Material Event (Form 8-K)

Item 8.01 Other Events.

On November 12, 2024, SecureWorks Corp., a Delaware corporation (the "Company," "we," "us," or "our"), filed a preliminary information statement on Schedule 14C (the "Preliminary Information Statement") with the Securities and Exchange Commission (the "SEC") in connection with the previously disclosed Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 21, 2024, among the Company, Sophos Inc., a Massachusetts corporation ("Parent"), and Project Green Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, subject to the terms of the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and becoming a wholly owned subsidiary of Parent (the "Merger"). On November 22, 2024, the Company filed a definitive information statement on Schedule 14C (the "Definitive Information Statement") with the SEC in connection with the Merger Agreement and the Merger. Capitalized terms used herein but not otherwise defined have the meaning set forth in the Merger Agreement.

With this filing, the Company is hereby supplementing its disclosure in the Definitive Information Statement in connection with a demand letter brought by a purported stockholder of the Company, which is described below.

Stockholder Demand

In connection with the Merger, on November 15, 2024, the Company received a demand letter (the "Demand Letter") from a purported stockholder (the "Stockholder") raising alleged disclosure deficiencies in the Preliminary Information Statement and seeking access to certain books and records of the Company pursuant to Section 220 of the Delaware General Corporation Law.

The Company denies it has violated any laws or breached any duties to the Company's stockholders, denies all allegations in the Demand Letter, believes that the demands for supplemental corrective and/or additional disclosure in the Demand Letter are entirely without merit and that no further disclosure is required by applicable rule, statute, regulation or law beyond that already contained in. However, in order to avoid nuisance, cost, and distraction, to eliminate the burden and expense of potential litigation, to moot the Stockholder's disclosure claims, to avoid the risk that the Demand Letter and the demands therein may delay or otherwise adversely affect the consummation of the Merger and to provide additional information to the Company's stockholders, the Company has determined that it will voluntarily supplement the Definitive Information Statement with the below disclosures (the "Supplemental Disclosures").

These Supplemental Disclosures should be read in conjunction with the rest of the Definitive Information Statement, which is available at the SEC's website, www.sec.gov, or from the Company's website at investors.secureworks.com, and which we urge you to read in its entirety. Nothing in the Supplemental Disclosures shall be deemed an admission of the legal merit of the claims in the Demand Letter, nor of the necessity or materiality under applicable laws of any of the disclosures set forth herein. To the contrary, the Company specifically denies all allegations in the Demand Letter that any additional disclosure was or is required or material. It is possible that additional, similar demand letters or complaints may be received or filed. Absent new or significantly different allegations, the Company does not intend to announce the receipt or filing of each additional, similar demand letter or complaint.

To the extent that the information set forth herein differs from or updates information contained in the Definitive Information Statement, the information set forth herein shall supersede or supplement the information in the Definitive Information Statement. All references to sections and subsections herein are references to the corresponding sections or subsections in the Definitive Information Statement, all page references are to pages in the Definitive Information Statement, and terms used herein, unless otherwise defined, have the meanings set forth in the Definitive Information Statement. Unless stated otherwise, the new text in the Supplemental Disclosures is in boldface and underlined and any deleted text is denoted with a strikethrough to highlight the supplemental information being disclosed.