Track market-moving stories before they get noisy

Varonis (VRNS) was a big mover last session on higher-than-average trading volume. The latest trend in earnings estimate revisions might not help the stock continue moving higher in the near term.

Thoma Bravo-owned Proofpoint is in discussions to acquire cybersecurity firm Varonis ​Systems (VRNS.O), a source familiar with the matter told ‌Reuters on Wednesday.

Shares of Varonis, which has a market value of about $5 billion, closed up over 10%.

Private equity firm ​Thoma Bravo declined a request for comment, ​while Proofpoint and Varonis did not immediately ⁠respond.

Miami-based Varonis offers cybersecurity services, including data classification ​on cloud storage systems and employee behavior tracking, employing ​over 2,400 people across 14 global offices.

Its shares jumped about 30% following media reports in June that the firm was ​weighing a sale after fielding takeover interest from ​private equity firms.

Thoma Bravo in 2021 agreed to acquire Proofpoint, ‌which ⁠sells software that helps companies guard against cyberattacks, valuing the firm at about $12.3 billion in the take-private deal.

A takeover of Varonis would bring two complementary ​data security businesses ​together, allowing ⁠Proofpoint to strengthen its offerings around protecting sensitive corporate information and managing access ​to it.

Deals in the cybersecurity space ​have ⁠slowed of late, in parallel with other software firms, as the industry is among those perceived as vulnerable ⁠to ​a shakeout by rapid advances ​in AI technology.

Canada Pension Plan Investment Board purchased a new stake in Varonis Systems, Inc. (NASDAQ:VRNS – Free Report) in the second quarter, according to its most recent disclosure with the Securities & Exchange Commission. The institutional investor purchased 13,400 shares of the technology company’s stock, valued at approximately $562,000.

Several other hedge funds also recently added to or reduced their stakes in the stock. Vanguard Group Inc. lifted its position in shares of Varonis Systems by 6.5% during the 4th quarter. Vanguard Group Inc. now owns 13,418,273 shares of the technology company’s stock worth $440,119,000 after buying an additional 822,925 shares during the last quarter. First Trust Advisors LP grew its position in shares of Varonis Systems by 40.6% in the 4th quarter. First Trust Advisors LP now owns 4,427,245 shares of the technology company’s stock valued at $145,214,000 after buying an additional 1,279,002 shares during the last quarter. RGM Capital LLC grew its position in shares of Varonis Systems by 17.1% in the 4th quarter. RGM Capital LLC now owns 3,160,093 shares of the technology company’s stock valued at $103,651,000 after buying an additional 460,580 shares during the last quarter. Pictet Asset Management Holding SA raised its stake in Varonis Systems by 43.4% during the 1st quarter. Pictet Asset Management Holding SA now owns 3,123,056 shares of the technology company’s stock worth $67,029,000 after acquiring an additional 944,676 shares in the last quarter. Finally, Geode Capital Management LLC raised its stake in Varonis Systems by 5.7% during the 4th quarter. Geode Capital Management LLC now owns 2,833,180 shares of the technology company’s stock worth $92,943,000 after acquiring an additional 151,961 shares in the last quarter. 95.65% of the stock is currently owned by hedge funds and other institutional investors.

Analysts Set New Price Targets VRNS has been the subject of several research analyst reports. Stephens upgraded shares of Varonis Systems from an “equal weight” rating to an “overweight” rating and upped their price objective for the company from $33.00 to $45.00 in a research note on Wednesday, June 24th. B. Riley Financial lifted their target price on Varonis Systems from $45.00 to $55.00 and gave the stock a “buy” rating in a research report on Friday, July 24th. Wells Fargo & Company upped their target price on Varonis Systems from $35.00 to $50.00 and gave the company an “overweight” rating in a research report on Monday, July 20th. Robert W. Baird raised their price target on Varonis Systems from $40.00 to $45.00 and gave the stock a “neutral” rating in a research note on Wednesday, July 29th. Finally, KeyCorp assumed coverage on Varonis Systems in a research report on Tuesday, May 26th. They set a “sector weight” rating on the stock. Seventeen investment analysts have rated the stock with a Buy rating, six have given a Hold rating and one has given a Sell rating to the company’s stock. Based on data from MarketBeat.com, the stock has an average rating of “Moderate Buy” and an average price target of $49.05.

Get Our Latest Stock Report on Varonis Systems Varonis Systems Trading Down 3.2% NASDAQ VRNS opened at $42.35 on Wednesday. The firm’s fifty day moving average is $43.40 and its two-hundred day moving average is $32.56. Varonis Systems, Inc. has a one year low of $19.70 and a one year high of $63.90. The company has a debt-to-equity ratio of 1.02, a quick ratio of 1.65 and a current ratio of 1.65. The firm has a market cap of $4.86 billion, a PE ratio of -34.43 and a beta of 0.82.

Varonis Systems (NASDAQ:VRNS – Get Free Report) last announced its earnings results on Tuesday, July 28th. The technology company reported $0.04 earnings per share for the quarter, topping the consensus estimate of $0.01 by $0.03. The business had revenue of $180.02 million during the quarter, compared to the consensus estimate of $176.83 million. Varonis Systems had a negative net margin of 20.55% and a negative return on equity of 19.18%. The business’s quarterly revenue was up 18.3% compared to the same quarter last year. During the same quarter in the prior year, the firm earned $0.03 earnings per share. Varonis Systems has set its FY 2026 guidance at 0.140-0.150 EPS and its Q3 2026 guidance at 0.020-0.030 EPS. Analysts expect that Varonis Systems, Inc. will post -0.97 earnings per share for the current year.

Varonis Systems Company Profile (Free Report)

Varonis Systems is a cybersecurity firm specializing in the protection and management of unstructured data. The company’s flagship Data Security Platform provides advanced analytics for monitoring file systems, email servers, collaboration platforms and cloud storage. By continuously mapping and analyzing data permissions and user behavior, Varonis enables organizations to detect insider threats, verify compliance and remediate exposed data in real time.

Founded in 2005 and headquartered in New York City, Varonis serves a diverse global customer base across financial services, healthcare, media, manufacturing and government.

Featured Stories Five stocks we like better than Varonis Systems Dutch Bros Sell-Off Creates a Growth Opportunity NVIDIA’s MediaTek Bet Shows How It Plans to Defend Its AI Moat Is Abercrombie & Fitch’s Hot Streak Just Getting Started? Medtronic’s Stars Are Aligning for a Price Recovery

Receive News & Ratings for Varonis Systems Daily - Enter your email address below to receive a concise daily summary of the latest news and analysts' ratings for Varonis Systems and related companies with MarketBeat.com's FREE daily email newsletter.

A month has gone by since the last earnings report for Varonis Systems (VRNS - Free Report) . Shares have added about 1.9% in that time frame, underperforming the S&P 500.

Will the recent positive trend continue leading up to its next earnings release, or is Varonis due for a pullback? Before we dive into how investors and analysts have reacted as of late, let's take a quick look at its latest earnings report in order to get a better handle on the important catalysts.

Varonis Q2 Earnings Surpass Expectations, Revenues Rise Y/YVaronis Systems reported second-quarter 2026 non-GAAP earnings of 4 cents per share, which beat the Zacks Consensus Estimate of 1 cent.

VRNS generated revenues of $180 million in the second quarter of 2026, surpassing the Zacks Consensus Estimate by 1.7%. Revenues increased from $152.2 million reported in the year-ago quarter.

Varonis beat the Zacks Consensus Estimates in three of the previous four quarters, while missing the same on one occasion, with an average surprise of 146.7%.

The quarter's performance was driven by continued SaaS momentum, robust demand for AI and data security offerings, healthy new customer additions and increasing adoption of newer products such as Atlas, Interceptor and Database Activity Monitoring.

VRNS SaaS Momentum ContinuesVaronis' SaaS transition remained the primary growth driver during the quarter. SaaS revenues increased to $171.7 million from $105.9 million in the year-ago quarter, reflecting strong cloud adoption.

Legacy revenue streams continued to decline as customers migrated to the SaaS platform. Term license subscription revenues decreased to $4.2 million from $32.4 million a year ago, while maintenance and services revenues fell to $4.1 million from $13.9 million, with the majority of the decline attributable to SaaS conversions.

VRNS Returns to Operating ProfitNon-GAAP gross profit was $139.9 million, representing a 77.7% gross margin, compared with 80.6% in the prior-year quarter, reflecting the ongoing revenue mix shift toward SaaS.

Non-GAAP operating expenses totaled $136.1 million. The company reported non-GAAP operating income of $3.7 million against a non-GAAP operating loss of $1.9 million in the year-ago quarter. Non-GAAP operating margin improved to 2.1% from negative 1.2% a year earlier.

Strong Balance Sheet Supports GrowthAs of June 30, 2026, Varonis held $911.5 million in cash, cash equivalents, short-term deposits and marketable securities.

For the first six months of 2026, the company generated $69.1 million in free cash flow compared with $82.7 million in the prior-year period. Adjusted for acquisition-related costs, adjusted free cash flow totaled $81.0 million.

AI Security Demand Drives GrowthTotal SaaS ARR reached $726 million, up 52% year over year, while SaaS ARR excluding conversions grew 25% year over year to $598.1 million.

Management highlighted strong momentum from AI-driven demand, with SaaS ARR from new customers growing more than 20%. The company also cited growing adoption of newer offerings, including Atlas, Interceptor and Database Activity Monitoring, as organizations increasingly prioritize AI governance, data security and automated risk reduction.

Management noted that several large deals slipped into July due to market-related news flow late in the quarter but have since closed, contributing to a strong start to the third quarter and supporting increased confidence in full-year guidance.

VRNS Raises Full-Year OutlookFor the third quarter of 2026, Varonis expects revenues between $185 million and $188 million, suggesting 14-16% year-over-year growth. Non-GAAP operating income is expected to be in the range of $2.5 million to $3.5 million. Non-GAAP earnings per share are projected between 2 cents and 3 cents. SaaS ARR growth, excluding conversions, is expected to be in the range of 22-23% year over year.

For full-year 2026, Varonis raised its outlook and now expects revenues between $735 million and $739 million, implying 18-19% year-over-year growth. Total SaaS ARR is projected to be in the range of $819-$850 million. SaaS ARR growth, excluding conversions, is projected to be between 20% and 21% year over year.

Free cash flow is expected to be in the band of $105-$110 million. Non-GAAP operating income is projected to be between $11 million and $13 million. Non-GAAP earnings per share are expected to be in the range of 14-15 cents.

How Have Estimates Been Moving Since Then?In the past month, investors have witnessed a upward trend in estimates revision.

The consensus estimate has shifted 7.24% due to these changes.

VGM ScoresAt this time, Varonis has a nice Growth Score of B, a score with the same score on the momentum front. However, the stock has a score of F on the value side, putting it in the bottom 20% quintile for value investors.

Overall, the stock has an aggregate VGM Score of C. If you aren't focused on one strategy, this score is the one you should be interested in.

OutlookEstimates have been broadly trending upward for the stock, and the magnitude of these revisions looks promising. Interestingly, Varonis has a Zacks Rank #3 (Hold). We expect an in-line return from the stock in the next few months.

Varonis Systems remains a hold as Q2 2026 showed solid SaaS growth but profitability and margin improvements lagged expectations. SaaS ARR ex-conversions grew 25% y/y; management raised FY2026 SaaS ARR guidance, but Q4 2026 requires a significant acceleration in net new ARR. Platform opportunity is credible, with broad deployments and vendor consolidation trends supporting long-term growth potential.

Posted by Defense World Staff on Jul 30th, 2026

Arrowstreet Capital Limited Partnership lifted its position in shares of Varonis Systems, Inc. (NASDAQ:VRNS – Free Report) by 218.4% in the 1st quarter, according to the company in its most recent Form 13F filing with the Securities & Exchange Commission. The firm owned 1,409,487 shares of the technology company’s stock after buying an additional 966,817 shares during the quarter. Arrowstreet Capital Limited Partnership owned about 1.23% of Varonis Systems worth $30,262,000 at the end of the most recent reporting period.

A number of other institutional investors have also bought and sold shares of the company. Signaturefd LLC boosted its holdings in shares of Varonis Systems by 47.8% during the 4th quarter. Signaturefd LLC now owns 995 shares of the technology company’s stock worth $33,000 after buying an additional 322 shares in the last quarter. Empowered Funds LLC acquired a new position in shares of Varonis Systems during the 4th quarter valued at $37,000. Fifth Third Bancorp lifted its position in shares of Varonis Systems by 10,694.1% during the 1st quarter. Fifth Third Bancorp now owns 1,835 shares of the technology company’s stock valued at $39,000 after acquiring an additional 1,818 shares during the period. Allworth Financial LP boosted its stake in Varonis Systems by 201.3% during the third quarter. Allworth Financial LP now owns 693 shares of the technology company’s stock worth $40,000 after acquiring an additional 463 shares in the last quarter. Finally, First Horizon Corp boosted its stake in Varonis Systems by 121.7% during the fourth quarter. First Horizon Corp now owns 1,740 shares of the technology company’s stock worth $57,000 after acquiring an additional 955 shares in the last quarter. Institutional investors own 95.65% of the company’s stock.

Varonis Systems News Roundup Here are the key news stories impacting Varonis Systems this week:

Positive Sentiment: Varonis reported second-quarter EPS of $0.04, above the $0.01 analyst consensus, while revenue of $180.0 million exceeded expectations of $176.8 million and increased 18.3% year over year. Varonis Q2 Earnings Surpass Expectations Positive Sentiment: Management raised its 2026 SaaS annual recurring revenue outlook to 20%-21% growth and indicated free cash flow of $105 million-$110 million, supporting the investment case for its recurring-revenue transition. Varonis Signals Free Cash Flow and SaaS ARR Outlook Positive Sentiment: SaaS ARR excluding conversions grew 25% year over year, while total SaaS ARR reached $726 million, up 52%. The company cited demand for AI and data security products, including Atlas, Interceptor and Database Activity Monitoring. Varonis Announces Second Quarter 2026 Financial Results Positive Sentiment: Full-year 2026 guidance calls for EPS of $0.14-$0.15 and revenue of $735 million-$739 million, while third-quarter guidance of $0.02-$0.03 EPS is well above the prior consensus loss estimate. Positive Sentiment: Analysts raised targets after the results: Piper Sandler to $58, Susquehanna to $55, TD Cowen to $53, Needham to $50 and JPMorgan to $55. Rosenblatt reaffirmed its buy rating with a $55 target. Neutral Sentiment: Barclays trimmed its target to $50 but retained an overweight rating, while Baird raised its target to $45 but maintained a neutral rating, indicating continued valuation and execution concerns. Negative Sentiment: Despite the earnings beats and improved outlook, VRNS remains unprofitable on a reported basis, with a negative net margin and negative return on equity. The elevated trading volume and recent share-price gains may also be encouraging investors to lock in profits. Wall Street Analysts Forecast Growth VRNS has been the topic of a number of research analyst reports. Truist Financial increased their price objective on shares of Varonis Systems from $34.00 to $52.00 and gave the stock a “buy” rating in a research report on Tuesday, July 21st. Barclays decreased their target price on Varonis Systems from $52.00 to $50.00 and set an “overweight” rating for the company in a research report on Wednesday. DA Davidson upped their price target on Varonis Systems from $30.00 to $37.00 and gave the stock a “buy” rating in a research note on Wednesday, April 29th. Robert W. Baird increased their price target on Varonis Systems from $40.00 to $45.00 and gave the stock a “neutral” rating in a report on Wednesday. Finally, Needham & Company LLC raised their price objective on Varonis Systems from $40.00 to $50.00 and gave the company a “buy” rating in a research note on Wednesday. Eighteen analysts have rated the stock with a Buy rating, five have issued a Hold rating and one has given a Sell rating to the stock. According to MarketBeat.com, Varonis Systems has a consensus rating of “Moderate Buy” and a consensus target price of $48.26.

Read Our Latest Report on VRNS

Varonis Systems Stock Performance Shares of Varonis Systems stock opened at $40.65 on Thursday. The company has a quick ratio of 1.69, a current ratio of 1.69 and a debt-to-equity ratio of 1.00. The company has a market cap of $4.67 billion, a PE ratio of -33.05 and a beta of 0.83. The business has a 50 day moving average price of $38.83 and a 200-day moving average price of $30.60. Varonis Systems, Inc. has a 52 week low of $19.70 and a 52 week high of $63.90.

Varonis Systems (NASDAQ:VRNS – Get Free Report) last announced its earnings results on Tuesday, July 28th. The technology company reported $0.04 EPS for the quarter, beating the consensus estimate of $0.01 by $0.03. Varonis Systems had a negative net margin of 20.55% and a negative return on equity of 18.24%. The company had revenue of $180.02 million during the quarter, compared to the consensus estimate of $176.83 million. During the same quarter in the prior year, the company posted $0.03 earnings per share. The firm’s revenue for the quarter was up 18.3% on a year-over-year basis. Varonis Systems has set its FY 2026 guidance at 0.140-0.150 EPS and its Q3 2026 guidance at 0.020-0.030 EPS. Equities analysts anticipate that Varonis Systems, Inc. will post -1.05 earnings per share for the current fiscal year.

Varonis Systems Profile (Free Report)

Varonis Systems is a cybersecurity firm specializing in the protection and management of unstructured data. The company’s flagship Data Security Platform provides advanced analytics for monitoring file systems, email servers, collaboration platforms and cloud storage. By continuously mapping and analyzing data permissions and user behavior, Varonis enables organizations to detect insider threats, verify compliance and remediate exposed data in real time.

Founded in 2005 and headquartered in New York City, Varonis serves a diverse global customer base across financial services, healthcare, media, manufacturing and government.

Featured Stories Five stocks we like better than Varonis Systems Why SK hynix Could Be the Best AI Chip Stock to Buy Now Seagate Technology Stock Surges as Earnings Beat Silences AI Doubters Alphabet Is Down 18% From Its High After a Stellar Quarter—Overdone, or More Downside Ahead? Why Bloom Energy May Be the Most Important AI Infrastructure Stock Want to see what other hedge funds are holding VRNS? Visit HoldingsChannel.com to get the latest 13F filings and insider trades for Varonis Systems, Inc. (NASDAQ:VRNS – Free Report).

Receive News & Ratings for Varonis Systems Daily - Enter your email address below to receive a concise daily summary of the latest news and analysts' ratings for Varonis Systems and related companies with MarketBeat.com's FREE daily email newsletter.

« PREVIOUS HEADLINEAnson Funds Management LP Buys Shares of 306,000 Core Scientific, Inc. $CORZ

NEXT HEADLINE »Charter Communications (NASDAQ:CHTR) Price Target Lowered to $150.00 at JPMorgan Chase & Co.

Varonis Systems Inc (NASDAQ:VRNS) on Tuesday posted better-than-expected earnings for the second quarter.

The company reported quarterly earnings of 4 cents per share which beat the analyst consensus estimate of 1 cent per share. The company reported quarterly sales of $180.023 million which beat the analyst consensus estimate of $176.775 million.

Varonis Systems raised its FY2026 adjusted EPS guidance from $0.11-$0.12 to $0.14-$0.15 and increased its sales guidance from $731.000 million-$737.000 million to $735.000 million-$739.000 million.

Yaki Faitelson, Varonis CEO, said, “Our Q2 results were highlighted by SaaS ARR excluding conversions growth of 25%, SaaS ARR from new logos growing more than 20% and increasing momentum from our newer products, including Atlas, Interceptor, and Database Activity Monitoring. Organizations are prioritizing data and AI security, and we are uniquely positioned to help customers secure sensitive data, govern AI and automate risk reduction.”

Varonis shares fell 8.2% to trade at $41.01 on Wednesday.

These analysts made changes to their price targets on Varonis following earnings announcement.

Considering buying VRNS stock? Here’s what analysts think:

Photo via Shutterstock

Market News and Data brought to you by Benzinga APIs

© 2026 Benzinga.com. Benzinga does not provide investment advice. All rights reserved.

To add Benzinga News as your preferred source on Google, click here.

Varonis Systems (VRNS - Free Report) reported $180.02 million in revenue for the quarter ended June 2026, representing a year-over-year increase of 18.3%. EPS of $0.04 for the same period compares to $0.03 a year ago.

The reported revenue compares to the Zacks Consensus Estimate of $176.97 million, representing a surprise of +1.73%. The company delivered an EPS surprise of +300%, with the consensus EPS estimate being $0.01.

While investors closely watch year-over-year changes in headline numbers -- revenue and earnings -- and how they compare to Wall Street expectations to determine their next course of action, some key metrics always provide a better insight into a company's underlying performance.

Since these metrics play a crucial role in driving the top- and bottom-line numbers, comparing them with the year-ago numbers and what analysts estimated about them helps investors better project a stock's price performance.

Here is how Varonis performed in the just reported quarter in terms of the metrics most widely monitored and projected by Wall Street analysts:

Revenues- Maintenance and Services: $4.13 million versus $4.47 million estimated by seven analysts on average. Compared to the year-ago quarter, this number represents a -70.3% change.Revenues- Term license subscriptions: $4.16 million versus $5.34 million estimated by four analysts on average. Compared to the year-ago quarter, this number represents a -87.1% change.Revenues- SaaS: $171.73 million compared to the $167.64 million average estimate based on four analysts. The reported number represents a change of +62.2% year over year.View all Key Company Metrics for Varonis here>>>

Shares of Varonis have returned +16.1% over the past month versus the Zacks S&P 500 composite's +1.7% change. The stock currently has a Zacks Rank #3 (Hold), indicating that it could perform in line with the broader market in the near term.

SaaS ARR, excluding conversions increased 25% year-over-year
Total SaaS ARR was $726.0 million, up 52% year-over-year

MIAMI, July 28, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS), the data and AI security leader, today announced financial results for the second quarter ended June 30, 2026.

Yaki Faitelson, Varonis CEO, said, “Our Q2 results were highlighted by SaaS ARR excluding conversions growth of 25%, SaaS ARR from new logos growing more than 20% and increasing momentum from our newer products, including Atlas, Interceptor, and Database Activity Monitoring. Organizations are prioritizing data and AI security, and we are uniquely positioned to help customers secure sensitive data, govern AI and automate risk reduction.”

Guy Melamed, Varonis CFO & COO, added, “Our performance this quarter was characterized by healthy new logo momentum driven by the need to secure AI and the data powering it. Given the strength we are seeing in the business, the underlying demand drivers and our strong start to July, we are raising our full-year outlook for SaaS ARR excluding conversions growth above the second quarter beat to 21% at the midpoint to $769 million to $775 million which is a $5 million raise over last quarter.”

Financial Summary for the Second Quarter Ended June 30, 2026

Total revenues were $180.0 million, compared with $152.2 million in the second quarter of 2025.SaaS revenues were $171.7 million, compared with $105.9 million in the second quarter of 2025.Term license subscription revenues were $4.2 million, compared with $32.4 million in the second quarter of 2025, with the vast majority of the decline driven by customers converting to our SaaS platform.Maintenance and services revenues were $4.1 million, compared with $13.9 million in the second quarter of 2025, with the vast majority of the decline driven by customers converting to our SaaS platform.GAAP operating loss was ($40.6) million, compared to GAAP operating loss of ($36.6) million in the second quarter of 2025.Non-GAAP operating income was $3.7 million, compared to non-GAAP operating loss of ($1.9) million in the second quarter of 2025. The tables at the end of this press release include a reconciliation of GAAP operating income (loss) to non-GAAP operating income (loss) and GAAP net income (loss) to non-GAAP net income (loss) for the three and six months ended June 30, 2026 and 2025. An explanation of these measures is included below under the heading "Non-GAAP Financial Measures and Key Performance Indicators."

Key Performance Indicators and Recent Business Highlights

SaaS ARR, was $726.0 million as of the end of the second quarter, up 52% year-over-year and up 25% year-over-year, excluding conversions.As of June 30, 2026, the Company had $911.5 million in cash and cash equivalents, short-term deposits and short-term and long-term marketable securities.During the six months ended June 30, 2026, the Company generated $80.1 million of cash from operations, compared to $89.3 million generated in the prior year period.During the six months ended June 30, 2026, the Company generated $69.1 million of free cash flow, compared to $82.7 million generated in the prior year period.During the six months ended June 30, 2026, the Company generated $81.0 million of adjusted free cash flow, compared to $84.3 million generated in the prior year period.Announced support for Cursor, the AI-native coding tool, delivering visibility and control across the agentic development lifecycle.Named a Gartner Peer Insights Customers’ Choice for Data Security Posture Management (DSPM).Achieved GovRAMP Authorization to help public sector organizations secure critical data and AI.Deepened integration with Anthropic’s Claude Enterprise and Claude Platform as well as Claude Code and Claude Cowork, enabling security teams to secure and govern the entire Claude enterprise suite with the Varonis Atlas AI Security Platform. An explanation of SaaS ARR is included below under the heading "Non-GAAP Financial Measures and Key Performance Indicators." In addition, the tables at the end of this press release include a reconciliation of net cash provided by operating activities to non-GAAP free cash flow and non-GAAP adjusted free cash flow. An explanation of these measures is also included below under the heading "Non-GAAP Financial Measures and Key Performance Indicators."

Financial Outlook

For the third quarter of 2026, the Company expects:

SaaS ARR year-over-year growth of 22% to 23%, excluding conversions.Revenues of $185.0 million to $188.0 million, or year-over-year growth of 14% to 16%.Non-GAAP operating income of $2.5 million to $3.5 million.Non-GAAP net income per diluted share in the range of $0.02 to $0.03, based on 131.1 million diluted shares outstanding. For full year 2026, the Company now expects:

SaaS ARR of $819.0 million to $850.0 million, or year-over-year growth of 28% to 33%.SaaS ARR year-over-year growth of 20% to 21%, excluding conversions.Free cash flow of $105.0 million to $110.0 million.Revenues of $735.0 million to $739.0 million, or year-over-year growth of 18% to 19%.Non-GAAP operating income of $11.0 million to $13.0 million.Non-GAAP net income per diluted share in the range of $0.14 to $0.15, based on 131.5 million diluted shares outstanding. Actual results may differ materially from the Company’s Financial Outlook as a result of, among other things, the factors described below under “Forward-Looking Statements”.

Conference Call and Webcast
Varonis will host a conference call today, Tuesday, July 28, 2026, at 4:30 p.m. Eastern Time, to discuss the Company's second quarter 2026 financial results. To access this call, dial 877-425-9470 (domestic) or 201-389-0878 (international). The passcode is 13761605. A replay of this conference call will be available through August 11, 2026 at 844-512-2921 (domestic) or 412-317-6671 (international). The replay passcode is 13761605. A live webcast of this conference call will be available on the "Investors" page of the Company's website (www.varonis.com), and a replay will be archived on the website as well.

Non-GAAP Financial Measures and Key Performance Indicators
Varonis believes that the use of non-GAAP operating income (loss) and non-GAAP net income (loss) is helpful to our investors. These measures, which the Company refers to as our non-GAAP financial measures, are not prepared in accordance with GAAP.

Non-GAAP operating income (loss) is calculated as operating income (loss) excluding (i) stock-based compensation expense, (ii) payroll tax expense related to stock-based compensation, and (iii) amortization of acquired intangible assets and acquisition-related expenses.

Non-GAAP net income (loss) is calculated as net income (loss) excluding (i) stock-based compensation expense, (ii) payroll tax expense related to stock-based compensation, (iii) amortization of acquired intangible assets and acquisition-related expenses, (iv) foreign exchange gains (losses) which include exchange rate differences on lease contracts as a result of the implementation of ASC 842, (v) amortization of debt issuance costs and (vi) acquisition-related taxes.

The Company believes that the exclusion of these expenses provides a more meaningful comparison of our operational performance from period to period and offers investors and management greater visibility to the underlying performance of our business. Specifically:

Stock-based compensation expenses utilize varying available valuation methodologies, subjective assumptions and a variety of equity instruments that can impact a company's non-cash expenses;Payroll taxes are tied to the exercise or vesting of underlying equity awards and the price of our common stock at the time of vesting or exercise, factors which may vary from period to period;Acquired intangible assets are valued at the time of acquisition and are amortized over an estimated useful life after the acquisition, and acquisition-related expenses are unrelated to current operations and neither are comparable to the prior period nor predictive of future results;The Company incurs foreign exchange gains or losses from the revaluation of its significant operating lease liabilities in foreign currencies as well as other assets and liabilities denominated in non-U.S. dollars, which may vary from period to period;Amortization of debt issuance costs, which relate to the Company’s convertible senior notes issued in 2020 and 2024, are a non-cash item; andAcquisition-related taxes are unrelated to current operations and neither are comparable to the prior period nor predictive of future results. Free cash flow is calculated as net cash provided by or used in operating activities less purchases of property and equipment and capitalized internal-use software. Adjusted free cash flow is calculated as free cash flow excluding net cash paid for acquisition-related costs. We believe that free cash flow and adjusted free cash flow are useful indicators of liquidity that provide information to management and investors about the amount of cash provided by or used in our operations that, after adjusting for the investments in property and equipment, capitalized internal-use software and acquisition-related costs, can be used for strategic initiatives.

Each of our non-GAAP financial measures is an important tool for financial and operational decision making and for evaluating our own operating results over different periods of time. The non-GAAP financial measures do not represent our financial performance under U.S. GAAP and should not be considered as alternatives to operating income (loss) or net income (loss) or any other performance measures derived in accordance with GAAP. Non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies in our industry may calculate non-GAAP financial results differently, particularly related to non-recurring, unusual items. In addition, there are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, and exclude expenses that may have a material impact on our reported financial results. Further, stock-based compensation expense and payroll tax expense related to stock-based compensation have been, and will continue to be for the foreseeable future, significant recurring expenses in our business and an important part of the compensation provided to our employees. Also, the amortization of intangible assets are expected recurring expenses over the estimated useful life of the underlying intangible asset and acquisition-related expenses will be incurred to the extent acquisitions are made in the future and acquisition-related taxes may be incurred to the extent acquisitions are made in the future. Additionally, foreign exchange rates may fluctuate from one period to another, and the Company does not estimate movements in foreign currencies. Finally, the amortization of debt issuance costs are expected recurring expenses until the maturity of the convertible senior notes in 2029.

The presentation of non-GAAP financial information is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with GAAP. Varonis urges investors to review the reconciliation of our historical non-GAAP financial measures to the comparable GAAP financial measures included below, and not to rely on any single financial measures to evaluate our business.

A reconciliation for non-GAAP operating income (loss), non-GAAP net income (loss), and free cash flow referred to in our “Financial Outlook” is not provided because we do not guide on their most directly comparable GAAP financial measures. As these are forward-looking statements, such reconciliation is not available without unreasonable effort due to the high variability, complexity, uncertainty and difficulty of estimating certain items such as stock-based compensation and currency fluctuations, which have an impact on our consolidated results. The actual amounts of such reconciling items will have a significant impact on the Company’s most directly comparable GAAP financial measures. The Company believes the information provided is useful to investors because it can be considered in the context of the Company’s historical disclosures of this measure.

SaaS ARR is a key performance indicator defined as the annualized value of active SaaS contracts in effect at the end of that period. Similarly, SaaS ARR excluding conversions is the annualized value of active SaaS contracts excluding the impact of conversions. The contracts are annualized by dividing the total contract value by the number of days in the term and multiplying the result by 365. The annualized value of contracts is a legal and contractual determination made by assessing the contractual terms with our customers. The annualized value of such contracts is not determined by reference to historical revenues, deferred revenues or any other GAAP financial measure over any period. SaaS ARR is not a forecast of future revenues, which can be impacted by contract start and end dates and renewal rates.

Forward-Looking Statements

This press release contains, and statements made during the above referenced conference call will contain, "forward-looking" statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including regarding the Company's growth rate and its expectations regarding future revenues, operating income or loss or earnings or loss per share. These statements are not guarantees of future performance but are based on management's expectations as of the date of this press release and assumptions that are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements. Important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include the following: the impact of potential information technology, cybersecurity or data security breaches; risks associated with anticipated growth in Varonis’ addressable market; general economic and industry conditions, such as foreign currency exchange rate fluctuations and expenditure trends for data and cybersecurity solutions; Varonis’ ability to predict the timing and rate of subscription renewals and their impact on the Company’s future revenues and operating results; risks associated with international operations; the impact of global conflicts on the budgets of our clients and on economic conditions generally; competitive factors, including increased sales cycle time, changes in the competitive environment, pricing changes and increased competition; the risk that Varonis may not be able to attract or retain employees, including sales personnel and engineers; Varonis’ ability to build and expand its direct sales efforts and reseller distribution channels; risks associated with the closing of large transactions, including Varonis’ ability to close large transactions consistently on a quarterly basis; new product introductions and Varonis’ ability to develop and deliver innovative products; Varonis’ ability to provide high-quality service and support offerings; the expansion of cloud-delivered services; and risks associated with our convertible notes and capped-call transactions. These and other important risk factors are described more fully in Varonis’ reports and other documents filed with the Securities and Exchange Commission and could cause actual results to vary from expectations. All information provided in this press release and in the conference call is as of the date hereof, and Varonis undertakes no duty to update or revise this information, whether as a result of new information, new developments or otherwise, except as required by law.

About Varonis

Varonis (Nasdaq: VRNS) secures AI and the data that powers it. The Varonis platform gives organizations automated visibility and control over their critical data wherever it lives and helps ensure safe and trustworthy AI from code to runtime. Backed by 24x7x365 managed detection and response, Varonis gives thousands of organizations worldwide the confidence to adopt AI, reduce data exposure, and stop AI-powered threats.

Investor Relations Contact:
Tim Perz
Varonis Systems, Inc.
646-640-2112
[email protected]

News Media Contact:
Rachel Hunt
Varonis Systems, Inc.
877-292-8767 (ext. 1598)
[email protected]

Varonis Systems, Inc.Condensed Consolidated Statements of Operations(in thousands, except for share and per share data) Three Months Ended
June 30, Six Months Ended
June 30,  2026   2025   2026   2025  Unaudited UnauditedRevenues:       SaaS$171,727  $105,895  $332,792  $194,455 Term license subscriptions 4,162   32,374   11,058   63,862 Maintenance and services 4,134   13,894   9,299   30,269 Total revenues 180,023   152,163   353,149   288,586         Cost of revenues 44,512   31,249   86,082   60,267         Gross profit 135,511   120,914   267,067   228,319         Operating expenses:       Research and development 73,339   56,247   143,100   110,457 Sales and marketing 78,978   76,578   159,314   149,341 General and administrative 23,825   24,641   49,765   48,839 Total operating expenses 176,142   157,466   352,179   308,637         Operating loss (40,631)  (36,552)  (85,112)  (80,318)Financial income (expense), net (763)  4,967   3,683   16,918         Loss before income taxes (41,394)  (31,585)  (81,429)  (63,400)Provision for income taxes (5,415)  (4,239)  (2,234)  (8,207)        Net loss$(46,809) $(35,824) $(83,663) $(71,607)        Net loss per share of common stock, basic and diluted$(0.41) $(0.32) $(0.73) $(0.64)        Weighted average number of shares used in computing net loss per share of common stock, basic and diluted 114,818,267   112,054,715   115,300,485   112,347,961          Stock-based compensation expense for the three and six months ended June 30, 2026 and 2025 is included in the Condensed Consolidated Statements of Operations as follows (in thousands):         Three Months Ended
June 30, Six Months Ended
June 30, 2026
 2025
 2026
 2025
 Unaudited UnauditedCost of revenues$1,645 $1,475 $3,084 $2,979Research and development 13,378  10,885  26,104  21,461Sales and marketing 10,187  10,652  20,042  21,128General and administrative 9,409  10,847  19,128  20,546 $34,619 $33,859 $68,358 $66,114 Payroll tax expense related to stock-based compensation for the three and six months ended June 30, 2026 and 2025 is included in the Condensed Consolidated Statements of Operations as follows (in thousands):         Three Months Ended
June 30, Six Months Ended
June 30, 2026
 2025
 2026
 2025
 Unaudited UnauditedCost of revenues$6 $18 $264 $508Research and development 74  111  219  348Sales and marketing 55  62  1,071  1,979General and administrative 39  68  523  491 $174 $259 $2,077 $3,326 Amortization of acquired intangibles and acquisition-related expenses for the three and six months ended June 30, 2026 and 2025 is included in the Condensed Consolidated Statements of Operations as follows (in thousands):         Three Months Ended
June 30, Six Months Ended
June 30, 2026
 2025
 2026
 2025
 Unaudited UnauditedCost of revenues$2,697 $170 $4,372 $196Research and development 6,662  338  11,236  1,695Sales and marketing 180  —  316  —General and administrative 10  24  1,086  627 $9,549 $532 $17,010 $2,518 Varonis Systems, Inc.Condensed Consolidated Balance Sheets(in thousands) June 30, 2026 December 31, 2025 Unaudited  Assets   Current assets:   Cash and cash equivalents$233,643  $202,482 Marketable securities 426,474   681,225 Short-term deposits 38,149   37,259 Accounts receivable, net 150,896   242,822 Prepaid expenses and other short-term assets 147,790   134,767 Total current assets 996,952   1,298,555 Long-term assets:   Long-term marketable securities 213,260   187,202 Operating lease right-of-use assets 61,826   57,677 Property and equipment, net 40,314   36,032 Intangible assets, net 56,006   16,687 Goodwill 215,082   135,276 Other assets 70,955   60,183 Total long-term assets 657,443   493,057 Total assets$1,654,395  $1,791,612     Liabilities and stockholders’ equity   Current liabilities:   Trade payables$12,328  $5,735 Accrued expenses and other short-term liabilities 173,413   225,411 Deferred revenues 420,198   427,811 Total current liabilities 605,939   658,957 Long-term liabilities:   Convertible senior notes, net 453,278   452,259 Operating lease liabilities 62,854   59,749 Deferred revenues 15,368   14,406 Other liabilities 72,463   7,585 Total long-term liabilities 603,963   533,999     Stockholders’ equity:   Share capital   Common stock 115   118 Accumulated other comprehensive income 27,159   23,132 Additional paid-in capital 1,370,361   1,444,885 Accumulated deficit (953,142)  (869,479)Total stockholders’ equity 444,493   598,656 Total liabilities and stockholders’ equity$1,654,395  $1,791,612  Varonis Systems, Inc.Condensed Consolidated Statements of Cash Flows(in thousands) Six Months Ended
June 30,  2026   2025  UnauditedCash flows from operating activities:   Net loss$(83,663) $(71,607)Adjustments to reconcile net loss to net cash provided by operating activities:   Depreciation and amortization 11,535   4,988 Stock-based compensation 68,358   66,114 Amortization of deferred commissions 30,570   25,141 Non-cash operating lease costs 5,401   4,952 Amortization of debt issuance costs 1,019   1,774 Amortization of premium and accretion of discount on marketable securities, net 1,511   414 Deferred income taxes, net (9,652)  — Remeasurement of options to repurchase common stock 2,091   —     Changes in assets and liabilities:   Accounts receivable 91,926   39,004 Prepaid expenses and other short-term assets (4,129)  1,427 Deferred commissions (41,294)  (35,592)Other long-term assets (8,786)  (1,120)Trade payables 6,592   2,802 Accrued expenses and other short-term liabilities 13,635   15,953 Deferred revenues (6,669)  34,070 Other long-term liabilities 1,678   1,029 Net cash provided by operating activities 80,123   89,349     Cash flows from investing activities:   Proceeds from maturities of marketable securities 240,895   126,000 Proceeds from sales of marketable securities 141,319   — Investment in marketable securities (157,589)  (57,654)Proceeds from short-term and long-term deposits 96,517   99,750 Investment in short-term and long-term deposits (96,932)  (96,388)Acquisitions, net of cash acquired (113,622)  (18,584)Purchases of property and equipment (9,352)  (5,716)Capitalized internal-use software (1,720)  (975)Other investing activities —   (1,500)Net cash provided by investing activities 99,516   44,933     Cash flows from financing activities:   Repurchase of common stock (135,000)  (100,000)Payment of deferred consideration for acquisition (3,502)  — Proceeds from options to repurchase common stock 2,900   — Proceeds from employee stock plans 7,970   7,163 Taxes paid related to net share settlement of equity awards (20,846)  (27,799)Net cash used in financing activities (148,478)  (120,636)Increase in cash and cash equivalents 31,161   13,646 Cash and cash equivalents at beginning of period 202,482   185,585 Cash and cash equivalents at end of period$233,643  $199,231  Varonis Systems, Inc.Reconciliation of GAAP Measures to non-GAAP(in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended
June 30,  2026   2025   2026   2025  Unaudited UnauditedReconciliation to non-GAAP operating income (loss):               GAAP operating loss$(40,631) $(36,552) $(85,112) $(80,318)        Add back:       Stock-based compensation expense 34,619   33,859   68,358   66,114 Payroll tax expenses related to stock-based compensation 174   259   2,077   3,326 Amortization of acquired intangible assets and acquisition-related expenses 9,549   532   17,010   2,518 Non-GAAP operating income (loss)$3,711  $(1,902) $2,333  $(8,360)        Reconciliation to non-GAAP net income:               GAAP net loss$(46,809) $(35,824) $(83,663) $(71,607)        Add back:       Stock-based compensation expense 34,619   33,859   68,358   66,114 Payroll tax expenses related to stock-based compensation 174   259   2,077   3,326 Amortization of acquired intangible assets and acquisition-related expenses 9,549   532   17,010   2,518 Foreign exchange rate differences, net 7,235   4,116   8,015   1,981 Amortization of debt issuance costs 509   887   1,019   1,774 Acquisition-related taxes —   —   —   391 Non-GAAP net income$5,277  $3,829  $12,816  $4,497         GAAP weighted average number of shares used in computing net loss per share of common stock - basic and diluted 114,818,267   112,054,715   115,300,485   112,347,961 Non-GAAP weighted average number of shares used in computing net income per share of common stock - basic 114,818,267   112,054,715   115,300,485   112,347,961 Non-GAAP weighted average number of shares used in computing net income per share of common stock - diluted 130,766,127   135,158,214   131,798,764   135,929,738         GAAP net loss per share of common stock - basic and diluted$(0.41) $(0.32) $(0.73) $(0.64)Non-GAAP net income per share of common stock - basic$0.05  $0.03  $0.11  $0.04 Non-GAAP net income per share of common stock - diluted$0.04  $0.03  $0.10  $0.03  Varonis Systems, Inc.Reconciliation of GAAP Measures to non-GAAP(in thousands)     Six Months Ended
June 30,  2026   2025  UnauditedReconciliation to non-GAAP free and adjusted free cash flow:   Net cash provided by operating activities$80,123  $89,349 Purchases of property and equipment (9,352)  (5,716)Capitalized internal-use software (1,720)  (975)Free cash flow$69,051  $82,658 Cash paid for acquisition-related costs$11,944  $1,651 Adjusted free cash flow$80,995  $84,309 

Posted by Defense World Staff on Jul 28th, 2026

American Capital Management Inc. boosted its holdings in Varonis Systems, Inc. (NASDAQ:VRNS – Free Report) by 54.3% during the first quarter, according to its most recent 13F filing with the Securities & Exchange Commission. The fund owned 2,328,379 shares of the technology company’s stock after acquiring an additional 819,340 shares during the quarter. Varonis Systems accounts for about 2.7% of American Capital Management Inc.’s investment portfolio, making the stock its 13th largest position. American Capital Management Inc. owned 2.03% of Varonis Systems worth $49,990,000 as of its most recent SEC filing.

Several other institutional investors and hedge funds have also recently modified their holdings of VRNS. Quantinno Capital Management LP grew its holdings in shares of Varonis Systems by 59.0% during the first quarter. Quantinno Capital Management LP now owns 76,843 shares of the technology company’s stock worth $1,650,000 after purchasing an additional 28,512 shares in the last quarter. Senvest Management LLC lifted its position in Varonis Systems by 406.1% during the first quarter. Senvest Management LLC now owns 1,448,943 shares of the technology company’s stock valued at $31,109,000 after purchasing an additional 1,162,651 shares during the last quarter. Renaissance Technologies LLC grew its stake in Varonis Systems by 848.3% in the 1st quarter. Renaissance Technologies LLC now owns 384,625 shares of the technology company’s stock worth $8,258,000 after buying an additional 344,064 shares in the last quarter. Oribel Capital Management LP bought a new position in shares of Varonis Systems in the 1st quarter worth $3,549,000. Finally, Arrowstreet Capital Limited Partnership increased its holdings in shares of Varonis Systems by 218.4% in the 1st quarter. Arrowstreet Capital Limited Partnership now owns 1,409,487 shares of the technology company’s stock worth $30,262,000 after buying an additional 966,817 shares during the last quarter. Hedge funds and other institutional investors own 95.65% of the company’s stock.

Varonis Systems Trading Up 2.0% VRNS stock opened at $46.67 on Tuesday. The company has a market capitalization of $5.36 billion, a PE ratio of -40.94 and a beta of 0.83. The company has a debt-to-equity ratio of 1.00, a quick ratio of 1.69 and a current ratio of 1.69. Varonis Systems, Inc. has a one year low of $19.70 and a one year high of $63.90. The company’s 50 day moving average price is $38.34 and its two-hundred day moving average price is $30.50.

Varonis Systems (NASDAQ:VRNS – Get Free Report) last announced its quarterly earnings data on Tuesday, April 28th. The technology company reported $0.06 earnings per share (EPS) for the quarter, beating analysts’ consensus estimates of ($0.05) by $0.11. Varonis Systems had a negative net margin of 19.75% and a negative return on equity of 20.27%. The company had revenue of $173.13 million during the quarter, compared to analysts’ expectations of $165.52 million. The business’s revenue for the quarter was up 26.9% compared to the same quarter last year. As a group, analysts predict that Varonis Systems, Inc. will post -1.05 earnings per share for the current fiscal year.

Wall Street Analyst Weigh In VRNS has been the topic of several research reports. Royal Bank Of Canada raised their price objective on shares of Varonis Systems from $30.00 to $36.00 and gave the company an “outperform” rating in a research report on Wednesday, April 29th. Citigroup reiterated an “overweight” rating on shares of Varonis Systems in a research report on Friday. TD Cowen increased their target price on Varonis Systems from $40.00 to $50.00 and gave the company a “buy” rating in a research note on Monday, July 13th. Weiss Ratings upgraded Varonis Systems from a “sell (e+)” rating to a “sell (d-)” rating in a research report on Tuesday, June 30th. Finally, Barclays lifted their price target on Varonis Systems from $33.00 to $52.00 and gave the stock an “overweight” rating in a research note on Monday, July 13th. One analyst has rated the stock with a Strong Buy rating, sixteen have issued a Buy rating, five have issued a Hold rating and one has given a Sell rating to the company’s stock. According to data from MarketBeat, the stock has a consensus rating of “Moderate Buy” and a consensus price target of $46.26.

Get Our Latest Analysis on VRNS

Varonis Systems Profile (Free Report)

Varonis Systems is a cybersecurity firm specializing in the protection and management of unstructured data. The company’s flagship Data Security Platform provides advanced analytics for monitoring file systems, email servers, collaboration platforms and cloud storage. By continuously mapping and analyzing data permissions and user behavior, Varonis enables organizations to detect insider threats, verify compliance and remediate exposed data in real time.

Founded in 2005 and headquartered in New York City, Varonis serves a diverse global customer base across financial services, healthcare, media, manufacturing and government.

Featured Articles Five stocks we like better than Varonis Systems AirJoule’s Kubota Deal Is a Major Validation—But the Hard Part Comes Next Dividend Stocks May Be the Quiet Rotation Trade Investors Are Missing Now Refiner Stocks Are Near Record Highs—Can Iran-Driven Margins Keep Them There? Verizon May Be an AI Infrastructure Stock Hiding in Plain Sight Want to see what other hedge funds are holding VRNS? Visit HoldingsChannel.com to get the latest 13F filings and insider trades for Varonis Systems, Inc. (NASDAQ:VRNS – Free Report).

Receive News & Ratings for Varonis Systems Daily - Enter your email address below to receive a concise daily summary of the latest news and analysts' ratings for Varonis Systems and related companies with MarketBeat.com's FREE daily email newsletter.

« PREVIOUS HEADLINELiveRamp Holdings, Inc. $RAMP Shares Sold by American Capital Management Inc.

NEXT HEADLINE »1,054,267 Shares in Dynatrace, Inc. $DT Acquired by American Capital Management Inc.

Posted by Defense World Staff on Jul 26th, 2026

First Trust Advisors LP decreased its holdings in shares of Varonis Systems, Inc. (NASDAQ:VRNS – Free Report) by 36.7% in the 1st quarter, according to its most recent 13F filing with the Securities and Exchange Commission (SEC). The fund owned 2,803,987 shares of the technology company’s stock after selling 1,623,258 shares during the quarter. First Trust Advisors LP owned approximately 2.44% of Varonis Systems worth $60,202,000 at the end of the most recent reporting period.

A number of other hedge funds and other institutional investors have also recently added to or reduced their stakes in VRNS. PNC Financial Services Group Inc. increased its holdings in shares of Varonis Systems by 81.8% in the first quarter. PNC Financial Services Group Inc. now owns 5,233 shares of the technology company’s stock valued at $112,000 after purchasing an additional 2,355 shares during the last quarter. Dimensional Fund Advisors LP lifted its stake in shares of Varonis Systems by 556.0% during the 1st quarter. Dimensional Fund Advisors LP now owns 203,037 shares of the technology company’s stock worth $4,359,000 after buying an additional 172,088 shares during the last quarter. Parallel Advisors LLC lifted its stake in shares of Varonis Systems by 1,025.4% during the 1st quarter. Parallel Advisors LLC now owns 3,320 shares of the technology company’s stock worth $71,000 after buying an additional 3,025 shares during the last quarter. Swiss National Bank boosted its holdings in shares of Varonis Systems by 5.6% during the 1st quarter. Swiss National Bank now owns 233,254 shares of the technology company’s stock worth $5,008,000 after buying an additional 12,300 shares during the period. Finally, Assetmark Inc. boosted its holdings in shares of Varonis Systems by 21.0% during the 1st quarter. Assetmark Inc. now owns 4,848 shares of the technology company’s stock worth $104,000 after buying an additional 841 shares during the period. 95.65% of the stock is owned by institutional investors.

Analyst Upgrades and Downgrades VRNS has been the topic of several research analyst reports. Royal Bank Of Canada increased their price target on shares of Varonis Systems from $30.00 to $36.00 and gave the company an “outperform” rating in a report on Wednesday, April 29th. Needham & Company LLC boosted their price objective on Varonis Systems from $36.00 to $40.00 and gave the stock a “buy” rating in a report on Tuesday, June 23rd. Citigroup reaffirmed an “overweight” rating on shares of Varonis Systems in a research report on Friday. Wedbush reiterated an “outperform” rating and set a $37.00 target price on shares of Varonis Systems in a research note on Wednesday, June 24th. Finally, Cantor Fitzgerald reiterated an “overweight” rating and set a $55.00 target price (up from $35.00) on shares of Varonis Systems in a research note on Friday. One equities research analyst has rated the stock with a Strong Buy rating, sixteen have given a Buy rating, five have given a Hold rating and one has issued a Sell rating to the stock. According to MarketBeat.com, Varonis Systems has an average rating of “Moderate Buy” and a consensus price target of $45.42.

Read Our Latest Research Report on Varonis Systems

Varonis Systems Price Performance Shares of Varonis Systems stock opened at $45.74 on Friday. Varonis Systems, Inc. has a twelve month low of $19.70 and a twelve month high of $63.90. The company has a quick ratio of 1.69, a current ratio of 1.69 and a debt-to-equity ratio of 1.00. The company has a 50-day simple moving average of $37.99 and a two-hundred day simple moving average of $30.42. The stock has a market capitalization of $5.25 billion, a price-to-earnings ratio of -40.12 and a beta of 0.83.

Varonis Systems (NASDAQ:VRNS – Get Free Report) last posted its quarterly earnings data on Tuesday, April 28th. The technology company reported $0.06 earnings per share (EPS) for the quarter, beating analysts’ consensus estimates of ($0.05) by $0.11. Varonis Systems had a negative net margin of 19.75% and a negative return on equity of 20.27%. The firm had revenue of $173.13 million during the quarter, compared to the consensus estimate of $165.52 million. The company’s quarterly revenue was up 26.9% compared to the same quarter last year. Varonis Systems has set its FY 2026 guidance at 0.110-0.120 EPS and its Q2 2026 guidance at 0.000-0.010 EPS. Analysts forecast that Varonis Systems, Inc. will post -1.05 EPS for the current year.

About Varonis Systems (Free Report)

Varonis Systems is a cybersecurity firm specializing in the protection and management of unstructured data. The company’s flagship Data Security Platform provides advanced analytics for monitoring file systems, email servers, collaboration platforms and cloud storage. By continuously mapping and analyzing data permissions and user behavior, Varonis enables organizations to detect insider threats, verify compliance and remediate exposed data in real time.

Founded in 2005 and headquartered in New York City, Varonis serves a diverse global customer base across financial services, healthcare, media, manufacturing and government.

See Also Five stocks we like better than Varonis Systems Telecom Earnings Reveal a Sector That Finally Looks Healthier Defense Earnings Show Readiness Now and Modernization Ahead Why Palantir Investors Aren’t Panicking While the Rest of AI Sells Off MarketBeat Week in Review – 07/20- 07/24 Want to see what other hedge funds are holding VRNS? Visit HoldingsChannel.com to get the latest 13F filings and insider trades for Varonis Systems, Inc. (NASDAQ:VRNS – Free Report).

Receive News & Ratings for Varonis Systems Daily - Enter your email address below to receive a concise daily summary of the latest news and analysts' ratings for Varonis Systems and related companies with MarketBeat.com's FREE daily email newsletter.

« PREVIOUS HEADLINEMorningstar, Inc. $MORN Position Trimmed by CI Investments Inc.

July 09, 2026 16:05 ET  | Source: Varonis Systems, Inc.

MIAMI, July 09, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS), the data and AI security leader, announced that it will report its second quarter 2026 financial results following the close of the U.S. financial markets Tuesday, July 28, 2026.

In conjunction with this announcement, Varonis will host a conference call Tuesday, July 28, 2026, at 4:30 p.m. ET to discuss the company's financial results.

To access this call, dial 877-425-9470 (domestic) or 201-389-0878 (international). The conference ID number is 13761605. A replay of this conference call will be available through August 11, 2026, at 844-512-2921 (domestic) or 412-317-6671 (international). The replay passcode is 13761605.

A live webcast of this conference call will be available on the “Investor Relations” page of the company's website (https://ir.varonis.com), and the replay will be archived on the website for one year.

Additional Resources

For more information on Varonis’ solution portfolio, please visit www.varonis.com.Visit our blog, and join us on LinkedIn and YouTube. About Varonis

Varonis (Nasdaq: VRNS) secures AI and the data that powers it. The Varonis platform gives organizations automated visibility and control over their critical data wherever it lives and helps ensure safe and trustworthy AI from code to runtime. Backed by 24x7x365 managed detection and response, Varonis gives thousands of organizations worldwide the confidence to adopt AI, reduce data exposure, and stop AI-powered threats.

Investor Relations Contact:
Tim Perz
Varonis Systems, Inc.
646-640-2112
[email protected]

News Media Contact: 
Rachel Hunt
Varonis Systems, Inc.
877-292-8767 (ext. 1598)
[email protected]

MIAMI, June 30, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS), the data and AI security leader, today announced its Data Security Platform attained GovRAMP Authorization. This latest third-party validation confirms that Varonis meets rigorous security requirements for serving state, local, tribal, and educational government agencies.

SLED organizations are responsible for securing sensitive data and critical infrastructure communities rely on every day — from student and taxpayer data to utilities and emergency response systems. As agencies accelerate cloud adoption and deploy AI, their security strategies must evolve just as fast to keep pace.

“Government organizations are under pressure to manage and safeguard vast amounts of regulated data across on-prem, cloud, and AI systems,” said Dror Shemesh, CISO at Varonis. “Varonis has long supported the SLED sector, and achieving GovRAMP validates our ability to meet stringent security and compliance requirements with solutions that continuously and automatically protect data at scale.”

Varonis maintains a broad portfolio of U.S. and international certifications — including FedRAMP, TXRAMP, ISO 27001, and SOC 2 — that demonstrate its ability to meet the highest security and compliance standards for both public- and private-sector organizations.

Additional Resources

Visit the Trust Center to see additional Varonis certifications.Learn how Varonis supports SLED customers.Visit our blog, and join the conversation on LinkedIn and YouTube.
About GovRAMP
GovRAMP is the leading authority on cloud security standards for state and local governments, providing a standardized approach to assessing and authorizing cloud services. GovRAMP empowers government agencies and their vendors to navigate the complexities of cloud security with confidence.

About Varonis
Varonis (Nasdaq: VRNS) secures AI and the data that powers it. The Varonis platform gives organizations automated visibility and control over their critical data wherever it lives and helps ensure safe and trustworthy AI from code to runtime. Backed by 24x7x365 managed detection and response, Varonis gives thousands of organizations worldwide the confidence to adopt AI, reduce data exposure, and stop AI-powered threats.

Investor Relations Contact:
Tim Perz
Varonis Systems, Inc.
646-640-2112
[email protected]

News Media Contact:
Rachel Hunt
Varonis Systems, Inc.
877-292-8767 (ext. 1598)
[email protected]

Varonis Systems (NASDAQ:VNRS) is considering a sale of its business after fielding takeover interest from major private equity firms including Blackstone, Thoma Bravo, and Vista Equity Partners, Bloomberg reported, with Wedbush analysts saying a deal would make strategic sense given the cybersecurity company's discounted valuation.

Varonis is working with advisers as it evaluates interest from financial buyers, according to the Bloomberg report.

Wedbush analyst Dan Ives, who maintains an Outperform rating and $37 price target on the stock, has the company has been on his M&A watchlist and believes it is undervalued relative to its peers.

Varonis shares have been under pressure after falling roughly 30% earlier this year, hurt by competitive threats from AI labs Anthropic and OpenAI, which each launched vulnerability detection and patching tools that raised concerns about disruption to Varonis' software-as-a-service model. The company also faces competition from cybersecurity platform providers Palo Alto Networks and CrowdStrike.

Despite the selloff, Wedbush noted the stock still trades at a significant discount to its peer group, with Varonis fetching approximately 3.9 times 2027 enterprise value-to-revenue versus the roughly 7.3 times multiple commanded by comparable cybersecurity names, a gap the analyst said makes the company a prime acquisition candidate.

Wedbush said each of the private equity suitors named by Bloomberg has extensive software and cybersecurity portfolios and would be positioned to bundle Varonis' capabilities into existing product suites for additional upsell and cross-sell opportunities.

Ives noted that while Varonis has made progress with its SaaS-first model and pipeline development, the company has faced challenges converting deals as competition in the managed detection, data, and response market intensifies. Varonis has increasingly leaned on AI and machine learning to power user behavior analysis and threat modelling, capabilities Wedbush said should improve the value of its portfolio and expand its addressable market ahead of any potential transaction.

"We believe that we are still in the early stages of consolidation within the space," Wedbush said, adding that more customers are seeking all-in-one platform approaches rather than purchasing multiple products across vendors.

Shares of Varonis were on track to finish nearly 8% higher on Tuesday.

New York, New York--(Newsfile Corp. - April 20, 2026) - Kuehn Law, PLLC, a shareholder litigation law firm, is investigating whether certain officers and directors of Varonis Systems, Inc. (NASDAQ: VRNS) breached their fiduciary duties to shareholders.

According to a federal securities lawsuit, Insiders at Varonis caused the company to misrepresent or fail to disclose the true state of Varonis' ability to convert its existing customer base; notably, that it was not truly equipped to convince existing users of the benefits of converting to the SaaS offering or otherwise maintain those customers on its platform, resulting in significantly reduced ARR growth potential in the near-term.

If you currently own VRNS and purchased prior to February 4, 2025 please contact Justin Kuehn, Esq. by email at [email protected] or call (833) 672-0814. Kuehn Law pays all case costs and does not charge its investor clients. Shareholders should contact the firm immediately as there may be limited time to enforce your rights.

Why Your Participation Matters:

As a shareholder your voice matters, and by getting involved, you contribute to the integrity and fairness of the financial markets. Your investment. Your voice. Your future.™

For additional information, please visit Shareholder Derivative Litigation - Kuehn Law.

Attorney advertising. Prior results do not guarantee similar outcomes.

Contacts:
Kuehn Law, PLLC
Justin Kuehn, Esq.
53 Hill Street, Suite 605
Southampton, NY 11968
[email protected]
(833) 672-0814

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/293281

Source: Kuehn Law, PLLC

Varonis Systems (VRNS - Free Report) came out with quarterly earnings of $0.06 per share, beating the Zacks Consensus Estimate of a loss of $0.05 per share. This compares to break-even earnings per share a year ago. These figures are adjusted for non-recurring items.

This quarterly report represents an earnings surprise of +213.42%. A quarter ago, it was expected that this data-management software company would post earnings of $0.03 per share when it actually produced earnings of $0.08, delivering a surprise of +166.67%.

Over the last four quarters, the company has surpassed consensus EPS estimates three times.

Varonis, which belongs to the Zacks Security industry, posted revenues of $173.13 million for the quarter ended March 2026, surpassing the Zacks Consensus Estimate by 4.54%. This compares to year-ago revenues of $136.42 million. The company has topped consensus revenue estimates three times over the last four quarters.

The sustainability of the stock's immediate price movement based on the recently-released numbers and future earnings expectations will mostly depend on management's commentary on the earnings call.

Varonis shares have lost about 23.6% since the beginning of the year versus the S&P 500's gain of 4.8%.

What's Next for Varonis?While Varonis has underperformed the market so far this year, the question that comes to investors' minds is: what's next for the stock?

There are no easy answers to this key question, but one reliable measure that can help investors address this is the company's earnings outlook. Not only does this include current consensus earnings expectations for the coming quarter(s), but also how these expectations have changed lately.

Empirical research shows a strong correlation between near-term stock movements and trends in earnings estimate revisions. Investors can track such revisions by themselves or rely on a tried-and-tested rating tool like the Zacks Rank, which has an impressive track record of harnessing the power of earnings estimate revisions.

Ahead of this earnings release, the estimate revisions trend for Varonis was mixed. While the magnitude and direction of estimate revisions could change following the company's just-released earnings report, the current status translates into a Zacks Rank #3 (Hold) for the stock. So, the shares are expected to perform in line with the market in the near future. You can see the complete list of today's Zacks #1 Rank (Strong Buy) stocks here.

It will be interesting to see how estimates for the coming quarters and the current fiscal year change in the days ahead. The current consensus EPS estimate is $0.01 on $176.44 million in revenues for the coming quarter and $0.08 on $727.94 million in revenues for the current fiscal year.

Investors should be mindful of the fact that the outlook for the industry can have a material impact on the performance of the stock as well. In terms of the Zacks Industry Rank, Security is currently in the top 39% of the 250 plus Zacks industries. Our research shows that the top 50% of the Zacks-ranked industries outperform the bottom 50% by a factor of more than 2 to 1.

Another stock from the same industry, Fortinet (FTNT - Free Report) , has yet to report results for the quarter ended March 2026. The results are expected to be released on May 6.

This network security company is expected to post quarterly earnings of $0.61 per share in its upcoming report, which represents a year-over-year change of +5.2%. The consensus EPS estimate for the quarter has been revised 0.4% higher over the last 30 days to the current level.

Fortinet's revenues are expected to be $1.73 billion, up 12.4% from the year-ago quarter.

Varonis Systems, Inc. (VRNS) Q1 2026 Earnings Call Transcript

Key Takeaways Varonis reported Q1 EPS of 6 cents vs. expected loss, with revenues up to $173.1M, beating estimates.VRNS saw SaaS revenues jump to $161.1M, driving ARR up 69% year over year to $683.2M.Varonis raised 2026 outlook, guiding up to $737M revenues and projecting continued SaaS-led growth. Varonis Systems (VRNS - Free Report) came out with first-quarter 2026 earnings of 6 cents per share, in contrast to the Zacks Consensus Estimate of a loss of 5 cents.

VRNS posted revenues of $173.13 million in the first quarter of 2026, beating the Zacks Consensus Estimate by 4.5%. This compares with year-ago revenues of $136.4 million.

Varonis beat the Zacks Consensus Estimates in each of the trailing four quarters, with an average surprise of 116.7%.

Varonis’ strong performance in the first quarter of 2026 can be attributed to SaaS momentum and rising demand for automated compliance products.

VRNS Revenue Mix Skews Further Toward SaaSVaronis continued to benefit from its SaaS transition in the first quarter of 2026. SaaS revenues rose to $161.1 million compared with $88.6 million in the year-ago quarter, highlighting the expanding base of cloud-delivered contracts.

Legacy streams continued to contract as customers shifted to the SaaS platform. Term license subscription revenues declined to $6.9 million from $31.5 million a year ago, while maintenance and services revenues fell to $5.2 million from $16.4 million, with management attributing most of the declines to conversions.

Varonis Tightens Profitability Despite Transition HeadwindsNon-GAAP gross profit for the quarter was $134.9 million, translating to a gross margin of 77.9%, down from 80.2% in the prior-year period. The modest compression aligns with the company’s broader SaaS revenue recognition dynamics and ongoing platform evolution.

On the cost side, non-GAAP operating expenses totaled $136.3 million. That produced a non-GAAP operating loss of $1.4 million compared with a $6.5 million loss a year earlier, with operating margin narrowing to negative 0.8% from negative 4.7%.

VRNS Cash Generation Remains Solid, Buybacks ContinueAs of March 31, 2026, Varonis had $899.5 million in cash, cash equivalents, marketable securities and short-term deposits, down from $921 million at the end of the previous quarter.

Varonis generated $49.0 million of free cash flow in the first quarter compared with $65.3 million a year ago. The company noted that results included acquisition-related costs, and adjusted free cash flow was $61.6 million for the period.

The company also returned capital via repurchases, buying back 5,355,445 shares at an average price of $24.67 for a total of $132.1 million.

Varonis Leans Into AI Security and Expanding Use CasesTotal SaaS ARR in the reported quarter was $683.2 million, up 69% year over year, reflecting both organic subscription expansion and the ongoing conversion of customers to the SaaS platform. Management reported $11.3 million of conversion ARR in the quarter and finished with about $83.7 million of non-SaaS ARR remaining.

Operationally, management emphasized accelerating demand tied to securing enterprise data for AI adoption, pointing to customer traction in managed detection and response capabilities and AI-related offerings. The company also highlighted early customer interest in newer products added through acquisitions, including Atlas, positioning it as a control plane for AI models, agents and pipelines that complements Varonis’ data security platform.

VRNS Raises Full-Year View and Guides Q2 for GrowthFor the second quarter of 2026, Varonis expects revenues to be in the range of $175-$178 million, implying 15-17% year-over-year growth. The Zacks Consensus Estimate is pegged at $176.4 million.

The company projects breakeven to earnings of a penny per diluted share for the second quarter of 2026.

It also expects SaaS ARR growth to be in the range of 24-25% year over year, excluding conversions.

For full-year 2026, management raised its outlook and now expects revenues to be between $731 million and $737 million, implying growth of 17-18% year over year. The Zacks Consensus Estimate is pegged at $728 million.

The company projects total SaaS ARR between $814 million and $845 million, and free cash flow to be in the range of $100-$105 million.

VRNS’ non-GAAP operating income is expected to be in the band of $7-$9 million and non-GAAP earnings between 11 cents and 12 cents. The Zacks Consensus Estimate for 2026 earnings is pegged at 8 cents.

Zacks Rank and Stocks to ConsiderCurrently, VRNS carries a Zacks Rank #3 (Hold).

Some better-ranked stocks in the broader Zacks Computer and Technology sector are Arista Networks (ADI - Free Report) , Advanced Energy (AEIS - Free Report) and Applied Materials (AMAT - Free Report) , each carrying a Zacks Rank #2 (Buy) at present. You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.

Shares of Arista Networks have gained 17.8% year-to-date. The Zacks Consensus Estimate for ANET’s 2026 earnings is pegged at $3.53 per share, up by a penny over the past 30 days, indicating an increase of 18.5% year over year.

Shares of Advanced Energy have gained 78.8% year-to-date. The Zacks Consensus Estimate for AEIS’ 2026 earnings is pegged at $8.32 per share, down a penny over the past 60 days, indicating an increase of 29.8% year over year.

Applied Materials shares have surged 53.4% year-to-date. The Zacks Consensus Estimate for AMAT’s fiscal 2026 earnings is pegged at $11.10 per share, up 7 cents over the past 30 days, indicating an increase of 17.8% year over year.

Varonis Systems has successfully completed its SaaS transition, driving accelerated revenue growth and improved non-GAAP profitability. VRNS now focuses on new customer acquisition and upselling, with SaaS ARR excluding conversions up 29% y/y to $522.6 million. AI and data security demand are broadening VRNS's platform adoption, with notable wins and early traction in new products like Atlas and Interceptor.

MIAMI, May 05, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (NASDAQ: VRNS), the data and AI security leader, today announced its Data Security Platform has achieved certification at the High (Alta) level under Spain’s Esquema Nacional de Seguridad (ENS), the country’s National Security Framework governing information security requirements for public-sector organizations and their technology providers.

The ENS certification at the High level affirms that the Varonis Data Security Platform meets the security controls established by Royal Decree 311/2022, which is designed to build trust and ensure optimal security in protecting data and critical infrastructure.

“As organizations adopt AI at scale, securing sensitive data becomes essential,” said Dror Shemesh, CISO at Varonis. “Achieving High ENS certification underscores our commitment to helping organizations prevent breaches, comply with regulations, and adopt AI safely by securing the data that fuels AI.”

This certification expands the growing list of audited certifications that verify the security, privacy, and controls of the Varonis Data Security Platform. For more information about Varonis security and compliance certifications, visit the Varonis Trust Center.

Additional Resources

See Varonis in action: schedule a 30-minute demo.For more information on Varonis' solution portfolio, please visit www.varonis.com.Visit our blog and join the conversation on LinkedIn and YouTube.
About Varonis
Varonis (Nasdaq: VRNS) secures AI and the data that powers it. The Varonis platform gives organizations automated visibility and control over their critical data wherever it lives and ensures safe and trustworthy AI from code to runtime. Backed by 24x7x365 managed detection and response, Varonis gives thousands of organizations worldwide the confidence to adopt AI, reduce data exposure, and stop AI-powered threats.

Investor Relations Contact:
Tim Perz
Varonis Systems, Inc.
646-640-2112
[email protected]

News Media Contact:
Rachel Hunt
Varonis Systems, Inc.
877-292-8767 (ext. 1598)
[email protected]

Cybersecurity M&A is reaccelerating in 2026 as platform consolidation, AI disruption, and hyperscaler appetite collide. Cisco/Splunk and Google/Wiz reset the deal calculus, and CrowdStrike’s January 2026 purchase of Seraphic Security and Zscaler’s February 2026 acquisition of SquareX kicked off a browser-security arms race. OpenAI’s Trusted Access for Cyber program in April 2026 effectively anointed Palo Alto, CrowdStrike, and Zscaler as platform consolidators, squeezing sub-scale pure plays. Below are five pure-play vendors most positioned as 2026 acquisition candidates. Treat each entry as an investment thesis.

1. SentinelOne SentinelOne (NYSE: S | S Price Prediction) is the most-discussed takeout name in the cyber field. The endpoint vendor crossed $1.06 billion annual recurring revenue (ARR) (+23% year over year) in its most recent quarter and posted a record 7% non-GAAP operating margin, yet shares trade at $16.33, down 14.7% over one year and 61.6% from 2021 levels. Market cap stands near $5.6 billion on a 5.64× price-to-sales multiple, well below those of peers like CrowdStrike and Zscaler.

Endpoint protection is core to any platform roll-up. Federal differentiation via newly earned GovRAMP High status sweetens the strategic case for Cisco, Palo Alto, or a hyperscaler. Analyst targets average $18.50 with 24 Buy ratings against 13 Holds. Note that founder-CEO Tomer Weingarten has previously walked away from sale talks, and the company is executing operationally, which reduces urgency.

2. Tenable Tenable Holdings (NASDAQ: TENB) fits the classic leveraged buyout (LBO) profile: durable cash flow, decelerating growth, sub-scale platform. Q1 FY2026 delivered revenue of $262.06 million (+9.58% year over year) and a 320 bps operating-margin expansion to 23.6%, with FY26 free-cash-flow guidance of $285 million to $295 million. Recurring revenue runs at 96% of total.

The stock trades at $21.31, down 32.4% over 12 months, on a forward P/E near 11. Tenable was reportedly explored by Permira in 2024. Vulnerability management is increasingly bundled into broader platforms, making Tenable a natural tuck-in for Palo Alto, or a fresh take-private for Thoma Bravo or Permira. However, a $338 million buyback authorization and Gartner Leader status could push the board to hold out for a steep premium.

3. Rapid7 Rapid7 (NASDAQ: RPD) is the most distressed name on this list. Shares trade at $6.37, down 74.7% over one year and 91.9% over five, with market cap collapsing to $426 million. Q1 FY2026 revenue of $209.69 million declined 0.27% year over year, ARR fell 0.6% to $832 million, and FY26 guidance implies a 2% to 3% revenue contraction. And $597.6 million of convertible senior notes are classified as current liabilities.

That combination of cheap valuation, balance-sheet pressure, and decent SIEM/XDR assets makes Rapid7 the highest-probability private-equity buyout, carve-up, or strategic tuck-in. Jana Partners has previously pushed for a sale. The risk here is that the convertible note overhang complicates clean LBO math, and the analyst consensus target is $7.25, with 21 Holds signaling muted Wall Street conviction.

4. Varonis Systems Varonis Systems (NASDAQ: VRNS) owns the data-security and data security posture management niche, the hottest M&A subsector behind Rubrik and Cyera comps. SaaS ARR jumped 69% year over year to $683.2 million, and SaaS revenue rose 82% to $161.06 million. Total Q1 FY2026 revenue grew 26.9% year over year, with management raising FY26 revenue guidance to $731 million to $737 million.

Despite the operational momentum, shares trade at $28.00, down 38.2% over 12 months. AI workloads are turning data security into a board-level priority, making Varonis a natural fit for Microsoft (already a Purview integration partner), Palo Alto, or CrowdStrike. Yet a forward P/E near 167× reflects an expensive SaaS transition that any strategic acquirer would need to underwrite, alongside active securities litigation tied to prior forward guidance.

5. Qualys Qualys (NASDAQ: QLYS) is the prototypical private equity take-private candidate: cash-flow rich, decelerating, and clean. FY2025 produced $669.1 million in revenue, $198.3 million of net income, and $304.4 million of free cash flow (+31%). Q1 FY2026 GAAP operating margin reached 35%, and the company holds a 29.4% profit margin and 37.7% return on equity.

Growth is the catch. Calculated current billings growth decelerated from 13% to 6% in Q4 2025, and shares trade at $91.53, down 30.82% over one year. A forward P/E near 13 fits cleanly with a Thoma Bravo-style take-private. Founder-CEO Sumedh Thakar has shown no public appetite for a sale, and any deal involving Qualys could face antitrust scrutiny over vulnerability-management overlap if paired with Tenable.

Conclusion Five themes tie this list together:

Depressed valuations against operational fundamentals Platform pressure from Palo Alto Networks, CrowdStrike, Zscaler Hyperscaler appetite for data and identity layers PE dry powder targeting sub-$6 billion software AI redrawing the build-versus-buy line Anthropic’s Claude Code Security tool in February 2026 underscored that point-solution moats are eroding. Antitrust scrutiny, premium expectations, and financing conditions remain the key swing variables. While no deal is a sure thing, each of these targets offers a compelling strategic blueprint for a takeover.

Varonis Systems, Inc. (VRNS) Presents at J.P. Morgan 54th Annual Global Technology, Media and Communications Conference Transcript

MIAMI and LONDON, May 27, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS), the data and AI security leader, today announced its participation at Infosecurity Europe 2026, taking place June 2–4 at Excel London.

Stop by Stand C84 for presentations, live demonstrations, and the best swag on the show floor. Learn how Varonis enables teams to apply real-time guardrails, test AI systems for prompt injection and unsafe data exposure, and gain full visibility into cloud AI, code-based AI, and shadow AI.

Varonis Highlights at Infosecurity Europe 2026:

Expert session - Build Fast, Deploy Safely: Securing the AI Development Lifecycle. Join Varonis’ Alan Oprawko for an end-to-end AI security implementation covering everything from triaging AI risks to flushing out shadow AI and more.

Date: June 2 at 12 pm
Location: Technology Showcase

Expert session - Realize Multi-AI Ambitions with a Data-First Security Approach. Join Varonis Field CTO – EMEA Matt Lock to learn how organizations can scale multiple AI initiatives while maintaining visibility and control over sensitive data at scale.

Date: June 3 at 10:35 am
Location: Cyber Strategies Stage

Expert session - Prompt, Breach, Repeat: How AI Transforms Database Risk. Join Varonis VP of Product Strategy Terry Ray to learn how AI breaks long-standing database security assumptions and how security must change to keep up.

Date: June 3 at 12 pm
Location: Technology Showcase

Exclusive Lunch Panel - AI Changed the Attacker’s Playbook. Do We Stand a Chance? Join Varonis for an invite-only discussion featuring Graham Cluley and Varonis Threat Labs on how AI is changing attacks and why stopping them is becoming more complex. Request your invitation.

To schedule a meeting with Varonis at Infosecurity Europe 2026, visit: https://www.varonis.com/infosecurity-europe-2026.

Additional Resources:

Free Expo Pass: Get your complimentary expo pass.Executive Meetings: Schedule a meeting with our team. Contact your account manager or email [email protected] Connected: Follow Varonis on LinkedIn for real-time updates and live coverage from Infosecurity Europe 2026. About Varonis
Varonis (Nasdaq: VRNS) secures AI and the data that powers it. The Varonis platform gives organizations automated visibility and control over their critical data wherever it lives and ensures safe and trustworthy AI from code to runtime. Backed by 24x7x365 managed detection and response, Varonis gives thousands of organizations worldwide the confidence to adopt AI, reduce data exposure, and stop AI-powered threats.

Investor Relations Contact:
Tim Perz
Varonis Systems, Inc.
646-640-2112
[email protected]

News Media Contact:
Rachel Hunt
Varonis Systems, Inc.
877-292-8767 (ext. 1598)
[email protected]

NEW YORK, June 01, 2026 (GLOBE NEWSWIRE) -- Kuehn Law, PLLC, a shareholder litigation law firm, is investigating whether certain officers and directors of Varonis Systems, Inc. (NASDAQ: VRNS) breached their fiduciary duties to shareholders.

According to a federal securities lawsuit, Insiders at Varonis caused the company to misrepresent or fail to disclose the true state of Varonis’ ability to convert its existing customer base; notably, that it was not truly equipped to convince existing users of the benefits of converting to the SaaS offering or otherwise maintain those customers on its platform, resulting in significantly reduced ARR growth potential in the near-term.

If you currently own VRNS and purchased prior to February 4, 2025 please contact Justin Kuehn, Esq. by email at [email protected] or call (833) 672-0814. Kuehn Law pays all case costs and does not charge its investor clients. Shareholders should contact the firm immediately as there may be limited time to enforce your rights.  

Why Your Participation Matters:

As a shareholder your voice matters, and by getting involved, you contribute to the integrity and fairness of the financial markets. Your investment. Your voice. Your future.™  

For additional information, please visit Shareholder Derivative Litigation - Kuehn Law.

Attorney advertising. Prior results do not guarantee similar outcomes.

Contacts:
Kuehn Law, PLLC
Justin Kuehn, Esq.
53 Hill Street, Suite 605
Southampton, NY 11968
[email protected]
(833) 672-0814