Docebo raises share bid price to $25, extends offer

Docebo Inc. (DCBO) announced amended terms to its previously declared substantial issuer bid to repurchase up to US$70,000,000 of its common shares for cancellation.

Rhea-AI Filing Summary

Docebo Inc. (DCBO) announced amended terms to its previously declared substantial issuer bid to repurchase up to US$70,000,000 of its common shares for cancellation. The purchase price has been increased to US$25.00 per share, and the maximum number of shares that may be bought has therefore decreased to 2,800,000 common shares. The offer expiry has been extended to 5:00 p.m. (Eastern time) on September 8, 2026, unless further extended, varied or withdrawn. All other terms of the offer remain unchanged, and there is no assurance that any shares will ultimately be purchased.

Positive

• Amended substantial issuer bid targets up to US$70,000,000 of shares at an increased price of US$25.00, potentially enhancing shareholder value through capital return and reduced share count.

Negative

• None.

Key Figures

Substantial issuer bid amount: US$70,000,000 Offer price per Common Share: US$25.00 Maximum Common Shares purchasable: 2,800,000 Common Shares +1 more

4 metrics

Substantial issuer bid amount US$70,000,000 Maximum aggregate purchase amount under the substantial issuer bid

Offer price per Common Share US$25.00 Amended purchase price per common share under the offer

Maximum Common Shares purchasable 2,800,000 Common Shares Maximum number of shares that may be purchased at US$25.00 per share

Offer expiry time and date 5:00 p.m. (Eastern time) on September 8, 2026 Extended expiry of the substantial issuer bid, unless further extended, varied or withdrawn

Key Terms

substantial issuer bid, notice of variation and extension, forward-looking information

3 terms

substantial issuer bid financial

"announced today the amendment of the terms of its previously announced substantial issuer bid"

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.

notice of variation and extension regulatory

"A notice of variation and extension (the “Notice”) will be mailed to Shareholders"

forward-looking information regulatory

"This news release may contain “forward-looking information” and “forward-looking statements”"

Forward-looking information are predictions, plans, estimates or expectations about a company’s future performance, results or events, such as sales forecasts, project timelines, or anticipated costs. It matters to investors because these statements guide expectations but rely on assumptions and uncertain factors—like a weather forecast for a business—so investors should treat them as informed guesses rather than guarantees and consider the risks and possible changes behind the numbers.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change did Docebo Inc. (DCBO) announce to its substantial issuer bid?

Docebo increased the offer price to US$25.00 per common share and extended the bid’s expiry to 5:00 p.m. (Eastern time) on September 8, 2026, while keeping the total value of the bid at US$70,000,000.

How many Docebo (DCBO) shares can be repurchased under the amended offer?

Under the amended offer, Docebo may repurchase up to 2,800,000 common shares for cancellation, reflecting the higher offer price of US$25.00 per share and the unchanged aggregate bid value of US$70,000,000.

When does Docebo’s (DCBO) substantial issuer bid now expire?

The expiry of Docebo’s substantial issuer bid has been extended to 5:00 p.m. (Eastern time) on September 8, 2026, unless it is further extended, varied or withdrawn by the company.

Is Docebo (DCBO) obligated to purchase shares under the substantial issuer bid?

No. Docebo states there is no assurance that any common shares will be purchased under the substantial issuer bid, even though it has authorized repurchases of up to US$70,000,000 of common shares.

Where can investors find the official documents for Docebo’s (DCBO) amended offer?

The notice of variation and extension and related offer documents are available free of charge under Docebo’s profile on SEDAR+ and on EDGAR, and will govern the terms of the substantial issuer bid.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/21/2026 - 04:46 PM EDT Accepted by SEC EDGAR 08/21/2026 - 04:45 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026

Commission File Number 001-39750

DOCEBO INC.

(Exact name of Registrant as specified in its charter)

N/A

(Translation of Registrant’s name)

12th Floor – 55 York Street

Toronto, ON Canada M5J 1R7 (800) 681-4601

(Address and telephone number of registrant’s principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☐   Form 40-F ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

DOCUMENTS INCLUDED AS PART OF THIS REPORT

Exhibit
99.1		Press Release dated August 21, 2026 titled “Docebo Inc. Announces Substantial Issuer Bid Price Increase and Extension”.

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, thereunto duly authorized.

				Docebo Inc.
Date: August 21, 2026				By:		/s/ Brandon Farber
						Name: Brandon Farber
						Title:  Chief Financial Officer

Exhibit 99.1

Docebo Inc. Announces Substantial Issuer Bid Price Increase and Extension

TORONTO, ONTARIO – August 21, 2026 – 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 the amendment of the terms of its previously announced substantial issuer bid (the “Offer”) under which the Company has offered to repurchase from its shareholders (“Shareholders”) for cancellation up to US$70,000,000 of its outstanding common shares (“Common Shares”).

The Offer has been amended to increase the price to US$25.00 per Common Share and in connection with the price increase (i) the expiry date of the Offer has been extended to 5:00 p.m. (Eastern time) on September 8, 2026, unless further extended, varied or withdrawn by Docebo and (ii) the maximum number of Common Shares that may be purchased pursuant to the Offer has decreased to 2,800,000 Common Shares. All other terms of the Offer remain unchanged.

A notice of variation and extension (the “Notice”) will be mailed to Shareholders and available free of charge under the Company’s SEDAR+ profile at www.sedarplus.ca and on EDGAR at www.sec.gov. Shareholders who wish to deposit Common Shares under the Offer and who hold Common Shares registered in the name of an investment dealer, stock broker, bank, trust company or other nominee, should immediately contact their nominee in order to take the necessary steps to be able to deposit the Common Shares held under the Offer.

The foregoing is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Common Shares. The solicitation and the offer to buy Common Shares will only be made pursuant to the Offer documents, which have been filed with the applicable securities regulators in Canada and the United States.

Forward-Looking Information

This news release may contain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws, including, without limitation, statements regarding mailing the Notice and timing of expiry of the Offer.

This forward-looking information is based on our opinions, estimates and assumptions and there is no assurance that any Common Shares will be purchased under the Offer. Although the Company considers such opinions, estimates and assumptions to be appropriate and reasonable as of the date of this press release, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including those factors discussed in greater detail under the “Risk Factors” section in our Annual Information Form dated February 26, 2026 (the “AIF”), available free of charge under the Company’s profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov, and should be considered carefully by prospective Investors.

If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking

information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking statement is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this press release represents our expectations as of the date specified herein and are subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward- looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.

Additional information relating to Docebo, including our AIF, can be found on SEDAR+ at www.sedarplus.ca.

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

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Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 8.5 KB