiscal year 2027.

~~Lease payments on~~We lease facilities under operating lease arrangements at various locations that expire at various dates through our fiscal year 2032. As of September 30, 2022, the value of our obligations under operating leases ~~represent base rents and operating expense obligations to landlords for facilities we occupy at various locations.~~was $49.8 million.

~~Deferred payments for the acquisition of the Data Center Business represent payments of~~ ~~$1.0 million per quarter.~~

~~Contingent consideration for an acquisition of a capital financing business in December 2017 from Broadcom, at the estimated fair value. Actual payments could be different.~~

~~Other liabilities include our commitments towards debt related fees and specific arrangements other than inventory.~~

~~The amounts in the table above exclude~~We have immaterial income tax liabilities related to uncertain tax positions asand we are unable to reasonably estimate the timing of ~~settlement.~~the settlement of those liabilities.

We did not have any material commitments for capital expenditures as of September 30, ~~2021.~~2022.

We did not have any off-balance sheet arrangements as of September 30, ~~2021.~~2022.

Our exposure to market risk for changes in interest rates relates primarily to debt and foreign currencies.

At certain points in time, we are exposed to the impact of interest rate fluctuations, primarily in the form of variable rate borrowings from the 2019 Credit Agreement, which is described in Note 8, Debt, of the notes to the condensed consolidated financial statements in this ~~quarterly report~~Quarterly Report on Form 10-Q. At September 30, ~~2021,~~2022, we had ~~$330.0~~$271.5 million of debt outstanding, all of which was from the 2019 Credit Agreement. During the quarter ended September 30, ~~2021,~~2022, the average daily outstanding amount was ~~$346.6~~$308.2 million, with a high of ~~$346.8~~$308.6 million and a low of ~~$330.0~~$271.5 million.

In conjunction with our term loan under the 2019 Credit Agreement, we entered into interest rate swap contracts with large financial institutions. This involves the receipt of variable rate amounts from these institutions in exchange for us making fixed-rate payments without exchange of the underlying notional amount of $200.0 million of our debt. The derivative instruments hedge the impact of the changes in variable interest rates. We record the changes in the fair value of these cash flow hedges of interest rate risk in ~~accumulated~~“accumulated other comprehensive income (loss)” until termination of the derivative agreements.

The following table presents hypothetical changes in interest expense for the quarter ended September 30, ~~2021,~~2022, on borrowings under the 2019 Credit Agreement and interest rate swap contracts as of September 30, ~~2021,~~2022, that are sensitive to changes in interest rates (in thousands):

	Change in interest expense given a decrease in interest rate of X bps*						Average outstanding			Change in interest expense given an increase in interest rate of X bps*						Change in interest expense given a decrease in interest rate of X bps*						Average outstanding			Change in interest expense given an increase in interest rate of X bps*
Description	(100 bps)			(50 bps)			as of September 30, 2021			100 bps			50 bps			(100 bps)			(50 bps)			as of September 30, 2022			100 bps			50 bps
Debt	$	(3,466	)	$	(1,733	)	$	346,568		$	3,466		$	1,733		$	(3,082	)	$	(1,541	)	$	308,221		$	3,082		$	1,541
Interest Rate Swaps		2,000			1,000			(200,000	)		(2,000	)		(1,000	)		750			375			(75,000	)		(750	)		(375	)
Net	$	(1,466	)	$	(733	)				$	1,466		$	733		$	(2,332	)	$	(1,166	)				$	2,332		$	1,166

A majority of our sales and expenses are denominated in United States Dollars. While we conduct some sales transactions and incur certain operating expenses in foreign currencies and expect to continue to do so, we do not anticipate that foreign exchange gains or losses will be significant, in part because of our foreign exchange risk management process discussed below.

We record all derivatives on the balance sheet at fair value. From time to time, we enter into foreign exchange forward contracts to mitigate the effect of gains and losses generated by the foreign currency forecast transactions related to certain operating expenses and re-measurement of certain assets and liabilities denominated in foreign currencies. Changes in the fair value of these foreign exchange forward contracts are offset largely by re-measurement of the underlying foreign currency denominated assets and liabilities. As of September 30, ~~2021~~2022, and ~~2020,~~2021 foreign exchange forward contracts not designated as hedging instruments, had a notional amount of ~~$22.6~~$4.2 million and ~~$7.5~~$22.6 million, respectively. These contracts have maturities of less than 40 days. Changes in the fair value of derivatives are recognized in ~~earnings~~“earnings as ~~Other~~other income (expense)”, net. As of September 30, 2022 we did not have any forward foreign currency contracts designated as hedging instruments. As of September 30, 2021, we had forward foreign currency contracts designated as hedging instruments ~~had~~with a notional amount of $11.3 million. These contracts have maturities of less than twelve months. Gains and losses arising from these contracts designated as hedging instruments are recorded as a component of ~~accumulated~~“accumulated other comprehensive income (loss)”. As of September 30, 2021, these contracts had unrealized losses of $0.4 million which are recorded in ~~accumulated~~“accumulated other comprehensive income (loss)” with the associated ~~liabilities~~asset in the accompanying consolidated balance sheets. ~~There were no foreign exchange forward currency contracts that were designated as hedging instruments at September 30, 2020.~~

Foreign currency transaction gains and losses from operations ~~was a gain~~were gains of ~~$0.3~~$0.9 million and ~~a loss of $1.2~~$0.3 million for the three months ended September 30, 2022 and 2021, ~~and 2020,~~ respectively.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, such as this Report, is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and to ensure that such information is accumulated and communicated to our management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), as appropriate to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our management, including our CEO and CFO, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Report. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Report.

There were no changes in our internal control over financial reporting (as defined in Rules 13a – 15(f) and 15d – 15(f) under the Securities Exchange Act of 1934, as amended) during the three months ended September 30, ~~2021~~2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Our management, including the CEO and CFO, does not expect that our disclosure controls or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Our controls and procedures are designed to provide reasonable assurance that our control system’s objective will be met, and our CEO and CFO have concluded that our disclosure controls and procedures are effective at the reasonable assurance level. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within Extreme Networks have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events. Projections of any evaluation of the effectiveness of controls in future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Notwithstanding these limitations, our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives. Our CEO and CFO have concluded that our disclosure controls and procedures are, in fact, effective at the “reasonable assurance” level.

For information regarding litigation matters required by this item, refer to Part I, Item 3, “Legal Proceedings” of our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2021,~~2022, and Note 9 to the notes to condensed consolidated financial statements, included in Part I, Item 1 of this Quarterly Report on Form 10-Q which are incorporated herein by reference.

Our operations and financial results are subject to various risks and uncertainties, including those described in Part I, Item 1A, ~~"Risk Factors"~~"Risk Factors" in our Annual Report on Form 10-K for the year ended June 30, ~~2021,~~2022, which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common stock. There have been no material changes to our risk factors since our Annual Report on Form 10-K for the year ended June 30, ~~2021.~~2022, except for the following risk factors which supplement the risk factors disclosed in the reports referenced above.

We are subject to complex tariff regulations, export control laws and economic and trade sanctions. If we fail to comply with these laws and regulations, we could incur penalties and sanctions from governments, and could be restricted from exporting products.

We are required to comply with laws, rules and regulations of the United States and other countries, as applicable, relating to export controls and economic sanctions, including, but not limited to, trade sanctions administered by the Office of Foreign Assets Control within the U.S. Department of the Treasury, as well as the Export Administration Regulations administered by the U.S. Department of Commerce. These regulations restrict our ability to market, sell, distribute or otherwise transfer our products or technology to prohibited countries or persons. Local laws and customs in many countries differ significantly from, or conflict with, those in the United States or in other countries in which we operate. In many foreign countries, it is common for others to engage in business practices that are prohibited by our internal policies and procedures or U.S. regulations applicable to us. Although we have implemented policies, procedures and training designed to ensure compliance with these U.S. and foreign laws and policies, there can be no complete assurance that any individual employee, contractor, channel partner, or agent will not violate our policies, procedures or applicable law, for which we may be ultimately held responsible. Violations of laws or key control policies by our employees, contractors, channel partners, or agents could result in termination of our relationship, financial reporting problems, fines, and/or civil or criminal penalties for us, or prohibition on the importation or exportation of our products and could have a material adverse effect on our business, financial condition, and results of operations. For example, on October 7, 2022, we submitted voluntary disclosures to the U.S. Treasury Department’s Office of Foreign Assets Control, the Bureau of Industry and Security’s Office of Export Enforcement, and the Department of Justice (collectively, the “Agencies”) regarding the potential export and sale of certain of our

networking equipment to end users in Russia subject to U.S. sanctions and export control restrictions. We are continuing our review of the matter in conjunction with outside counsel. Given the uncertainty of the outcome of the investigation, and the potential outcome of the Agencies’ determination, we cannot estimate at this time the possible loss or range of loss that may result from this action.

The ongoing military action between Russia and Ukraine could adversely affect our business, financial condition and results of operations.

On February 24, 2022, Russian military forces launched a military action in Ukraine. Although the length, impact, and outcome of the ongoing military conflict in Ukraine is highly unpredictable, this conflict could lead to significant market and other disruptions, including significant volatility in commodity prices and supply of energy resources, instability in financial markets, supply chain interruptions, political and social instability, changes in consumer or purchaser preferences as well as increases in cyberattacks and espionage.

Russia’s military actions in Ukraine have led to an unprecedented expansion of sanction programs and export control restrictions imposed by the United States, the European Union, the United Kingdom, Canada, Switzerland, Japan and other countries against Russia, Belarus, the Crimea Region of Ukraine, the so-called Donetsk People’s Republic and the so-called Luhansk People’s Republic. These government measures include export controls restricting certain exports, re-exports, transfers or releases of commodities, software, and technology to Russia and Belarus, and sanctions targeting certain officials, individuals, entities, regions, and industries in Russia, Belarus, and Ukraine, including the financial, defense and energy sectors.

As the conflict in Ukraine continues to evolve, and the United States, the European Union, the United Kingdom and other countries may implement additional sanctions, export controls or other measures against Russia, Belarus, and other countries, regions, officials, individuals, or industries in the respective territories. Such sanctions and other measures, as well as the existing and potential further responses from Russia or other countries to such sanctions, tensions, and military actions, could adversely affect the global economy and financial markets and could adversely affect our business, financial condition, and results of operations.

We are actively monitoring the situation in Ukraine and assessing its impact on our business, including our business partners and customers. The extent and duration of the military action, sanctions and resulting market disruptions could be significant and could potentially have a substantial impact on the global economy and our business for an unknown period of time. Any of the abovementioned factors could affect our business, financial condition and results of operations. Any such disruptions may also magnify the impact of other risks described in our "Risk Factors" section here and the “Risk Factors” section in our Annual Report on Form 10-K for the year ended June 30, 2022.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds - Not Applicable

Incorporated by Reference

Exhibit

Number

Description of Document

Form

Filing Date

Number

Filed

Herewith

~~2.1†~~

~~Put Option Agreement, dated August 6, 2021 relating to the acquisition of Ipanematech SAS.~~

~~10-K~~

~~August 27, 2021~~

~~2.9~~

31.1

Section 302 Certification of Chief Executive Officer.

31.2

Section 302 Certification of Chief Financial Officer.

32.1*

Section 906 Certification of Chief Executive Officer.

32.2*

Section 906 Certification of Chief Financial Officer.

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema Document.

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



delaware		77-0430270
[State or other jurisdiction of incorporation or organization]		[~~I.R.S~~I.R.S. Employer Identification No.]

2121 RDU Center Drive, Suite 300, Morrisville, North Carolina		27560
[Address of principal executive ~~office]~~offices]		[Zip Code]


		PAGE
PART I. CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements (Unaudited)

	Condensed Consolidated Balance Sheets as of September 30, ~~2021~~2022 and June 30, ~~2021~~2022	3

	Condensed Consolidated Statements of Operations for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021	4

	Condensed Consolidated Statements of Comprehensive Income ~~(Loss)~~ for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021	5

	Condensed Consolidated Statements of Stockholders' Equity for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021	6

	Condensed Consolidated Statements of Cash Flows for the three months ended September 30, ~~2021~~2022 and ~~2020~~2021	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2625

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3533

Item 4.	Controls and Procedures	3634

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	3635

Item 1A	Risk Factors	3635

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36

Item 3.	Defaults Upon Senior Securities	36

Item 4.	Mine Safety Disclosure	36

Item 5.	Other Information	36

Item 6.	Exhibits	37

Signatures		38

	Three Months Ended
	September 30, 2021	September 30, 2020
Tech Data Corporation	22%	27%
Jenne Corporation	14%	15%
Westcon Group Inc.	18%	13%

	Three Months Ended
	September 30, 2022	September 30, 2021
TD Synnex Corporation	19%	22%
Westcon Group Inc.	15%	18%
Jenne Inc.	13%	14%


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


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

	Preliminary Allocation as of September 14, 2021
Cash and cash equivalents	$	1,364
Accounts receivable, net		1,440
Inventories		337
Prepaid expenses and other current assets		1,841
Property and equipment		46
Other assets		21
Accounts payable		(1,220	)
Accrued compensation and benefits		(2,304	)
Accrued warranty		(41	)
Other accrued liabilities		(71	)
Deferred revenue		(2,758	)
Other liabilities		(723	)
Net tangible liabilities		(2,068	)

Identifiable intangible assets		16,300
Goodwill		56,649
Total intangible assets acquired		72,949

Total net assets acquired	$	70,881

Intangible Assets	Weighted Average Estimated Useful Life (in years)		Amount
Developed technologies		6	$	14,500
Customer relationships		4		1,800
Total identifiable intangible assets			$	16,300

	Three months ended
	September 30, 2021*
Net revenues	$	271,305
Net income	$	14,069
Net income per share – basic	$	0.11
Net income per share – diluted	$	0.11
Shares used in per share calculation – basic		128,324
Shares used in per share calculation – diluted		133,225

For the fiscal year ending:
2023 (the remainder of fiscal 2023)	$	11,562
2024		5,571
2025		4,757
2026		3,411
2027		1,528
Thereafter		1,736
Total	$	28,565

Level	Relative TSR	Shares Vested
Below Threshold	TSR is less than the Index by more than 37.5 percentage points	0%
Threshold	TSR is less than the Index by 37.5 percentage points	25%
Target	TSR equals the Index	100%
Maximum	TSR is greater than the Index by 25 percentage points or more	150%

	Payments due by Period
	Total		Less than 1 Year		1-3 years		3-5 years		More than 5 years
Contractual obligations:
Debt obligations	$	330,000	$	28,500	$	301,500	$	—	$	—
Interest on debt obligations		21,711		8,811		12,900		—		—
Unconditional purchase obligations		64,910		64,910		—		—		—
Contractual commitments		90,844		27,732		39,416		17,233		6,463
Lease payments on operating leases		50,995		15,566		22,732		8,765		3,932
Deferred payments for an acquisition		6,000		4,000		2,000		—		—
Contingent consideration for an acquisition		358		358		—		—		—
Other liabilities		517		181		336		—		—
Total contractual cash obligations	$	565,335	$	150,058	$	378,884	$	25,998	$	10,395

EXTREME NETWORKS, INC.
		(Registrant)
		/s/ REMI THOMAS
		Remi Thomas
		Executive Vice President, Chief Financial Officer (Principal Accounting Officer) ~~November 5, 2021~~October 28, 2022

September 30,
2021

June 30,
2021

Tech Data Corporation

Jenne Corporation