6 unchanged sentences
Actual future results may differ materially from those contained in or implied by our forward-looking statements due to various factors which are more fully described in Part I, Item 1A.
−Removed: Factors in our 2024 Annual Report as well as any risk factors described in Part II, Item 1A of this Quarterly Report on Form 10-Q.
+Added: Risk Factors in our 2024 Annual Report as well as any risk factors described in Part II, Item 1A of this Quarterly Report on Form 10-Q.
Although we have sought to identify the most significant risks to our business, we cannot predict whether, or to what extent, any of such risks may be realized.
26 unchanged sentences
Three Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Revenue $ 249,795 $ 178,686 40 % 38 %
−Removed: Six Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: Nine Months Ended % Change
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Revenue $ 725,165 $ 538,448 35 % 34 %
Total revenue increased as compared to the same period last year primarily due to our acquisition of ShareFile in the fourth quarter of fiscal year 2024.
−Removed: ShareFile revenue in the second quarter and first six months of fiscal year 2025 was $65.9 million and $129.6 million, respectively.
−Removed: These increases were partially offset by a decrease in our DataDirect product offering in all periods presented as a result of the timing of renewals on multiyear subscription contracts.
+Added: ShareFile revenue in the third quarter and first nine months of fiscal year 2025 was $64.6 million and $194.1 million, respectively.
Software License Revenue
Three Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Software licenses $ 63,437 $ 57,850 10 % 8 %
As a percentage of total revenue 25 % 32 %
−Removed: Six Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: Nine Months Ended % Change
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Software licenses $ 172,677 $ 175,929 (2) % (2) %
As a percentage of total revenue 24 % 33 %
−Removed: Software license revenue decreased compared to the same period last year primarily due to the decrease in our DataDirect product offering, as described above.
+Added: Software license revenue increased in the third quarter of fiscal year 2025 due to increases in our DataDirect and MarkLogic product offerings due to the timing of renewals on multiyear subscription contracts.
+Added: Software license revenue was relatively flat in the first nine months of fiscal year 2025 compared to the same period last year.
Maintenance, SaaS, and Professional Services Revenue
Three Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Maintenance $ 104,849 $ 103,088 2 % — %
6 unchanged sentences
As a percentage of total revenue 75 % 68 %
−Removed: Six Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: Nine Months Ended % Change
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
Maintenance $ 307,875 $ 307,616 — % — %
6 unchanged sentences
As a percentage of total revenue 76 % 67 %
−Removed: Maintenance revenue remained relatively flat as compared to the same period last year.
+Added: Maintenance revenue increased in the third quarter of fiscal year 2025 due to increases in our OpenEdge product offerings.
+Added: Maintenance revenue in the first nine months of fiscal year 2025 remained relatively flat as compared to the same period last year.
SaaS revenue increased as compared to the same periods last year due to our acquisition of ShareFile.
2 unchanged sentences
Three Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
North America $ 163,404 $ 104,369 57 % 57 %
6 unchanged sentences
As a percentage of total revenue 5 % 7 %
−Removed: Six Months Ended % Change
−Removed: (in thousands) May 31, 2025 May 31, 2024 As Reported Constant Currency
+Added: Nine Months Ended % Change
+Added: (in thousands) August 31, 2025 August 31, 2024 As Reported Constant Currency
North America $ 465,376 $ 314,553 48 % 48 %
6 unchanged sentences
As a percentage of total revenue 5 % 6 %
−Removed: Total revenue generated in North America increased $44.4 million and $91.8 million in the second quarter and first six months of fiscal year 2025, respectively.
+Added: Total revenue generated in North America increased $59.0 million and $150.8 million in the third quarter and first nine months of fiscal year 2025, respectively.
Total revenue generated outside North America increased $12.1 million and $35.9 million over the same periods.
The increases in each region were primarily due to the acquisition of ShareFile.
−Removed: Total revenue generated in markets outside North America represented 38% and 41% of total revenue in the second quarter of fiscal year 2025 and fiscal year 2024, respectively.
−Removed: In the first six months of fiscal year 2025 and fiscal year 2024 total revenue generated in markets outside North America represented 36% and 42%, respectively.
+Added: Total revenue generated in markets outside North America represented 35% and 42% of total revenue in the third quarter of fiscal year 2025 and fiscal year 2024, respectively.
+Added: In the first nine months of fiscal year 2025 and fiscal year 2024 total revenue generated in markets outside North America represented 36% and 42%, respectively.
Cost of Software Licenses
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 Change May 31, 2025 May 31, 2024 Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 Change August 31, 2025 August 31, 2024 Change
Cost of software licenses $ 2,833 $ 2,700 $ 133 5 % $ 8,745 $ 7,928 $ 817 10 %
2 unchanged sentences
Cost of software licenses as a percentage of software license revenue varies from period to period depending upon the relative product mix.
−Removed: The increase in the second quarter of fiscal year 2025 compared to the same period last year was related to increased royalty costs, credit card fees, and hardware sales.
−Removed: The increase in the first six months of fiscal year 2025 as compared to the same period last year was primarily due to increased hardware sales.
+Added: The increase in the third quarter of fiscal year 2025 compared to the same period last year was related to increased royalty costs, credit card fees, and hardware sales.
+Added: The increase in the first nine months of fiscal year 2025 as compared to the same period last year was primarily due to increased hardware sales.
Cost of Maintenance, SaaS, and Professional Services
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 Change May 31, 2025 May 31, 2024 Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 Change August 31, 2025 August 31, 2024 Change
Cost of maintenance, SaaS, and professional services $ 33,919 $ 20,057 $ 13,862 69 % $ 100,567 $ 64,452 $ 36,115 56 %
8 unchanged sentences
Amortization of Acquired Intangibles
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Amortization of acquired intangibles $ 10,784 $ 6,307 71 % $ 31,743 $ 21,564 47 %
1 unchanged sentence
Amortization of acquired intangibles included in costs of revenue primarily represents the amortization of the value assigned to technology-related intangible assets obtained in business combinations.
−Removed: The year-over-year increase in all periods presented is due to the acquisition of ShareFile.
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: The year-over-year increase in all periods presented is due to the acquisitions of ShareFile and Nuclia.
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Gross profit $ 202,259 $ 149,622 35 % $ 584,110 $ 444,504 31 %
1 unchanged sentence
Our gross profit increased in all periods presented primarily due to the increase in revenue, partially offset by the increases in costs of maintenance, SaaS, and professional services, and amortization of acquired intangibles.
+Added: Gross profit as a percentage of total revenue decreased due to higher hosting costs associated with our acquisition of ShareFile.
Sales and Marketing
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 Change May 31, 2025 May 31, 2024 Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 Change August 31, 2025 August 31, 2024 Change
Sales and marketing $ 51,850 $ 37,141 $ 14,709 40 % $ 152,823 $ 114,141 $ 38,682 34 %
7 unchanged sentences
Product Development
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 Change May 31, 2025 May 31, 2024 Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 Change August 31, 2025 August 31, 2024 Change
Product development costs $ 49,432 $ 34,720 $ 14,712 42 % $ 142,377 $ 105,143 $ 37,234 35 %
7 unchanged sentences
General and Administrative
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 Change May 31, 2025 May 31, 2024 Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 Change August 31, 2025 August 31, 2024 Change
General and administrative $ 28,308 $ 20,503 $ 7,805 38 % $ 79,568 $ 63,830 $ 15,738 25 %
8 unchanged sentences
Amortization of Acquired Intangibles
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Amortization of acquired intangibles $ 26,415 $ 13,810 91 % $ 78,286 $ 47,515 65 %
1 unchanged sentence
Amortization of acquired intangibles included in operating expenses primarily represents the amortization of value assigned to intangible assets obtained in business combinations other than assets identified as purchased technology.
−Removed: Amortization of acquired intangibles increased in all periods presented due to the addition of ShareFile intangible assets, as discussed above.
+Added: Amortization of acquired intangibles increased in all periods presented due to the addition of ShareFile and Nuclia intangible assets, as discussed above.
Cyber Vulnerability Response Expenses, Net
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Cyber vulnerability response expenses, net $ 659 $ 927 (29) % $ 2,126 $ 4,950 (57) %
5 unchanged sentences
Restructuring Expenses
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Restructuring expenses $ 907 $ 308 194 % $ 8,979 $ 3,308 171 %
As a percentage of total revenue — % — % 1 % 1 %
−Removed: Restructuring expenses recorded in the second quarter and first six months of fiscal year 2025 primarily relate to headcount reductions and a facility closure in connection with the restructuring action related to the ShareFile acquisition in November 2024.
+Added: Restructuring expenses recorded in the third quarter and first nine months of fiscal year 2025 primarily relate to headcount reductions and a facility closure in connection with the restructuring action related to the ShareFile acquisition in November 2024.
Restructuring for additional details, including types of expenses incurred and the timing of future expenses and cash payments.
Acquisition-Related Expenses
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Acquisition-related expenses $ 814 $ 1,864 (56) % $ 5,035 $ 3,114 62 %
As a percentage of total revenue — % 1 % 1 % 1 %
−Removed: Acquisition-related costs are expensed as incurred and include those costs incurred as a result of a business combination.
+Added: Acquisition-related costs are expensed as incurred and include those costs incurred as a result of business combinations.
These costs consist of professional service fees, including third-party legal and valuation-related fees.
−Removed: Acquisition-related expenses in the second quarter and first six months of fiscal year 2025 were primarily related to our acquisition of ShareFile.
+Added: Acquisition-related expenses in the third quarter and first nine months of fiscal year 2025 were primarily related to our acquisitions of Nuclia and ShareFile.
Acquisition-related expenses in the same periods of fiscal year 2024 were primarily related to our pursuit of other acquisition opportunities.
Income from Operations
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Income from operations $ 43,874 $ 40,349 9 % $ 114,916 $ 102,503 12 %
2 unchanged sentences
Other (Expense) Income
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Interest expense $ (17,737) $ (6,765) 162 % $ (54,304) $ (21,116) 157 %
3 unchanged sentences
As a percentage of total revenue (7) % (3) % (8) % (4) %
−Removed: Total other expense, net, increased in the second quarter and first six months of fiscal year 2025 as compared to the same periods last year primarily due to an increase in interest expense resulting from costs associated with drawing on our revolving line of credit to acquire ShareFile.
+Added: Total other expense, net, increased in the third quarter and first nine months of fiscal year 2025 as compared to the same periods last year primarily due to an increase in interest expense resulting from costs associated with drawing on our revolving line of credit to acquire ShareFile.
Refer to Note 5:
Debt, for further discussion.
−Removed: Foreign currency loss increased year-over-year due to rate volatility and timing of intercompany and hedge settlement activities.
+Added: Foreign currency loss decreased year-over-year due to rate volatility and timing of intercompany and hedge settlement activities.
Provision for Income Taxes
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Provision for income taxes $ 6,793 $ 5,815 17 % $ 11,984 $ 14,723 (19) %
As a percentage of income before income taxes 26 % 17 % 20 % 18 %
−Removed: Our effective tax rate was 14% and 20% in the second fiscal quarter of 2025 and 2024, respectively.
−Removed: The primary reason for the decrease in the effective rate was due to $1.1 million of discrete tax benefits in the second fiscal quarter of 2025 compared to $0.2 million of discrete tax benefits in the second fiscal quarter of 2024.
−Removed: Three Months Ended Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024 % Change May 31, 2025 May 31, 2024 % Change
+Added: Our effective tax rate was 26% and 17% in the third fiscal quarter of 2025 and 2024, respectively.
+Added: The primary reason for the increase in the effective rate was a discrete tax expense of $2.0 million in the third fiscal quarter of 2025 compared to a minimal amount of discrete tax expense in the third fiscal quarter of 2024.
+Added: On July 4, 2025, the One Big Beautiful Bill Act was enacted into law, introducing significant changes to the U.S.
+Added: federal income tax system.
+Added: The legislation contains key modifications to the provisions of the 2017 Tax Cuts and Jobs Act and has multiple effective dates.
+Added: The Company is currently evaluating the full implications of the recently enacted legislation.
+Added: Based on preliminary analysis, no material impact is expected to the tax provision for fiscal year 2025.
+Added: The majority of the legislative provisions become effective in our fiscal years 2026 and 2027.
+Added: Three Months Ended Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024 % Change August 31, 2025 August 31, 2024 % Change
Net income $ 19,413 $ 28,464 (32) % $ 47,388 $ 67,291 (30) %
22 unchanged sentences
ARR does not have any standardized meaning and is therefore unlikely to be comparable to similarly titled measures presented by other companies.
−Removed: ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those
+Added: ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items.
ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
−Removed: Our ARR was $838 million and $573 million as of May 31, 2025 and May 31, 2024, respectively, which is an increase of 46% year-over-year.
+Added: Our ARR was $849.0 million and $576.0 million as of August 31, 2025 and August 31, 2024, respectively, which is an increase of 47% year-over-year.
The growth in ARR was primarily driven by the acquisition of ShareFile.
9 unchanged sentences
Cash and Cash Equivalents
−Removed: (in thousands) May 31, 2025 November 30, 2024
+Added: (in thousands) August 31, 2025 November 30, 2024
Cash and cash equivalents $ 99,008 $ 118,077
−Removed: The decrease in cash and cash equivalents of $16.1 million from the end of fiscal year 2024 was due to cash outflows of $70.0 million to pay down the revolving line of credit, repurchases of common stock of $50.1 million, purchases of property and equipment of $1.8 million, a $1.2 million payment related to the acquisition of ShareFile, and $0.7 million in dividend equivalent payments to stockholders.
+Added: The decrease in cash and cash equivalents of $19.1 million from the end of fiscal year 2024 was due to cash outflows of $110.0 million to pay down the revolving line of credit, repurchases of common stock of $65.1 million, $20.7 million for acquisitions, payment of debt issuance costs of $6.0 million, purchases of property and equipment of $2.8 million, a $1.2 million payment related to the acquisition of ShareFile, and $0.7 million in dividend equivalent payments to stockholders.
The cash outflows described above were offset by cash inflows from operations of $172.4 million, the effect of exchange rates on cash of $7.8 million, and $5.9 million in cash received from the issuance of common stock.
Except as described below, there are no limitations on our ability to access our cash and cash equivalents.
−Removed: As of May 31, 2025, $62.9 million of our cash and cash equivalents was held by our foreign subsidiaries.
+Added: As of August 31, 2025, $65.8 million of our cash and cash equivalents was held by our foreign subsidiaries.
As a result of the debt obligations arising from the ShareFile acquisition, in the fourth quarter of fiscal 2024 we determined that a substantial portion of unremitted foreign earnings are no longer indefinitely reinvested.
2 unchanged sentences
Deferred taxes are recorded for earnings of our foreign operations that we determine are not indefinitely reinvested.
−Removed: Six Months Ended
−Removed: (in thousands) May 31, 2025 May 31, 2024
+Added: Nine Months Ended
+Added: (in thousands) August 31, 2025 August 31, 2024
Net cash flows from operating activities $ 172,389 $ 191,843
2 unchanged sentences
Cash Flows From Operating Activities
−Removed: The decrease in cash generated from operations in the first six months of fiscal year 2025 as compared to the same period last year was primarily due to increased interest expense resulting from the draw down on our revolving line of credit in the fourth quarter of fiscal year 2024.
−Removed: Our gross accounts receivable as of May 31, 2025, decreased by $21.0 million from the end of fiscal year 2024.
−Removed: Our days sales outstanding (DSO) in accounts receivable increased to 53 days in the second quarter of fiscal year 2025 from 41 days in the second fiscal quarter of 2024 due to the timing of billings and collections.
+Added: The decrease in cash generated from operations in the first nine months of fiscal year 2025 as compared to the same period last year was primarily due to increased interest expense resulting from the draw down on our revolving line of credit in the fourth quarter of fiscal year 2024.
+Added: Our gross accounts receivable as of August 31, 2025, decreased by $8.6 million from the end of fiscal year 2024.
+Added: Our days sales outstanding ("DSO") in accounts receivable increased to 55 days in the third quarter of fiscal year 2025 from 45 days in the third fiscal quarter of 2024 due to the timing of billings and collections.
Cash Flows Used in Investing Activities
Net cash outflows and inflows of our net investment activity are generally a result of the timing of our purchases and maturities of securities, which are classified as cash equivalents, as well as the timing of acquisitions and divestitures.
−Removed: In the first six months of fiscal year 2025, we purchased $1.8 million of property and equipment, and had payments for acquisitions of $1.2 million.
−Removed: Through the second quarter of fiscal year 2024 we had $1.3 million of purchases of property and equipment.
+Added: In the first nine months of fiscal year 2025, we had payments for acquisitions of $20.7 million, and purchased $2.8 million of property and equipment.
+Added: Through the third quarter of fiscal year 2024 we had $2.3 million of purchases of property and equipment.
Cash Flows Used in Financing Activities
−Removed: We received $12.8 million from the exercise of stock options and the issuance of shares under our employee stock purchase plan in the first six months of fiscal year 2025 as compared to $12.9 million in the first six months of fiscal year 2024.
−Removed: We made withholding tax payments related to net share settlements of equity awards of $10.1 million in the first six months of fiscal year 2025 as compared to $10.6 million in the first six months of fiscal year 2024.
−Removed: We repurchased $50.1 million of our common stock under our share repurchase plan in the first six months of fiscal year 2025 as compared to $72.4 million in the same period of the prior year.
−Removed: Further, we made payments on our revolving line of credit of $70.0 million and $110.0 million through the second quarters of fiscal years 2025 and 2024, respectively.
+Added: We received $16.0 million from the exercise of stock options and the issuance of shares under our employee stock purchase plan in the first nine months of fiscal year 2025 as compared to $17.5 million in the first nine months of fiscal year 2024.
+Added: We made withholding tax payments related to net share settlements of equity awards of $10.1 million in the first nine months of fiscal year 2025 as compared to $10.6 million in the first nine months of fiscal year 2024.
+Added: We repurchased $65.1 million of our common stock under our share repurchase plan in the first nine months of fiscal year 2025 as compared to $86.8 million in the same period of the prior year.
+Added: Further, we made payments on our revolving line of credit of $110.0 million through the third quarters of fiscal years 2025 and 2024.
+Added: During the third quarter of fiscal year 2025, we paid debt issuance costs of $6.0 million to increase our revolving line of credit to $1.5 billion.
During the second quarter of fiscal year 2024, we received net proceeds from the issuance of debt of $51.9 million (we refinanced our debt by issuing the convertible senior notes and used the proceeds to pay off the outstanding balance of the term loan and revolving line of credit under our previous credit agreement).
In the first quarter of fiscal year 2024, we made payments on our long-term debt of $33.4 million (including a $30.0 million repayment on the revolving line of credit).
−Removed: Finally, we made dividend equivalent payments of $0.7 million to our stockholders during the first six months of fiscal year 2025, as compared to $16.1 million of dividend and dividend equivalent payments made to stockholders through the first six months of fiscal year 2024.
+Added: Finally, we made dividend equivalent payments of $0.7 million to our stockholders during the first nine months of fiscal year 2025, as compared to $23.8 million of dividend and dividend equivalent payments made to stockholders through the first nine months of fiscal year 2024.
Share Repurchase Program
−Removed: In January 2023, our Board of Directors increased our share repurchase authorization by $150 million, to an aggregate authorization of $228.0 million.
−Removed: In the three months ended May 31, 2025 and May 31, 2024, we repurchased and retired 0.4 million shares for $20.0 million and 1.0 million shares for $49.9 million, respectively.
−Removed: In the six months ended May 31, 2025 and May 31, 2024, we repurchased and retired 0.9 million shares for $50.0 million and 1.4 million shares for $72.4 million, respectively.
+Added: In the three months ended August 31, 2025 and August 31, 2024, we repurchased and retired 0.3 million shares for $15.0 million and 0.3 million shares for $14.3 million, respectively.
+Added: In the nine months ended August 31, 2025 and August 31, 2024, we repurchased and retired 1.2 million shares for $65.1 million and 1.6 million shares for $86.8 million, respectively.
The shares were repurchased in both periods as part of the share repurchase program as authorized by our Board of Directors.
−Removed: As of May 31, 2025, there was $57.2 million remaining under the current authorization.
+Added: As of August 31, 2025, there was $42.2 million remaining under the current authorization.
+Added: On September 23, 2025, our Board of Directors increased the share repurchase authorization by $200.0 million to an aggregate authorization of $242.2 million.
As announced on September 9, 2024, our Board of Directors approved the suspension of our quarterly dividend in connection with the ShareFile acquisition and plans to redirect such capital toward the repayment of debt to increase liquidity for future M&A and for share repurchases, both of which are prioritized in our capital allocation policy.
14 unchanged sentences
As a result of the MOVEit Vulnerability, we are party to certain class action lawsuits filed by individuals who claim to have been impacted by the exfiltration of data from the environments of our MOVEit Transfer customers, which have been centralized in the MDL.
−Removed: The MDL remains in a relatively early litigation stage in which motions to dismiss have been filed but not yet ruled upon.
−Removed: In the event dismissals are not granted, the MDL is not expected to conclude within this fiscal year.
+Added: The MDL remains in a relatively early litigation stage in which motions to dismiss were filed and partially granted, resulting in the dismissal of approximately half of the pending claims.
+Added: Following the court’s ruling on the motions to dismiss, we filed a motion for reconsideration in which we asked the court to reconsider its ruling on some of the undismissed claims.
+Added: The MDL is not expected to conclude within this fiscal year.
We have also been cooperating with inquires and investigations from various governmental authorities, none of which have, as of this filing, resulted in any prosecution or enforcement actions.
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.