Exhibit 24.1
POWER OF ATTORNEY
The undersigned entities do each hereby appoint Steven Schwab, Gerald Nowak and
Bradley Reed as the undersigned's true and lawful attorneys-in-fact (each, an
"Attorney-in-Fact" and collectively, the "Attorneys-in-Fact"), each,
individually or jointly, with full power of substitution and resubstitution, to
have full power and authority to act in each of the undersigned's name, place
and stead and on each of the undersigned's behalf to:
1. execute and deliver in the undersigned's capacity as one or more of an
officer, director or significant stockholder of SolarWinds Corporation or
any of its subsidiaries (collectively, the "Company"), reports, schedules
or other filings with respect to the reporting of ownership of or
transactions in securities of the Company required to be made under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the
Securities Act of 1933, as amended (the "Securities Act"), and the rules
thereunder, including without limitation, Schedules 13D and 13G, Forms 3,
4 and 5 and Form 144 and any amendments, corrections, supplements or
other changes thereto;
2. prepare, execute and submit to the Securities and Exchange Commission
(the "SEC") a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes and passwords enabling
the undersigned to file the above- mentioned reports, schedules or filings
electronically with the SEC;
3. do and perform any and all acts that such Attorney-in-Fact (in his sole
discretion) determines may be necessary or desirable to complete and
execute any such reports, schedules or other filings and timely file same
with the SEC and any stock exchange or other authority; and
4. take any other action of any type whatsoever in connection with the
foregoing that, in the sole opinion of such Attorney-in-Fact, may be of
benefit to, in the best interest of, or legally required by the
undersigned, it being understood that the documents executed by such
Attorney-in-Fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions
as such Attorney-in-Fact may approve in his sole discretion.
Each of the undersigned hereby ratify and confirm all that the Attorneys-in-Fact
shall lawfully do or cause to be done by virtue of this Power of Attorney and
the rights and powers herein granted. Each of the undersigned acknowledge that
the Attorneys-in-Fact, in serving in such capacity at each of the undersigned's
request, are not assuming, nor is the Company assuming, (i) any of the
undersigned's responsibilities to comply with the requirements of the Exchange
Act or the Securities Act or any liability for the undersigned's failure to
comply with such requirements, or (ii) any obligation or liability the
undersigned incur for profit disgorgement under Section 16(b) of the Exchange
Act. Each of the undersigned further acknowledge that this Power of Attorney
does not relieve the undersigned from responsibility for compliance with the
undersigned's obligations under the Exchange Act or the Securities Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer subject to Sections 13 and 16 of the Exchange Act and
Rule 144 of the Securities Act with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the Attorneys-in-Fact.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of
October 19, 2018.
Thoma Bravo, LLC
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Partners XI, L.P.
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Fund XI, L.P.
By: Thoma Bravo Partners XI, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Fund XI-A, L.P.
By: Thoma Bravo Partners XI, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Executive Fund XI, L.P.
By: Thoma Bravo Partners XI, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Partners XII, L.P.
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Fund XII, L.P.
By: Thoma Bravo Partners XII, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Fund XII-A, L.P.
By: Thoma Bravo Partners XII, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Executive Fund XII, L.P.
By: Thoma Bravo Partners XII, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Executive Fund XII-A, L.P.
By: Thoma Bravo Partners XII, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Special Opportunities Fund
II, L.P.
By: Thoma Bravo Partners XI, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Special Opportunities Fund
II-A, L.P.
By: Thoma Bravo Partners XI, L.P.
Its: General Partner
By: Thoma Bravo, LLC
Its: General Partner
By: /s/ Seth Boro
-------------------------------------
Name: Seth Boro
Its: Managing Partner
Thoma Bravo Partners Xi
Filed: 19 Oct 18, 4:46pm