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Docebo Inc. Announces Final Results of its Substantial Issuer Bid

Docebo completes a US$2.48 million substantial issuer bid, retiring about 0.4% of its common shares while Intercap retains a 63.7% stake.

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TORONTO--(BUSINESS WIRE)-- Docebo Inc. (NASDAQ: DCBO; TSX: DCBO) (“Docebo” or the “Company”), the Enterprise Platform for the AI-era workforce, unifying skills intelligence, learning, and knowledge in one closed loop, announced today that it will take up and purchase for cancellation 99,332 of its common shares (the “Common Shares”) at a purchase price of US$25.00 per Common Share under the Company’s substantial issuer bid (the “Offer”), for aggregate consideration of US$2,483,300.

Common Shares purchased under the Offer represent approximately 0.4% of the issued and outstanding Common Shares on a non-diluted basis as at July 20, 2026, when the terms of the Offer were announced. After giving effect to the Offer and the exercise of Company stock options between the launch and completion of the Offer, 24,947,594 Common Shares will be issued and outstanding.

A total of 99,332 Common Shares were properly tendered to the Offer and not withdrawn. Intercap Inc. (“Intercap”), tendered 13,351 Common Shares pursuant to the Offer, representing less than 0.1% of its holdings. Intercap continues to beneficially own 15,900,000 Common Shares, representing approximately 63.7% of the issued and outstanding Common Shares. The marginal decrease in Intercap’s ownership percentage following the Offer reflects dilution from the option exercises described above, and not an intended reduction by Intercap. No other directors or officers tendered Common Shares pursuant to the Offer. Payment for the purchased Common Shares will be effected by TSX Trust Company in accordance with the Offer and applicable law.

The full details of the Offer are described in the offer to purchase and issuer bid circular dated July 20, 2026, as varied by the notice of variation and extension dated August 21, 2026, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov.

This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Common Shares.

About Docebo

Docebo is redefining the way enterprises leverage technology to create and manage content, deliver training, and measure the business impact of their learning programs. With Docebo’s end-to-end learning platform, organizations worldwide are equipped to deliver scaled, personalized learning across all their audiences and use cases, driving growth and powering their business.

For further information, please contact:
Mike McCarthy
Vice President – Investor Relations
(214) 830-0641
mike.mccarthy@docebo.com

Source: Docebo Inc.

Key Terms

substantial issuer bid regulatory
A substantial issuer bid is an offer by a company to buy back a large block of its own shares directly from existing shareholders, usually at a set price and for a fixed period. It matters to investors because such a large buyback can raise the value of remaining shares, change voting power, or signal management’s view that the stock is undervalued — like a homeowner buying back many neighborhood houses, shrinking the supply and shifting ownership.
non-diluted basis financial
Non-diluted basis describes ownership percentages or per-share figures calculated using only the company’s currently outstanding shares, ignoring any potential future shares from options, warrants, convertibles or planned issuances. Investors use it to see the present snapshot of claims or earnings per share as if the pie’s size won’t change; it’s like measuring each person’s slice today without accounting for guests who might later get slices.
beneficially own regulatory
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
notice of guaranteed delivery regulatory
A notice of guaranteed delivery is a short, written promise used when investors want to sell shares in a tender offer but cannot deliver the physical or electronic share certificates by the offer deadline. It acts like a post-dated IOU: the seller guarantees they will provide the required documents within a short, specified window while still qualifying for the offer’s price and terms. For investors this preserves their right to participate in a deal while giving extra time to complete paperwork, but it also creates a reliance on timely follow-through to receive payment.

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