Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Amendment and Restatement of 2017 Equity Incentive Plan
As reported in Item 5.07 below, at the 2022 annual meeting of stockholders of
Alteryx, Inc., a Delaware corporation (the "Company"), held on May 25, 2022 at
the Company's headquarters at 17200 Laguna Canyon Road, Irvine, California 92618
(the "Annual Meeting"), the Company's stockholders approved an amendment and
restatement of the Company's 2017 Equity Incentive Plan (the "Restated 2017
Plan") to (i) increase the aggregate number of shares of Class A common stock
authorized for issuance under the plan by 6,100,000 shares, (ii) extend the term
of the plan to April 7, 2032, (iii) increase the annual limits for non-employee
director awards under the plan and (iv) make certain other changes. The
Company's Board of Directors previously approved the Restated 2017 Plan, subject
to such stockholder approval.
A summary of the material terms of the Restated 2017 Plan is set forth in the
Company's definitive proxy statement on Schedule 14A filed with the Securities
and Exchange Commission on April 12, 2022 (the "Proxy Statement"). That summary
and the above description of the Restated 2017 Plan do not purport to be
complete and are qualified in their entirety by reference to the full text of
the Restated 2017 Plan, which is filed as Exhibit 10.1 hereto and incorporated
herein by reference.


Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 25, 2022, the Company held its Annual Meeting. At the Annual Meeting, the
Company's stockholders voted on four proposals, each of which is described in
more detail in the Company's Proxy Statement. There were 49,093,683 shares of
Class A common stock and 7,720,718 shares of Class B common stock present at the
Annual Meeting in person or by proxy, which constituted a quorum for the
transaction of business.

The stockholders of the Company voted on the following proposals at the Annual Meeting:



1.To elect three Class II directors, each of whom is currently serving on the
Company's Board of Directors, each to serve a three-year term expiring at the
2025 annual meeting of stockholders and until his or her successor has been
elected and qualified.
2.To ratify the appointment of Deloitte & Touche LLP as the Company's
independent registered public accounting firm for the fiscal year ending
December 31, 2022.
3.To approve, on a non-binding advisory basis, the compensation of the Company's
named executive officers.
4.To approve an amendment and restatement of the Company's 2017 Equity Incentive
Plan.

1.Election of Directors

Nominee                      For        Withheld     Broker Non-Votes
Mark Anderson            111,595,182    9,483,687       5,221,994
CeCe Morken              119,976,227    1,102,642       5,221,994
Daniel J. Warmenhoven    120,191,196     887,673        5,221,994

Each of the three nominees for director was elected to serve until the 2025 annual meeting of stockholders and until his or her successor has been elected and qualified.

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2.Ratification of Appointment of Independent Registered Public Accounting Firm

     For         Against    Abstentions
 126,212,009     50,993        37,861

The stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2022.

3.Advisory Approval of the Compensation of the Named Executive Officers

For Against Abstentions Broker Non-Votes

85,655,992 31,982,927 3,439,950 5,221,994

The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers.

4.Approval of the Restated 2017 Plan

For Against Abstentions Broker Non-Votes

84,403,448 33,239,663 3,435,758 5,221,994

The stockholders approved the Restated 2017 Plan.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


          10.1                                 Alteryx, Inc. Amended and

Restated 2017 Equity Incentive Plan.


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