Track market-moving stories before they get noisy

Insiders may stand to receive substantial financial benefits not available to ordinary shareholders.

The proposed transactions may contain terms that could limit superior competing offers.

Shareholders are encouraged to contact the firm to discuss their rights and options at no cost or obligation. We would handle any matter on a contingent fee basis, whereby you would not be responsible for out-of-pocket payment of our legal fees or expenses.

, /PRNewswire/ -- Halper Sadeh LLC, an investor rights law firm, is investigating the following companies for potential violations of the federal securities laws and/or breaches of fiduciary duties to shareholders relating to:

Varonis Systems, Inc. (NASDAQ: VRNS)'s sale to Proofpoint, Inc. for $49.75 per share in cash. If you are a Varonis shareholder, click here to learn more about your rights and options.

Distribution Solutions Group, Inc. (NASDAQ: DSGR)'s sale to affiliates of LKCM Headwater Investments, LLC for $35.00 per share in cash. If you are a Distribution Solutions shareholder, click here to learn more about your rights and options.

Personalis, Inc. (NASDAQ: PSNL)'s sale to Tempus AI, Inc. for $16.25 per share. If you are a Personalis shareholder, click here to learn more about your legal rights and options.

On behalf of shareholders, Halper Sadeh LLC may seek increased consideration, additional disclosures and information, or other relief and benefits.

Halper Sadeh LLC represents investors all over the world who have fallen victim to securities fraud and corporate misconduct. Our attorneys have been instrumental in implementing corporate reforms and recovering millions of dollars on behalf of defrauded investors.

Attorney Advertising. Prior results do not guarantee a similar outcome.

Contact Information:
Halper Sadeh LLC
Daniel Sadeh, Esq.
Zachary Halper, Esq.
One World Trade Center
85th Floor
New York, NY 10007
(212) 763-0060
[email protected]
[email protected]
https://www.halpersadeh.com

SOURCE Halper Sadeh LLP

MIAMI, Oct. 20, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (NASDAQ: VRNS), the data and AI security leader, today announced an integration that brings sensitive data context directly into the Collibra Enterprise AI Control Plane. Teams can see continuously synced Varonis sensitivity labels in the Collibra data catalog to instantly tell whether data is safe for AI.

NEW YORK CITY & NEW ORLEANS--(BUSINESS WIRE)--Former Attorney General of Louisiana Charles C. Foti, Jr., Esq. and the law firm of Kahn Swick & Foti, LLC (“KSF”) are investigating the proposed sale of Varonis Systems, Inc. (NasdaqGS: VRNS) to Proofpoint, Inc. Under the terms of the proposed transaction, shareholders of Varonis will receive $49.75 in cash for each share of Varonis that they own. KSF is seeking to determine whether this consideration and the process that led to it are adequate.

Proofpoint CEO Sumit Dhawan joins 'Squawk on the Street' to discuss the $6.3 billion acquisition of AI cybersecurity firm Varonis, AI safety issues, and more.

VRNS shareholders will receive just $49.75 per share in an all-cash transaction valuing VRNS at approximately $6.3 billion; Ademi LLP is investigating the deal price, benefits to company insiders, and restrictions on competing offers

CLICK HERE TO JOIN

, /PRNewswire/ -- Ademi LLP is investigating whether the proposed acquisition of VRNS (Nasdaq: VRNS) by Proofpoint, Inc., provides fair value to Varonis's public shareholders and whether Varonis's Board adequately protected shareholder interests in negotiating and approving the transaction.

Are You a VRNS Shareholder?
If you own Varonis shares, Ademi LLP would like to hear from you about the proposed acquisition and your rights as a shareholder.

You may also contact Guri Ademi at [email protected] or toll-free at 866-264-3995. 
There is no cost or obligation to you.

What Is Ademi LLP Investigating?
The exchange ratio and whether it adequately reflects Varonis's value and future prospects;

Substantial change-of-control benefits available to Varonis insiders in connection with the transaction;

Restrictions on competing transactions, including a significant termination penalty that may discourage another potential buyer from making a superior proposal; and

The conduct of Varonis's Board of Directors in negotiating and approving the transaction and whether the Board fulfilled its duties to public shareholders.

What Should VRNS Shareholders Do?
Contact Ademi LLP to discuss your rights and our investigation. There is no cost or obligation to you.

Guri AdemiAdemi LLP
Toll Free: (866) 264-3995
Email: [email protected]

About Ademi LLP
Ademi LLP represents investors in shareholder litigation involving mergers, acquisitions, buyouts, and individual shareholder rights.

Attorney advertising. Prior results do not guarantee similar outcomes.

SOURCE Ademi LLP

Combination creates a new cybersecurity powerhouse to deliver a complete security platform that protects against AI-accelerated threats and data risks

 | Source:

Proofpoint, Inc.

MIAMI and SUNNYVALE, Calif., Oct. 15, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS) (“Varonis”), the data and AI security leader, and Proofpoint, Inc. (“Proofpoint”), a global leader in human and agent cybersecurity, today announced entrance into a definitive agreement under which Varonis will be acquired by Proofpoint, a portfolio company of Thoma Bravo, in an all-cash transaction valued at approximately $6.3 billion.

Under the terms of the agreement, Varonis shareholders will receive $49.75 per share in cash. This purchase price represents a premium of 52% to Varonis’ closing stock price of $32.71 on June 22, 2026, the last full trading day prior to initial rumors about a potential sale of the Company, and a premium of 17% over Varonis’ closing stock price of $42.35 on September 1, 2026, the last full trading day prior to additional media reports speculating about a potential sale of Varonis. The transaction values Varonis at approximately 53x LTM Free Cash Flow and 8.4x LTM Revenue.1

The combined company will serve more than 16,000 enterprises and millions of organizations globally, creating one of the world’s leading pure-play cybersecurity companies and establishing the industry's largest data and AI cybersecurity organization. Together, the combined company intends to deliver a unified platform that helps organizations adopt AI with confidence: finding and protecting sensitive data, controlling what people and AI can access, and stopping data loss. Following closing, Proofpoint intends to move quickly to integrate the companies’ capabilities, align go-to-market efforts, and accelerate delivery of the combined platform to customers.

“Today begins an exciting new chapter for Varonis and our customers. It’s a testament to the incredible work of the Varonis team over two decades,” said Yaki Faitelson, Varonis CEO, Co-Founder and Chairman of the Board of Directors. “Our mission is to secure AI and the data that powers it. By joining forces with Proofpoint, we can achieve this mission faster than ever.”

Faitelson continued, “This announcement follows a comprehensive evaluation led by a committee of independent members of our Board of Directors, which included extensive outreach to a range of potential strategic and financial buyers. This transaction is an excellent outcome for the company and our shareholders, representing a realization of immediate, significant, and certain value well in excess of the risk-adjusted value of delivering against our standalone plan.”

“As AI becomes embedded across the enterprise, the data it can access determines both its value and its risk. AI agents are increasingly accessing sensitive information and taking action across systems, making it critical for organizations to understand not only what data needs protecting and who can access it, but how it is actually being used,” said Sumit Dhawan, CEO of Proofpoint. “By connecting communications, identities, permissions, data, and AI, we are creating an intelligence advantage that helps customers see risk more clearly, respond faster, and defend against the next generation of AI risks. This is a defining step in Proofpoint’s evolution into a cybersecurity platform built for the future of AI.”

Transaction Details

The transaction, which has been unanimously approved by the Varonis Board of Directors, is expected to close in the first half of 2027, subject to customary closing conditions, including approval by Varonis shareholders and receipt of regulatory approvals. Thoma Bravo is providing committed equity financing, and has secured debt financing commitments, to fund the purchase. Ontario Teachers’ Pension Plan has also agreed to make an investment into Proofpoint in connection with the transaction. Until the transaction closes, Proofpoint and Varonis will continue to operate as separate and independent companies. Upon completion of the transaction, Varonis' common stock will cease trading on the Nasdaq, and Varonis will become a private company.

Third Quarter 2026 Financial Results

Varonis will announce its financial results for the third quarter 2026 following the close of the U.S. financial markets on November 3. The news release will be available on the Investor Relations section of the company’s website. In light of the announced transaction, Varonis will not conduct an earnings conference call.

Advisors

Goldman Sachs & Co. LLC is acting as exclusive financial advisor and Paul Hastings LLP is serving as legal counsel to Varonis.

BofA Securities, Inc., Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, UBS Securities LLC, and Mizuho Securities USA LLC are serving as financial advisors, and Kirkland & Ellis LLP is serving as legal counsel to Proofpoint.

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.

About Proofpoint, Inc. 

Proofpoint, Inc. is a global leader in human and agent cybersecurity, securing how people, data and AI agents connect across email, cloud and collaboration tools. Proofpoint is a trusted partner to over 80 of the Fortune 100, over 14,000 large enterprises, and millions of smaller organizations in stopping threats, preventing data loss, and building resilience across people and AI workflows. Proofpoint’s collaboration, data, and AI security platform helps organizations of all sizes protect their people, defend their data, and adopt AI securely and confidently. Learn more at www.proofpoint.com.

Connect with Proofpoint on LinkedIn

Proofpoint is a registered trademark or tradename of Proofpoint, Inc. in the U.S. and/or other countries. All other trademarks contained herein are the property of their respective owners. 

Forward-Looking Statements

This communication contains not only historical information, but also forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Varonis Systems, Inc.’s (the “Company”) expectations or beliefs concerning future events, including the timing of the proposed transactions contemplated by the Agreement and Plan of Merger, dated October 15, 2026 (the “Merger Agreement”), by and among the Company, Proofpoint, Inc. (“Parent”) and Vail Merger Sub, Inc. (“Merger Sub”) and other information relating to the proposed transactions contemplated by the Merger Agreement (the “Transaction”). Forward-looking statements include information concerning possible or assumed future results of operations of the Company, the expected completion and timing of the proposed Transaction and other information relating to the proposed Transaction. Without limiting the foregoing, the words “believes,” “anticipates,” “plans,” “expects,” “intends,” “forecasts,” “should,” “estimates,” “contemplate,” “future,” “goal,” “potential,” “predict,” “project,” “projection,” “may,” “will,” “could,” “would,” “assuming” and similar expressions are intended to identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the Company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. However, these statements are not guarantees of future performance and involve certain risks, uncertainties and other factors beyond the Company’s control. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in the forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in the forward-looking statements: (i) the risk that the Transaction may not be completed in a timely manner or at all, which may adversely affect the Company’s business and the price of the common stock of the Company, (ii) the failure to satisfy the conditions to the consummation of the Transaction, including the adoption of the Merger Agreement by the stockholders of the Company and the receipt of regulatory approvals from various governmental entities (including any conditions, limitations or restrictions placed on these approvals) and the risk that one or more governmental entities may deny approval, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, (iv) the risk that the Merger Agreement may be terminated in circumstances that require the Company to pay a termination fee; (v) the effect of the announcement or pendency of the Transaction on the Company’s business relationships, operating results and business generally, including the Company’s ability to attract, integrate, develop, manage, retain and motivate qualified employees and senior leaders as a result of such effects, (vi) risks that the proposed Transaction disrupts current plans and operations, (vii) risks related to diverting management’s attention from the Company’s ongoing business operations, (viii) the outcome of any legal proceedings that may be instituted against the Company related to the Merger Agreement or the Transaction, (ix) unexpected costs, charges or expenses resulting from the proposed Transaction, (x) the ability to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed Transaction; (xi) the impact of adverse macroeconomic or labor market conditions, including the impacts of inflation and effects of geopolitical instability, (xii) risks caused by delays in upturns or downturns being reflected in the Company’s financial position and results of operations, (xiii) uncertainty as to timing of completion of the proposed Transaction, and (xiv) other factors described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, the Company’s subsequent Quarterly Reports on Form 10-Q, and in other reports and filings with the SEC. Forward-looking statements speak only as of the date of this communication or the date of any document incorporated by reference in this document. The Company cautions you that the important factors referenced above may not contain all of the factors that are important to you. In addition, the Company cannot assure you that the Company will realize the results or developments expected or anticipated or, even if substantially realized, that they will result in the consequences or affect the Company or the Company’s operations in the way the Company expects. The forward-looking statements included in this communication are made only as of the date hereof. Except as required by applicable law or regulation, the Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Measures

This press release includes LTM Free Cash Flow, a non-GAAP measure, which is calculated as net cash provided by operating activities less purchases of property and equipment and capitalized internal-use software, and is presented for the 12 months ended June 30, 2026. Please refer to “Reconciliation of GAAP Measures to non-GAAP Measures” set forth in Varonis’ earnings releases furnished to the SEC on Form 8-K for reconciliations of free cash flow to net cash provided by operating activities for the 12 months ended December 31, 2025 and the six months ended June 30, 2026.

Additional Information About the Acquisition and Where to Find It

This communication is being made in respect of the proposed Transaction involving the Company, Parent, and Merger Sub. The Company expects to seek and intends to file with the SEC a proxy statement and other relevant documents in connection with a special meeting of the Company’s stockholders for purposes of obtaining stockholder approval of the proposed Transaction. The Company may also file other relevant documents with the SEC regarding the proposed Transaction. This communication is not a substitute for the proxy statement or any other document that the Company may file with the SEC. The definitive proxy statement (when available) will be sent or given to the stockholders of the Company and will contain important information about the proposed Transaction and related matters. INVESTORS AND STOCKHOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE PROPOSED TRANSACTION. Investors will be able to obtain a free copy of the proxy statement and other documents containing important information about the Company and the proposed Transaction, once such documents are filed by the Company with the SEC at the SEC’s website at www.sec.gov or from the Company at its website at https://ir.varonis.com.

Participants in the Solicitation

The Company, and certain of its directors and executive officers, may be deemed to be participants in the solicitation of proxies in connection with the proposed Transaction. Information about the Company’s directors and executive officers is set forth in (i) the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, including under the headings “Item 10. Directors, Executive Officers and Corporate Governance”, “Item 11. Executive Compensation”, “Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” and “Item 13. Certain Relationships and Related Transactions, and Director Independence”, which was filed with the SEC on February 4, 2026, (ii) the Company’s Definitive Proxy Statement for its 2026 annual meeting of stockholders, which was filed with the SEC on April 17, 2026, under the headings “Information Regarding the Board of Directors and Corporate Governance”, “Director Compensation”, “Executive Officers”, “Compensation Discussion and Analysis”, “Executive Compensation”, “Security Ownership of Certain Beneficial Owners and Management”, and “Transactions with Related Persons”, (iii) in the supplemental information regarding the participants’ holdings of Company securities that can be found in SEC filings on Statements of Change in Ownership on Form 4 filed with the SEC on June 2, 2026 (available here) for Dov Gottlieb; on May 22, 2026 (available here) for Guy Melamed; on May 1, 2026 (available here) for Carlos Aued; on May 1, 2026 (available here) for Kevin Comolli; on May 1, 2026 (available here) for John J. Gavin, Jr.; on May 1, 2026 (available here) for Gili Iohan; on May 1, 2026 (available here) for Avrohom J. Kess; on May 1, 2026 (available here) for Ohad Korkus; on May 1, 2026 (available here) for Thomas Mendoza; on May 1, 2026 (available here) for Rachel Prishkolnik; on May 1, 2026 (available here) for Ofer Segev; and on May 1, 2026 (available here) for Fred van den Bosch, (iv) the Company’s Current Reports on Form 8-K, which were filed on April 28, 2026, June 2, 2026 and July 28, 2026, (v) the Company’s Quarterly Reports on Form 10-Q which were filed on April 29, 2026 and July 29, 2026, and (vi) in subsequently filed Statements of Change in Ownership on Form 4, Current Reports on Form 8-K and Quarterly Reports on Form 10-Q. Other information regarding the participants in the solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be set forth in the Company’s definitive proxy statement and other relevant materials to be filed with the SEC regarding the proposed Transaction when such materials become available. Investors should read the proxy statement carefully when it becomes available. Copies of the documents filed with the SEC by the Company will be available free of charge through the website maintained by the SEC at sec.gov and the Company’s website at https://ir.varonis.com.

No Offer

No person has commenced soliciting proxies in connection with the proposed Transaction referenced in this communication, and this communication is neither an offer to purchase nor a solicitation of an offer to sell securities.

Contacts

For Varonis

Media
FGS Global
[email protected]

Investors
Tim Perz
+1 646.640.2112
[email protected]

Proxy Solicitor
Okapi Partners
Bruce Goldfarb
+1 212.297.0722
[email protected]

For Proofpoint, Inc.

Media
[email protected]

1 Transaction multiples are calculated as Enterprise Value / LTM Revenue and Market Capitalization / LTM Free Cash Flow as of June 30, 2026.

MIAMI, Sept. 21, 2026 (GLOBE NEWSWIRE) -- Varonis Systems, Inc. (Nasdaq: VRNS), the data and AI security leader, today announced it has been recognized as a Pace Setter in the Gartner® Emerging Market Quadrant for AI Application Security - Established Vendors as of September 2026. The report evaluates vendors on their potential to execute and potential for Market Disruption.

Gartner defines the AI application security market as technologies that protect enterprise-developed AI applications and agents by combining security testing, exposure management, and runtime defense to detect, alert on, or block threats. Delivered via SaaS or on-premises technologies, these tools enable cybersecurity and risk teams to manage posture, conduct adversarial testing, and enforce real-time protection of AI applications.

"The more data an AI system can reach, the more valuable and riskier it becomes," said Rob Sobers, CMO at Varonis. "At Varonis, we’ve built the trust layer that helps organizations to securely connect any AI system to any data source."

As companies deploy AI applications at scale, these systems are no longer limited to analyzing data: they read, write, modify, and act on it at machine speed. This shift introduces a new class of risk.

Without knowing which systems exist, what they’re doing, or what data they can reach, organizations can’t safely use AI at scale. By integrating AI application visibility and enforcement with the leading Data Security Platform, Varonis gives organizations a way to adopt AI while working to keep risk under control. 

Gartner, Emerging Market Quadrant for AI Application Security — Established Vendors, By Meghan Hollis, Dionisio Zumerle, Dennis Xu, Marissa Schmidt 14 September 2026

Gartner Citation and Disclaimer

Gartner does not endorse any company, vendor, product or service depicted in its publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner publications consist of the opinions of Gartner’s business and technology insights organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this publication, including any warranties of merchantability or fitness for a particular purpose.

GARTNER is a trademark of Gartner, Inc. and/or its affiliates.

Additional Resources:

Gartner clients can read the full report.Read more on the Varonis blog.Learn more about Varonis AI Security.Request your Varonis Atlas demo.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 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]

NEW YORK, Sept. 15, 2026 (GLOBE NEWSWIRE) --

Varonis Systems Inc. (NYSE: VRNS) shareholders should email [email protected] What is the Investigation About?

It is alleged Varonis has assured investors that many existing customers would be converting from on-prem to SaaS, "we are well on our way to becoming a SaaS company[,]" that it would "accelerate [its] SaaS transition and enable [us] to realize the benefit of SaaS" well in advance of its initial plan, that it has a "massive opportunity to increase the ARR from our existing customer base[,]" and that gross customer retention and renewal rate are "all very strong."

It is further alleged Varonis provided these and other overwhelmingly positive statements while failing to disclose crucial information to investors about the true state of its ability to convert its existing on-prem customers to SaaS. Varonis may not have been equipped to convince its on-prem users to become SaaS users. In contrast to the "massive opportunity to increase ARR," Varonis' inability to convert significantly and adversely affected its ARR growth potential.

Investors learned the truth on October 28, 2025. That day, Varonis reported its Q3 2025 financial results, which significantly missed its own and consensus estimates, and the company reduced its Q4 revenue and 2025 ARR guidance to well below its own and consensus estimates.

Varonis blamed the miss and reduction on weaker renewals in its federal and non-federal on-prem business.

The market severely reacted to the news, sending the price of Varonis shares crashing about 48%, which wiped out roughly $3.8 billion of its market capitalization the next day.

If you own Varonis Systems, Inc. (NASDAQ: VRNS) securities, please contact Fletcher Moore at [email protected].

You may be able to seek monetary damages, corporate governance reforms, reimbursement to the company, and a court approved incentive award at no cost to you whatsoever. All representation is on a contingency fee basis. Shareholders pay no fees or expenses.

MOORE LAW PLLC
30 Wall Street, 8th Floor
New York, NY 10005
[email protected]
www.fmoorelaw.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/7546cca8-ccd3-49d8-9075-0698e254e309

Varonis Systems, Inc. (VRNS) Citi's 2026 Global TMT Conference September 9, 2026 1:55 PM EDT

Company Participants

Guy Melamed - CFO & COO
David Gibson - Senior Vice President of Strategic Programs

Conference Call Participants

Fatima Boolani - Citigroup Inc., Research Division

Presentation

Fatima Boolani
Citigroup Inc., Research Division

Excited to be hosting the management team from Varonis here, David Gibson, SVP of Strategic Programs and CFO, COO, Guy Melamed.

Guy Melamed
CFO & COO

Thanks for having us.

Fatima Boolani
Citigroup Inc., Research Division

Thank you for being here. I appreciate it. I want to jump right into the discussion and maybe just to kind of level set with everyone. I think most folks here are very familiar with the story. You've been public for 12 years.

But at the risk of maybe starting too high level, for those who are newer to the story, Guy and David, maybe you can give us a quick overview and how the core value proposition of the business has essentially been turbocharged in the AI era.

David Gibson
Senior Vice President of Strategic Programs

Yes. So Varonis started in the data security space as everybody is familiar with. And these days, enterprises have data in many, many different places, on-prem, in the cloud and SaaS applications. And we've been helping them protect that for a long time. And when I say protect it, we find all the important data, lock it down, monitor the heck out of it.

And that's kind of the core value there. You talk about the turbocharging. As we've expanded the offering in data security, in AI security and e-mail security, it gives the story a lot more, gives us a lot more to talk about.

And I would say probably the highlight is people are definitely in

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.

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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.

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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:

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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).

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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).

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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.