BlackLine (BL) expands share repurchase authorization to $400M with no end date

Rhea-AI Filing Summary

BlackLine, Inc. has expanded its stock repurchase plan, with the board approving an additional $200 million, bringing total authorization to buy back up to $400 million of common stock. The board also removed the prior March 31, 2027 expiration date, making the program open-ended at its discretion.

So far, the company has repurchased 3,448,206 shares for $179 million under this program. Future repurchases may occur through open market purchases or privately negotiated transactions, potentially under Rule 10b-18 or Rule 10b5-1 plans. The company is not required to repurchase a specific amount of stock, and the program can be suspended, terminated, amended, or modified by the board at any time based on price, market conditions, business needs, and alternative investment opportunities.

Insights

Equity Capital Allocation Analyst

BlackLine expands and makes permanent a sizeable buyback.

BlackLine increased its stock repurchase authorization by $200 million to a total of $400 million and removed the prior end date. This signals a willingness to deploy substantial cash toward share repurchases, alongside other capital needs. The company has already spent $179 million to repurchase 3,448,206 shares, showing active use of the program rather than a purely symbolic authorization.

The open-ended nature of the plan and flexibility to use open market trades, privately negotiated deals, and potential Rule 10b5-1 plans means actual buyback activity will depend on share price, market conditions, and competing uses of capital. The board retains full discretion to suspend or modify the program, so the eventual impact on share count and per-share metrics will be driven by future decisions rather than this authorization alone.

For now, the key takeaway is that management and the board have put a larger, time-unlimited repurchase framework in place, with execution to be guided by factors such as stock price, general business conditions, and alternative investment opportunities described in the disclosure.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

0001666134FALSE00016661342025-09-042025-09-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________

FORM 8-K

__________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

September 4, 2025

__________________________

BLACKLINE, INC.

(Exact name of registrant as specified in its charter)

__________________________

Delaware

001-37924

46-3354276

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

21300 Victory Boulevard, 12th Floor

Woodland Hills, California 91367

(Address of principal executive offices) (Zip Code)

(818) 223-9008

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

__________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01, par value

BL

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01     Other Events

On September 4, 2025, the board of directors (the “Board”) of BlackLine, Inc. (the “Company”) approved an increase to the Company’s stock buyback program (the “Stock Buyback Program”) of an additional $200 million, for a total overall authorization to repurchase up to $400 million of the Company’s common stock. The Board also approved the elimination of the expiration date of the Stock Buyback Program, which was previously set to expire on March 31, 2027. To date, the Company has repurchased 3,448,206 shares, or $179 million, under the Stock Buyback Program.

Repurchases may be made from time to time through open market repurchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization. The repurchase program does not obligate the Company to acquire any particular amount of its Class A common stock, and it may be suspended at any time at the Company’s discretion. The timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities. The Stock Buyback Program may be suspended, terminated, amended or modified by the Board at any time without prior notice, at the Board’s discretion.

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			BLACKLINE, INC.
Date: September 8, 2025			By:			/s/ Karole Morgan-Prager
						Karole Morgan-Prager
						Chief Legal and Administrative Officer

2

FAQ

What did BlackLine (BL) announce about its stock buyback program?

BlackLine’s board approved an increase to its stock buyback program by an additional $200 million, bringing total authorization to repurchase up to $400 million of its common stock. The board also removed the program’s prior expiration date.

How much stock has BlackLine (BL) repurchased so far under the program?

To date, BlackLine has repurchased 3,448,206 shares of its common stock, totaling $179 million, under its stock buyback program.

Does BlackLine’s stock buyback program have an expiration date?

No. The board eliminated the previous March 31, 2027 expiration date, so the stock buyback program no longer has a set end date and can continue at the board’s discretion.

How can BlackLine (BL) execute share repurchases under this authorization?

Repurchases may be made from time to time through open market transactions or privately negotiated deals, and open market repurchases may be structured to follow Rule 10b-18. The company may also use Rule 10b5-1 plans to facilitate repurchases.

Is BlackLine required to repurchase a specific amount of stock under the program?

No. The repurchase program does not obligate BlackLine to acquire any particular amount of its common stock. The timing and number of shares repurchased will depend on factors such as price, general business and market conditions, and alternative investment opportunities.

Can BlackLine’s board change or stop the stock buyback program?

Yes. The disclosure states that the stock buyback program may be suspended, terminated, amended, or modified by the board at any time without prior notice, at the board’s discretion.