Item 15. Exhibits, Financial Statement Schedules

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Item 15. Exhibits, Financial Statement Schedules

We have filed the following documents as part of this Annual Report on Form 10-K:

Financial Statements

Our financial statements are listed in the "Index to Consolidated Financial Statements" under Item 8 "Financial Statements and Supplementary Data."

Financial Statement Schedules

All other schedules have been omitted because they are either not required, not applicable or the required information is otherwise included.

Exhibit Index

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile No.ExhibitFiling Date
2.1Reorganization Agreement dated as of March 31, 2015, by and among GoDaddy Inc., Desert Newco, LLC and the other parties named therein8-K001-369042.14/6/2015
3.1Restated Certificate of Incorporation of GoDaddy Inc., dated June 1, 20228-K001-369043.16/3/2022
3.2Second Amended and Restated Bylaws of GoDaddy Inc., dated July 7, 20228-K001-369043.17/8/2022
4.1Specimen common stock certificate of GoDaddy Inc.S-1/A333-1966154.13/19/2015
4.2Amended and Restated Registration Rights Agreement, dated as of March 31, 2015, by and among GoDaddy Inc., Desert Newco, LLC and the other parties named therein8-K001-3690410.34/6/2015
4.3Stockholder Agreement, dated as of March 31, 2015, by and among GoDaddy Inc., Desert Newco, LLC and the other parties named therein8-K001-3690410.44/6/2015
4.4Exchange Agreement, dated as of March 31, 2015, by and among GoDaddy Inc., Desert Newco, LLC and the other parties named therein8-K001-3690410.24/6/2015
4.5**+**GoDaddy Inc. 2015 Equity Incentive Plan, and form of agreements thereunderS-8333-2031664.24/1/2015
4.6+GoDaddy Inc. 2015 Employee Stock Purchase Plan, as amended on June 27, 2016, and form of agreements thereunder10-Q001-369044.111/2/2016
4.7**+**Desert Newco, LLC 2011 Unit Incentive Plan, as amended, and form of agreements thereunderS-8333-2031664.44/1/2015
4.8**+**Bootstrap, Inc. 2008 Stock Plan, and form of agreements thereunderS-1/A333-19661510.112/13/2015
4.9**+**The Go Daddy Group, Inc. 2006 Equity Incentive PlanS-1/A333-19661510.283/19/2015
4.10Description of Capital Stock10-K333-1966154.102/21/2020
4.11Indenture, dated as of June 4, 2019, by and among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee8-K001-369044.16/7/2019
4.12Form of 5.250% Senior Note due 2027 (included in Exhibit 4.11)8-K001-369044.26/7/2019
4.13Indenture, dated as of February 25, 2021, by and among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee8-K001-369044.12/26/2021
4.14Form of 3.500% Senior Note due 2029 (included in Exhibit 4.13)8-K001-369044.22/26/2021
4.15*First Supplemental Indenture to the Indenture dated June 4, 2019, among Go Daddy Operating Company, LLC, GD Finance Co, LLC, Poynt, LLC, Registry Services, LLC and Computershare Trust Company, National Association, dated January 24, 2023
4.16*First Supplemental Indenture to the Indenture dated February 25, 2021, among Go Daddy Operating Company, LLC, GD Finance Co, LLC, Poynt, LLC, Registry Services, LLC and Computershare Trust Company, National Association, dated January 24, 2023
10.1Third Amended and Restated Limited Liability Company Agreement of Desert Newco, LLC, dated as of March 31, 2015, by and among GoDaddy Inc., Desert Newco, LLC and the other parties named therein8-K001-3690410.14/6/2015
10.2Tax Receivable Agreement (Exchanges) dated as of March 31, 2015, by and among GoDaddy Inc. and the persons named therein8-K001-3690410.54/6/2015
10.3Tax Receivable Agreement (KKR Co-Invest Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and GDG Co-Invest Blocker L.P.8-K001-3690410.64/6/2015
10.4Tax Receivable Agreement (KKR Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and KKR 2006 GDG Blocker L.P.8-K001-3690410.74/6/2015
10.5Tax Receivable Agreement (SLP Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and SLP III Kingdom Feeder I, L.P.8-K001-3690410.84/6/2015
10.6Tax Receivable Agreement (TCV Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and TCV VII (A) L.P.8-K001-3690410.94/6/2015
10.7Amendment No. 1 to the Tax Receivable Agreement (Exchanges), dated July 31, 2020, by and among the Company and the parties named therein.8-K001-3690410.18/5/2020
10.8TRA (Exchanges) Termination and Release Agreement, dated July 31, 2020, by and among the Company and the parties named therein and subsequently becoming parties thereto8-K001-3690410.28/5/2020
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile No.ExhibitFiling Date
10.9TRA (KKR Reorganization) Termination and Release Agreement, dated July 31, 2020, by and between the Company and KKR 2006 GDG Blocker L.P.8-K001-3690410.38/5/2020
10.10TRA (KKR Co-Invest Reorganization) Termination and Release Agreement, dated July 31, 2020, by and between the Company and GDG Co-Invest Blocker L.P.8-K001-3690410.48/5/2020
10.11TRA (SLP Reorganization) Termination and Release Agreement, dated July 31, 2020, by and between the Company and SLP III Kingdom Feeder I, L.P.8-K001-3690410.58/5/2020
10.12TRA (TCV Reorganization) Termination and Release Agreement, by and between the Company and TCV VII (A) L.P.8-K001-3690410.68/5/2020
10.13Registrar Accreditation Agreement, dated July 14, 2013, by and between GoDaddy.com, LLC and Internet Corporation for Assigned Names and NumbersS-1333-19661510.166/9/2014
10.14.COM Registry-Registrar Agreement, dated July 5, 2012, by and between GoDaddy.com, LLC and VeriSign, Inc.S-1333-19661510.176/9/2014
10.15Amendment No. 5 to Credit Agreement, including as Annex A, the Second Amended and Restated Credit Agreement, dated as of February 15, 2017, by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., Barclays Bank PLC, Deutsche Bank Securities Inc., RBC Capital Markets, KKR Capital Markets LLC, J.P. Morgan Securities LLC, Morgan Stanley Senior Funding Inc., and Citigroup Global Markets, Inc. (the Fifth Amendment)8-K001-3690410.12/16/2017
10.16Technical Amendment to the Fifth Amendment8-K001-3690410.15/26/2017
10.17Amendment No. 1 to the Fifth Amendment, dated as of November 22, 20178-K001-3690410.111/22/2017
10.18Joinder and Amendment Agreement to the Fifth Amendment, by and among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto, the lenders party thereto and Barclays Bank PLC, as administrative agent, collateral agent, swingline lender and letter of credit issuer8-K001-3690410.16/7/2019
10.19Amendment No. 3 to the Second Amended and Restated Credit Agreement by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto, and Barclays Bank PLC, effective as of October 3, 20198-K001-3690410.110/4/2019
10.20Joinder and Fourth Amendment Agreement to the Second Amended and Restated Credit Agreement, by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions party thereto, and Barclays Bank PLC, effective as of August 10, 2020.8-K001-3690410.18/13/2020
10.21Fifth Amendment Agreement to the Second Amended and Restated Credit Agreement by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto, and Barclays Bank PLC, effective as of March 8, 20218-K001-3690410.13/11/2021
10.22Purchase Agreement, dated as of February 22, 2021, by and among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto and the Initial Purchasers8-K001-3690410.12/26/2021
10.23Form of Indemnification Agreement between the Company and its directors and officersS-1/A333-19661510.202/24/2015
10.24+Executive Incentive Compensation PlanS-1/A333-19661510.222/24/2015
10.25+Employment Agreement, dated as of September 4, 2019, by and among GoDaddy.com, LLC, Desert Newco, LLC and Aman Bhutani10-Q001-3690410.211/7/2019
10.26+Offer Letter between GoDaddy, LLC and Mark McCaffrey, dated May 1, 20218-K001-3690410.15/5/2021
10.27+Offer Letter between GoDaddy, LLC and Michele Lau, dated May 1, 20218-K001-3690410.25/5/2021
10.28+Form of Change in Control and Severance Agreement dated May 1, 20218-K001-3690410.35/5/2021
10.29+***Employment Contract between Go Daddy Singapore Pte. Ltd. and Roger Chen, dated July 1, 20228-K001-3690410.17/8/2022
10.30Master Confirmation, dated February 14, 2022, by and between GoDaddy Inc. and Goldman Sachs & Co. LLC8-K001-3690410.12/16/2022
10.31Master Confirmation, dated February 14, 2022, by and between GoDaddy Inc. and Morgan Stanley & Co. LLC8-K001-3690410.22/16/2022
10.32+Form of Performance Restricted Stock Unit Award Agreement under the GoDaddy Inc. 2015 Equity Incentive Plan10-Q001-3690410.55/05/2022
Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile No.ExhibitFiling Date
10.33Joinder and Sixth Amendment to the Second Amended and Restated Credit Agreement by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto, Barclays Bank PLC and Royal Bank of Canada, effective as of November 10, 20228-5001-3690410.111/10/2022
21.1*List of subsidiaries of GoDaddy Inc.
23.1*****Consent of independent registered public accounting firm
24.1*****Power of Attorney (incorporated by reference to the signature page of this Annual Report on Form 10-K)
31.1*****Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*****Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1******Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INSInline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its 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 Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
+Indicates management contract or compensatory plan or arrangement.
#Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. GoDaddy Inc. agrees to furnish supplementally to the SEC a copy of any omitted schedule or exhibit upon request.
*****Filed herewith.
******The certifications attached as Exhibit 32.1 accompanying this Annual Report on Form 10-K, are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of GoDaddy Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
*******Certain provisions or terms of the agreement have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. GoDaddy Inc. agrees to furnish supplementally to the SEC a copy of any omitted schedule or exhibit upon request.

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