Item 5.02           Departure of Directors or Certain Officers; Election of Directors;
                    Appointment of Certain Officers; Compensatory Arrangements of Certain
                    Officers.


On January 4, 2021, SolarWinds Corporation (the "Company") entered into an Amendment to Employment Agreement (the "Amendment") with Sudhakar Ramakrishna, which amended the Employment Agreement (the "Employment Agreement") with Mr. Ramakrishna previously filed by the Company as an exhibit to its Current Report on Form 8-K filed on December 9, 2020. The Amendment, which was approved the Compensation Committee of the Board of Directors of the Company on January 4, 2021, amended the Employment Agreement to provide that the value of the initial grant of restricted stock units to be issued to Mr. Ramakrishna would be based on the closing price of the Company's common stock as of the last trading day prior to Mr. Ramakrishna's start date.

In addition, on January 6, 2021, the Company entered into a transition agreement (the "Transition Agreement") with Kevin B. Thompson, the Company's former Chief Executive Officer, effective as of January 1, 2021. Pursuant to the terms of the Transition Agreement, Mr. Thompson will provide certain consulting services to the Company through June 1, 2021 and, during this consulting period, will receive a monthly payment of $62,500 plus reimbursement for expenses incurred in connection with his services. During the term of the Transition Agreement, Mr. Thompson will, at the request of the Board of Directors of the Company, assist and cooperate with the Company in investigating, defending or prosecuting any investigations or other proceedings involving the Company. The Transition Agreement may be terminated by either party upon thirty days' notice, and may be extended in thirty day increments by mutual agreement.

The foregoing descriptions of the Amendment and the Transition Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated by reference herein.




Item 9.01       Financial Statements and Exhibits.
(d)      Exhibits.



Exhibit
Number                    Description

10.1                       Amendment to Employment Agreement, dated January 4, 2021,     between
                         SolarWinds Corporation and     Sudhakar Ramakrishna
10.2                       Transition Agreement, effective as of January 1, 2021, between SolarWinds
                         Corporation and Kevin B. Thompson
104                      Cover Page Interactive Data File (formatted as Inline XBRL)


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