On February 2, 2018, Mr. Leslie Stretch, a director of QAD Inc. and the Chief Executive Officer of Callidus Software Inc. notified the company of his resignation from the board of directors of the company effective February 7, 2018 as a result of the pending acquisition of Callidus by SAP America Inc. The board has appointed Mr. Scott Adelson, currently an “independent director” as determined by the board under the NASDAQ listing standards, to the audit committee of the board effective February 5, 2018.