Profit surges at OpenText (NASDAQ: OTEX) as Q3 2026 cloud sales rise

Rhea-AI Filing Summary

OpenText Corporation reported solid third-quarter fiscal 2026 results while raising shareholder returns. Total revenues were $1.283 billion, up 2.2% year over year, led by cloud revenues of $493 million, which grew 6.6% and marked 21 consecutive quarters of organic cloud growth. Annual recurring revenues reached $1.058 billion, up 2.7%.

Profitability improved sharply. GAAP net income rose to $173 million, an 86.0% increase year over year, with GAAP diluted EPS of $0.70 versus $0.35 a year ago. Non-GAAP diluted EPS was $1.01, up 23.2%, and adjusted EBITDA was $438 million, giving a margin of 34.1%. Operating cash flow was $355 million and free cash flow was $305 million, both lower than the prior-year quarter as the company invested in the business and absorbed restructuring and other items.

OpenText continued returning cash to shareholders. The company delivered $313 million of capital returns in the quarter, including $66 million of dividends and $247 million of share repurchases, retiring 9.7 million shares and ending the quarter with 242.2 million shares outstanding, 6.7% fewer than a year earlier. Consistent with its dividend policy, the board declared a $0.275 per common share dividend, payable on June 19, 2026 to shareholders of record on June 5, 2026.

Leadership and strategic focus were also highlighted. Ayman Antoun officially joined as Chief Executive Officer effective April 20, 2026, with management emphasizing enterprise AI, cloud growth and disciplined execution. Management reaffirmed its focus on expanding adjusted EBITDA, generating strong free cash flow and executing a balanced capital allocation strategy.

Insights

Equity analyst – software & cloud

Strong profit and EPS growth outpaced modest revenue gains, with continued cloud momentum and sizable shareholder returns.

OpenText generated Q3 FY 2026 revenue of $1.283B, up 2.2% year over year, driven by cloud services and subscriptions of $493M, up 6.6%. Annual recurring revenue reached $1.058B, reflecting a largely subscription-based model.

Profitability metrics improved more than top line growth. GAAP net income rose 86.0% to $173M, while non-GAAP net income climbed 15.9% to $250M. Adjusted EBITDA of $438M delivered a 34.1% margin, and GAAP gross margin expanded to 73.1%, supported by cost control and mix.

Cash generation remained strong but softened versus the prior-year quarter, with operating cash flow of $355M and free cash flow of $305M. Management still returned $313M via dividends and buybacks, including repurchasing and canceling 9.7 million shares. Combined with the appointment of a new CEO on April 20, 2026, the filing signals an emphasis on profitable cloud growth and disciplined capital allocation.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 8.01 Other Events Other

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

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Total revenue: $1.283B Cloud revenues: $493M GAAP net income: $173M +7 more

10 metrics

Total revenue $1.283B Q3 fiscal 2026, up 2.2% year over year

Cloud revenues $493M Q3 fiscal 2026, up 6.6% year over year

GAAP net income $173M Q3 fiscal 2026, up 86.0% year over year

GAAP EPS diluted $0.70 Q3 fiscal 2026, up from $0.35 in Q3 fiscal 2025

Non-GAAP EPS diluted $1.01 Q3 fiscal 2026, up 23.2% year over year

Adjusted EBITDA $438M Q3 fiscal 2026, margin 34.1%

Operating cash flows $355M Q3 fiscal 2026, down 11.8% year over year

Free cash flows $305M Q3 fiscal 2026, down 18.4% year over year

Quarterly dividend per share $0.275 Declared, payable June 19, 2026 to holders of record June 5, 2026

Capital returns $313M Q3 fiscal 2026, including $66M dividends and $247M share repurchases

Key Terms

Adjusted EBITDA, free cash flows, annual recurring revenues, enterprise cloud bookings, +2 more

6 terms

Adjusted EBITDA financial

"Adjusted EBITDA(3) of $438 million, margin of 34.1%"

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

free cash flows financial

"Free cash flows(1) $305 million, -18.4% Y/Y"

Free cash flow is the cash a company has left after paying for day-to-day operations and necessary upkeep or replacements of equipment — like the money left in your wallet after covering bills and basic home repairs. It matters to investors because it shows how much real, spendable cash a business can use to pay dividends, buy growth opportunities, pay down debt or survive a slowdown, so it helps reveal financial strength beyond reported profits.

annual recurring revenues financial

"Annual recurring revenues (ARR): $1.058 billion, +2.7% Y/Y"

Annual recurring revenues (ARR) measure the predictable, subscription-style revenue a company expects to receive over a year from ongoing contracts or memberships. Think of it like the total yearly rent from long-term tenants: it shows the steady income base that a business can count on, helps investors judge growth by how that base expands or shrinks, and highlights sensitivity to customer cancellations or price changes.

enterprise cloud bookings financial

"Quarterly enterprise cloud bookings(2): $196 million, +29.6% Y/Y"

Enterprise cloud bookings are the signed contracts or committed orders from large businesses for a provider’s cloud services, such as storage, software access, or computing power. Think of them as customers putting down a reservation for ongoing service: they show future revenue potential and how well a company is selling its cloud offerings, which helps investors gauge growth, sales momentum, and the reliability of upcoming cash flow.

Non-GAAP-based EPS financial

"Non-GAAP-based EPS, diluted (1) $1.01, $0.19, 23.2% Y/Y"

special charges (recoveries) financial

"Special charges (recoveries) 73,884, 3,854 for the periods shown"

Earnings Snapshot

Revenue: $1.283B

Q3 FY 2026

Revenue $1.283B +2.2% YoY

Cloud revenues $493M +6.6% YoY

GAAP net income $173M +86.0% YoY

Non-GAAP EPS diluted $1.01 +23.2% YoY

Adjusted EBITDA $438M +10.8% YoY

Understanding 8-K Material Events →

0001002638false00010026382026-05-072026-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 7, 2026

______________________

Open Text Corporation

(Exact name of Registrant as specified in its charter)

______________________

Canada			0-27544			98-0154400
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)

275 Frank Tompa Drive, Waterloo, Ontario, Canada N2L 0A1

(Address of principal executive offices)

(519) 888-7111

(Registrant's telephone number, including area code)

______________________

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 (see General Instruction A.2. below):

☐ 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 without par value			OTEX			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. ☐

Item 2.02     Results of Operations and Financial Condition

The following information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition.”

On May 7, 2026, Open Text Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this Item 2.02 and the exhibits attached hereto are furnished to, but not “filed” with, the Securities and Exchange Commission (“SEC”) and shall not be deemed to be incorporated by reference into any of the Company’s filings with the SEC under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 8.01    Other Events

The following information is filed pursuant to Item 8.01 “Other Events”.

Cash Dividends

Pursuant to the Company's dividend policy, the Board of Directors of the Company has declared a dividend of $0.275 per Common Share, payable on June 19, 2026, to the shareholders of the Company of record on June 5, 2026.

OpenText believes strongly in returning value to its shareholders and intends to maintain its dividend program. Any future declarations of dividends and the establishment of future record and payment dates are all subject to the final determination and discretion of the Board of Directors.

The declaration, payment and amount of any future dividends will be made pursuant to the Company's dividend policy and is subject to final determination each quarter by the Board of Directors in its discretion based on a number of factors that it deems relevant, including the Company's financial position, results of operations, available cash resources, cash requirements and alternative uses of cash that the Board of Directors may conclude would be in the best interest of the shareholders of the Company. Payment of dividends is also subject to relevant contractual limitations, including those in the Company's existing credit agreements. Accordingly, there can be no assurance that any future dividends will be equal or similar in amount to any dividends previously paid or that the Board of Directors will not decide to reduce, suspend or discontinue the payment of dividends in the future.

Item  9.01    Financial Statements and Exhibits

(d)    Exhibits

Exhibit No.						Description
99.1						Press release of financial results issued by Open Text Corporation on May 7, 2026.
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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.

OPEN TEXT CORPORATION

May 7, 2026

By:

/s/ STEVE RAI

Steve Rai Executive Vice President, Chief Financial Officer

Exhibit Index

Exhibit No.						Description
99.1						Press release of financial results issued by Open Text Corporation on May 7, 2026.
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Exhibit 99.1

OpenText Reports Third Quarter Fiscal Year 2026 Financial Results

Total Revenues of $1.28B, Cloud Revenue Grows 6.6% Y/Y

Delivers Net Income Margin of 13%, Robust Adjusted EBITDA Margin of 34%

Ayman Antoun Officially Joins as OpenText CEO effective April 20, 2026

Fiscal 2026 Third Quarter Highlights (in millions)(1)

Total Revenues

Cloud Revenues

Profitability

Diluted EPS

Cash Flows

Net Income

A-EBITDA

GAAP

Non-GAAP

Operating

Free Cash Flows

$1,283

$493

$173

$438

$0.70

$1.01

$355

$305

+2.2% Y/Y

+6.6% Y/Y

13.5% margin

34.1% margin

+100.0% Y/Y

+23.2% Y/Y

-11.8% Y/Y

-18.4% Y/Y

Waterloo, ON, May 7, 2026 - Open Text Corporation (NASDAQ: OTEX), (TSX: OTEX), today announced its financial results for the third quarter ended March 31, 2026.

“I am delighted to join OpenText at a defining moment for our clients and our industry. Data is a company’s most precious natural resource, and OpenText is uniquely positioned to help clients securely unlock the value of that data to solve complex challenges and win,” said Ayman Antoun, OpenText CEO. “I am focused on listening and learning, energized by the momentum already built, and the opportunity ahead to drive disciplined execution, strong client outcomes, and sustainable growth.”

Ayman Antoun, OpenText Chief Executive Officer

“OpenText had a strong quarter, driven by 6.6% year-over-year revenue growth in our cloud business as our clients continue to manage and secure their data for enterprise AI,” said James McGourlay, OpenText President, CCO. “As large enterprises move to the cloud, we enable choice and flexibility to help them innovate, while meeting data regulation requirements. I am pleased to welcome Ayman Antoun as OpenText’s Chief Executive Officer, and I look forward to working closely with him as we remain focused on delivering solutions that support our clients’ success.”

James McGourlay, OpenText President, Chief Client Officer

(OpenText Interim Chief Executive Officer in Q3 FY’26)

“Operational discipline supported our resilient business model delivering solid margin and free cash flow performance in the quarter,” said Steve Rai, OpenText EVP, CFO. “Our strong cash flow and capital allocation flexibility enabled the repurchase and cancellation of 9.7 million shares in Q3. We ended the quarter with 242.2 million shares outstanding, a reduction of 6.7% year-over-year.”

Steve Rai, OpenText Executive Vice President, Chief Financial Officer

Third Quarter Financial Highlights Y/Y

•Total revenues: $1.283 billion, +2.2% Y/Y

•Annual recurring revenues (ARR): $1.058 billion, +2.7% Y/Y

•Cloud revenues: $493 million, +6.6% Y/Y, 21 consecutive quarters of cloud organic growth

•Quarterly enterprise cloud bookings(2): $196 million, +29.6% Y/Y

•Cash flows: Operating $355 million and free cash flows(3) $305 million

•Net income: GAAP $173 million, +86.0% Y/Y, Non-GAAP(3) $250 million, +15.9% Y/Y

•Adjusted EBITDA(3) of $438 million, margin of 34.1%

•Diluted earnings per share (EPS): GAAP $0.70, Non-GAAP(3) $1.01

•Capital returns of $313 million including $66 million via dividends and $247 million of share repurchases

(1) Numbers presented are in millions of US dollars, except for per share or percentage metrics.

(2) Enterprise cloud bookings is defined as the total value from cloud services and subscription contracts, entered into in the period that are new, committed and incremental to our existing contracts, entered into with our enterprise based clients.

(3) Please see Note 2 “Use of Non-GAAP Financial Measures” to the condensed consolidated financial statements below.

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Financial Highlights for Q3 Fiscal 2026 with Year Over Year Comparisons

Summary of Quarterly Results
(In millions, except per share data)			Q3 FY’26			Q3 FY’25			$ Change			% Change						Q3 FY’26 in CC*			% Change in CC*
Revenues:
Cloud services and subscriptions			$	493		$	463		$	30		6.6		%				$	477		3.2		%
Customer support			$	565		$	567		$	(3)		(0.4)		%				$	538		(5.1)		%
Total annual recurring revenues**			$	1,058		$	1,030		$	28		2.7		%				$	1,016		(1.4)		%
License			$	145		$	138		$	7		4.9		%				$	137		(0.7)		%
Professional service and other			$	80		$	86		$	(6)		(7.4)		%				$	75		(13.0)		%
Total revenues			$	1,283		$	1,254		$	28		2.2		%				$	1,228		(2.1)		%
GAAP-based operating income			$	201		$	209		$	(8)		(3.8)		%				N/A			N/A
Non-GAAP-based operating income (1)			$	404		$	363		$	41		11.3		%				$	376		3.7		%
GAAP-based net income attributable to OpenText			$	173		$	93		$	80		86.0		%				N/A			N/A
Non-GAAP-based net income attributable to OpenText (1)			$	250		$	216		$	34		15.9		%				$	231		6.9		%
GAAP-based EPS, diluted			$	0.70		$	0.35		$	0.35		100.0		%				N/A			N/A
Non-GAAP-based EPS, diluted (1)			$	1.01		$	0.82		$	0.19		23.2		%				$	0.93		13.4		%
Adjusted EBITDA (1)			$	438		$	395		$	43		10.8		%				$	410		3.7		%
Operating cash flows			$	355		$	402		$	(48)		(11.8)		%				N/A			N/A
Free cash flows (1)			$	305		$	374		$	(69)		(18.4)		%				N/A			N/A

Summary of YTD Results
(In millions, except per share data)			FY’26 YTD			FY’25 YTD			$ Change			% Change						FY’26 YTD in CC*			% Change in CC*
Revenues:
Cloud services and subscriptions			$	1,456		$	1,382		$	74		5.3		%				$	1,425		3.1		%
Customer support			$	1,734		$	1,753		$	(20)		(1.1)		%				$	1,680		(4.2)		%
Total annual recurring revenues**			$	3,189		$	3,135		$	54		1.7		%				$	3,104		(1.0)		%
License			$	464		$	453		$	11		2.4		%				$	449		(1.0)		%
Professional service and other			$	244		$	269		$	(25)		(9.3)		%				$	235		(12.8)		%
Total revenues			$	3,897		$	3,858		$	40		1.0		%				$	3,788		(1.8)		%
GAAP-based operating income			$	763		$	711		$	52		7.3		%				N/A			N/A
Non-GAAP-based operating income (1)			$	1,291		$	1,244		$	47		3.8		%				$	1,227		(1.4)		%
GAAP-based net income attributable to OpenText			$	487		$	407		$	80		19.7		%				N/A			N/A
Non-GAAP-based net income attributable to OpenText (1)			$	803		$	758		$	45		5.9		%				$	757		(0.2)		%
GAAP-based EPS, diluted			$	1.94		$	1.53		$	0.41		26.8		%				N/A			N/A
Non-GAAP-based EPS, diluted (1)			$	3.19		$	2.85		$	0.34		11.9		%				$	3.01		5.6		%
Adjusted EBITDA (1)			$	1,397		$	1,341		$	56		4.2		%				$	1,331		(0.7)		%
Operating cash flows			$	821		$	672		$	149		22.1		%				N/A			N/A
Free cash flows (1)			$	686		$	563		$	122		21.7		%				N/A			N/A

(1) Please see Note 2 “Use of Non-GAAP Financial Measures” to the condensed consolidated financial statements below.

Note: Items in tables may not add due to rounding. Percentages presented are calculated based on the underlying amounts.

*CC: Constant currency for this purpose is defined as the current period reported revenues/expenses/earnings represented at the prior comparative period’s foreign exchange rate.

**Annual recurring revenue is defined as the sum of Cloud services and subscriptions revenue and Customer support revenue.

2

Dividend

As part of the quarterly, non-cumulative cash dividend program, the Board declared on May 5, 2026, a cash dividend of $0.275 per common share. The record date for this dividend is June 5, 2026 and the payment date is June 19, 2026. OpenText believes strongly in returning value to its shareholders. Any future declarations of dividends and the establishment of future record and payment dates are all subject to the final determination and discretion of the Board of Directors.

Quarterly Business Highlights

•OpenText Appoints James McGourlay as President, Chief Client Officer

•OpenText Enterprise Data and AI Solutions to be Available on AWS European Sovereign Cloud

•OpenText and S3NS Partner to Deliver European Sovereign Cloud Solutions with Google Cloud

•OpenText released a new global report, “Managing Risks and Optimizing the Value of AI, GenAI & Agentic AI,” developed in partnership with the Ponemon Institute

•OpenText Increases Share Repurchase Program to US$500 Million

•OpenText had a number of key client wins in the quarter representing a diverse set of industries across the globe.

•Key wins in the Americas included: HDR, Inc., HPE Aruba Networking, KeyBank, KNS International, M&T Bank, Ochin, Ricoh Corporation.

•Key wins in EMEA and the rest of the world included: Almac Group, Atruvia, Aydem Energy, Bank Aston (Guernsey), Hargassner, LuLu Group, Michelin, Mtrix Gmbh, National Grid, Saipem, Sanral, SASSA, TenneT Holding.

Summary of Quarterly Results
			Q3 FY’26			Q2 FY’26			Q3 FY’25			% Change  (Q3 FY’26 vs Q2 FY’26)						% Change (Q3 FY’26 vs Q3 FY’25)
Revenue (millions)			$	1,283		$	1,327		$	1,254		(3.3)		%				2.2		%
GAAP-based gross margin			73.1		%	74.0		%	71.6		%	(90)			bps			150			bps
Non-GAAP-based gross margin (1)			76.7		%	77.6		%	75.7		%	(90)			bps			100			bps
GAAP-based EPS, diluted			$	0.70		$	0.66		$	0.35		6.1		%				100.0		%
Non-GAAP-based EPS, diluted (1)			$	1.01		$	1.13		$	0.82		(10.6)		%				23.2		%

(1) Please see Note 2 “Use of Non-GAAP Financial Measures” to the condensed consolidated financial statements below.

Conference Call Information

OpenText posted an investor presentation on its Investor Relations website and invites the public to listen to the earnings conference call webcast on Thursday, May 7, 2026 at 5:00 p.m. ET (2:00 p.m. PT) from the Investor Relations section of the Company’s website at https://investors.opentext.com. To join the webcast instantly, use this webcast link. A webcast replay will be available shortly following completion of the live call.

Please see below note (2) for a reconciliation of U.S. GAAP-based financial measures used in this press release to Non-GAAP-based financial measures.

For more information, please contact:

Greg Secord

Vice President, Global Head of Investor Relations

Open Text Corporation

(416) 956 0380 (Canada) / (415) 963 0825 (U.S.)

investors@opentext.com

Copyright © 2026 OpenText. All Rights Reserved. Trademarks owned by OpenText. One or more patents may cover this product(s). For more information, please visit https://www.opentext.com/patents.

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About OpenText

OpenText™ is a global leader in data management for enterprise AI, helping organizations protect, govern, and activate their data with confidence. Our technologies turn data into information with context to form the knowledge base for enterprise AI. Learn more at www.opentext.com.

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Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release, including statements about Open Text Corporation (“OpenText” or “the Company”) on growth, profitability and future of Information Management, including returning to growth, strategic capital allocation, delivering sustained margin and free cash flow growth, reinvestment in core business, and generating returns for investors; expected future performance, including competitive position of and innovation to certain products and ability to build long-term shareholder value; client benefits from products; A-EBITDA expansion; executing the Company’s capital allocation strategy, including expected return to shareholders; execution of Business Optimization Plan and other savings initiatives, including timing, costs, savings, associated benefits thereof and potential adjustments of amounts thereto; projected outlook, estimates and business model; portfolio shaping opportunities and divestiture of non-core assets, including benefits from and timing of such transactions and use of proceeds therefrom; future total and cloud revenues, operating expenses, margins, RPO, cRPO, free cash flows, earnings, interest expense and capital expenditures; net leverage and savings estimates and timing thereof; market share of our products; innovation road map; estimated annualized dividend; expected size and timing of the share repurchase program, including execution thereof; future tax rates; renewal rates; new platform and product offerings, including reinvestment therein and associated benefits to clients; internal automation and AI leverage, including our AI strategy, vision and growth; and other matters, which may contain words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “may”, “could”, “would”, “might”, “will” and variations of these words or similar expressions are intended to identify forward-looking statements or information under applicable securities laws (forward-looking statements). In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements, and are based on our current expectations, forecasts and projections about the operating environment, economies and markets in which we operate. Forward-looking statements reflect our current estimates, beliefs and assumptions, which are based on management's perception of historic trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances, such as certain assumptions about the economy, as well as market, financial and operational assumptions. Management's estimates, beliefs and assumptions, including statements regarding future outlook, estimates and business models, are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and, as such, are subject to change and are not considered guidance. We can give no assurance that such estimates, beliefs and assumptions will prove to be correct. Future declarations of dividends are also subject to the final determination and discretion of the Board of Directors, and an annualized dividend has not been approved or declared by the Board. Forward-looking statements involve known and unknown risks and uncertainties such as those relating to: all statements regarding the expected future financial position, results of operations, revenues, expenses, margins, cash flows, dividends, share buybacks, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, including any anticipated synergy benefits; incurring unanticipated costs, delays or difficulties; and our ability to develop, protect and maintain our intellectual property and proprietary technology and to operate without infringing on the proprietary rights of others. We rely on a combination of copyright, patent, trademark and trade secret laws, non-disclosure agreements and other contractual provisions to establish and maintain our proprietary rights, which are important to our success. From time to time, we may also enforce our intellectual property rights through litigation in line with our strategic and business objectives. The actual results that OpenText achieves may differ materially from any forward-looking statements. For additional information with respect to risks and other factors which could occur, see the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings with the Securities and Exchange Commission (SEC) and other securities regulators. Readers are cautioned not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Further, readers should note that we may announce information using our website, press releases, securities law filings, public conference calls, webcasts and the social media channels identified on the Investors section of our website (https://investors.opentext.com). Such social media channels may include the Company's or our executive's blog, X, formerly known as Twitter, account or LinkedIn account. The information posted through such channels may be material. Accordingly, readers should monitor such channels in addition to our other forms of communication.

5

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars, except share data)

			March 31, 2026						June 30, 2025
ASSETS			(unaudited)
Cash and cash equivalents			$	1,254,144					$	1,156,496
Accounts receivable trade, net of allowance for credit losses of $14,950 as of March 31, 2026 and $14,258 as of June 30, 2025			620,742						659,675
Contract assets			66,891						77,920
Income taxes recoverable			49,740						108,792
Prepaid expenses and other current assets			215,216						198,575
Assets held for sale			176,822						—
Total current assets			2,383,555						2,201,458
Property and equipment, net of accumulated depreciation of $738,215 as of March 31, 2026 and $835,324 as of June 30, 2025			391,182						375,252
Operating lease right of use assets			138,829						197,977
Long-term contract assets			49,435						49,293
Goodwill			7,325,034						7,517,463
Acquired intangible assets			1,582,880						1,976,591
Deferred tax assets			1,059,913						1,080,575
Other assets			307,720						307,693
Long-term income taxes recoverable			86,553						67,762
Total assets			$	13,325,101					$	13,774,064
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities			$	898,681					$	1,026,583
Current portion of long-term debt			35,850						35,850
Operating lease liabilities			62,606						75,914
Deferred revenues			1,508,469						1,515,382
Income taxes payable			—						93,325
Liabilities held for sale			29,197						—
Total current liabilities			2,534,803						2,747,054
Long-term liabilities:
Accrued liabilities			38,292						42,312
Pension liability, net			139,889						132,215
Long-term debt			6,174,658						6,342,071
Long-term operating lease liabilities			141,239						189,949
Long-term deferred revenues			159,858						168,757
Long-term income taxes payable			66,634						79,604
Deferred tax liabilities			105,601						141,514
Total long-term liabilities			6,826,171						7,096,422
Shareholders’ equity:
Share capital and additional paid-in capital
242,230,377 and 254,784,391 Common Shares issued and outstanding at March 31, 2026 and June 30, 2025, respectively; authorized Common Shares: unlimited			2,137,801						2,193,985
Accumulated other comprehensive income (loss)			(47,251)						(67,067)
Retained earnings			1,945,539						1,940,113
Treasury stock, at cost (2,584,757 and 4,648,036 shares at March 31, 2026 and June 30, 2025, respectively)			(73,863)						(138,164)
Total OpenText shareholders’ equity			3,962,226						3,928,867
Non-controlling interests			1,901						1,721
Total shareholders’ equity			3,964,127						3,930,588
Total liabilities and shareholders’ equity			$	13,325,101					$	13,774,064

6

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands of U.S. dollars, except share and per share data)

(unaudited)

			Three Months Ended March 31,												Nine Months Ended March 31,
			2026						2025						2026						2025
Revenues:
Cloud services and subscriptions			$	492,929					$	462,614					$	1,455,522					$	1,381,944
Customer support			564,845						567,379						1,733,611						1,753,464
License			145,085						138,363						463,860						453,099
Professional service and other			79,645						86,007						244,382						269,361
Total revenues			1,282,504						1,254,363						3,897,375						3,857,868
Cost of revenues:
Cloud services and subscriptions			177,360						174,186						519,829						521,731
Customer support			56,064						61,733						178,625						186,963
License			4,976						7,504						21,118						20,497
Professional service and other			63,509						65,487						189,084						200,443
Amortization of acquired technology-based intangible assets			43,322						47,199						131,730						141,646
Total cost of revenues			345,231						356,109						1,040,386						1,071,280
Gross profit			937,273						898,254						2,856,989						2,786,588
Operating expenses:
Research and development			171,166						197,333						498,603						568,753
Sales and marketing			282,624						260,102						827,674						779,913
General and administrative			108,667						115,718						324,541						321,804
Depreciation			34,311						32,474						105,499						96,524
Amortization of acquired customer-based intangible assets			65,408						79,683						223,614						242,235
Special charges (recoveries)			73,884						3,854						114,141						66,228
Total operating expenses			736,060						689,164						2,094,072						2,075,457
Income from operations			201,213						209,090						762,917						711,131
Other income (expense), net			80,231						(26,578)						80,187						6,382
Interest and other related expense, net			(74,409)						(78,816)						(234,750)						(246,713)
Income before income taxes			207,035						103,696						608,354						470,800
Provision for income taxes			34,282						10,842						120,815						63,618
Net income for the period			$	172,753					$	92,854					$	487,539					$	407,182
Net (income) attributable to non-controlling interests			(101)						(49)						(180)						(147)
Net income attributable to OpenText			$	172,652					$	92,805					$	487,359					$	407,035
Earnings per share—basic attributable to OpenText			$	0.70					$	0.35					$	1.94					$	1.54
Earnings per share—diluted attributable to OpenText			$	0.70					$	0.35					$	1.94					$	1.53
Weighted average number of Common Shares outstanding—basic (in ‘000’s)			247,837						262,841						251,179						265,132
Weighted average number of Common Shares outstanding—diluted (in ‘000’s)			247,962						263,834						251,577						265,610

7

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands of U.S. dollars)

(unaudited)

			Three Months Ended March 31,												Nine Months Ended March 31,
			2026						2025						2026						2025
Net income for the period			$	172,753					$	92,854					$	487,539					$	407,182
Other comprehensive income (loss)—net of tax:
Net foreign currency translation adjustments			(168)						(1,511)						28,852						(5,534)
Unrealized gain (loss) on cash flow hedges:
Unrealized gain (loss)—net of tax (1)			(1,199)						(46)						(2,206)						(3,580)
(Gain) loss reclassified into net income—net of tax (2)			(256)						1,371						(323)						2,643
Unrealized gain (loss) on available-for-sale financial assets:
Unrealized gain (loss)—net of tax (3)			(270)						(395)						401						289
Actuarial gain (loss) relating to defined benefit pension plans:
Actuarial gain (loss)—net of tax (4)			(6,945)						—						(6,945)						(1,045)
Amortization of actuarial (gain) loss into net income—net of tax (5)			19						513						37						999
Total other comprehensive income (loss), net for the period			(8,819)						(68)						19,816						(6,228)
Total comprehensive income			163,934						92,786						507,355						400,954
Comprehensive income attributable to non-controlling interests			(101)						(49)						(180)						(147)
Total comprehensive income attributable to OpenText			$	163,833					$	92,737					$	507,175					$	400,807

______________________________

(1)Net of tax expense (recovery) of $(432) and $(17) for the three months ended March 31, 2026 and 2025, respectively; $(795) and $(1,291) for the nine months ended March 31, 2026 and 2025, respectively.

(2)Net of tax expense (recovery) of $(92) and $494 for the three months ended March 31, 2026 and 2025, respectively; $(117) and $952 for the nine months ended March 31, 2026 and 2025, respectively.

(3)Net of tax expense (recovery) of $(129) and $91 for the three months ended March 31, 2026 and 2025, respectively; $180 and $316 for the nine months ended March 31, 2026 and 2025, respectively.

(4)Net of tax expense (recovery) of $(2,432) and $— for the three months ended March 31, 2026 and 2025, respectively; $(2,432) and $(43) for the nine months ended March 31, 2026 and 2025, respectively.

(5)Net of tax expense (recovery) of $(20) and $83 for the three months ended March 31, 2026 and 2025, respectively; $(37) and $267 for the nine months ended March 31, 2026 and 2025, respectively.

8

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(In thousands of U.S. dollars and shares)

(unaudited)

			Three Months Ended March 31, 2026
			Common Shares and Additional Paid in Capital												Treasury Stock												Retained Earnings						Accumulated  Other Comprehensive Income						Non-Controlling Interests						Total
			Shares						Amount						Shares						Amount
Balance as of December 31, 2025			251,676						$	2,183,939					(2,584)						$	(73,863)					$	1,971,950					$	(38,432)					$	1,800					$	4,045,394
Issuance of Common Shares
Under employee stock option plans			—						10						—						—						—						—						—						10
Under employee stock purchase plans			233						6,557						—						—						—						—						—						6,557
Share-based compensation			—						20,008						—						—						—						—						—						20,008
Purchase of treasury stock			—						—						(87)						(2,849)						—						—						—						(2,849)
Issuance of treasury stock			—						(2,849)						86						2,849						—						—						—						—
Repurchase of Common Shares			(9,679)						(69,864)						—						—						(131,846)						—						—						(201,710)
Dividends declared ($0.275 per Common Share)			—						—						—						—						(67,217)						—						—						(67,217)
Other comprehensive income (loss) - net			—						—						—						—						—						(8,819)						—						(8,819)
Net income for the period			—						—						—						—						172,652						—						101						172,753
Balance as of March 31, 2026			242,230						$	2,137,801					(2,585)						$	(73,863)					$	1,945,539					$	(47,251)					$	1,901					$	3,964,127

			Three Months Ended March 31, 2025
			Common Shares and Additional Paid in Capital												Treasury Stock												Retained Earnings						Accumulated  Other Comprehensive Income						Non-Controlling Interests						Total
			Shares						Amount						Shares						Amount
Balance as of December 31, 2024			263,728						$	2,275,583					(4,226)						$	(144,432)					$	2,174,514					$	(75,779)					$	1,621					$	4,231,507
Issuance of Common Shares
Under employee stock option plans			—						3						—						—						—						—						—						3
Under employee stock purchase plans			273						6,551						—						—						—						—						—						6,551
Share-based compensation			—						23,000						—						—						—						—						—						23,000
Purchase of treasury stock			—						—						(297)						(7,564)						—						—						—						(7,564)
Issuance of treasury stock			—						(73,720)						2,010						74,322						(425)						—						—						177
Repurchase of Common Shares			(4,351)						(31,405)						—						—						(115,412)						—						—						(146,817)
Dividends declared ($0.2625 per Common Share)			—						—						—						—						(69,235)						—						—						(69,235)
Other comprehensive income (loss) - net			—						—						—						—						—						(68)						—						(68)
Net income for the period			—						—						—						—						92,805						—						49						92,854
Balance as of March 31, 2025			259,650						$	2,200,012					(2,513)						$	(77,674)					$	2,082,247					$	(75,847)					$	1,670					$	4,130,408

9

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(In thousands of U.S. dollars and shares)

(unaudited)

			Nine Months Ended March 31, 2026
			Common Shares and Additional Paid in Capital												Treasury Stock												Retained Earnings						Accumulated  Other Comprehensive Income						Non-Controlling Interests						Total
			Shares						Amount						Shares						Amount
Balance as of June 30, 2025			254,784						$	2,193,985					(4,648)						$	(138,164)					$	1,940,113					$	(67,067)					$	1,721					$	3,930,588
Issuance of Common Shares
Under employee stock option plans			882						27,311						—						—						—						—						—						27,311
Under employee stock purchase plans			789						21,979						—						—						—						—						—						21,979
Share-based compensation			—						58,808						—						—						—						—						—						58,808
Purchase of treasury stock			—						—						(87)						(2,849)						—						—						—						(2,849)
Issuance of treasury stock			—						(61,626)						2,150						67,150						—						—						—						5,524
Repurchase of Common Shares			(14,225)						(102,656)						—						—						(275,949)						—						—						(378,605)
Dividends declared ($0.825 per Common Share)			—						—						—						—						(205,984)						—						—						(205,984)
Other comprehensive income (loss) - net			—						—						—						—						—						19,816						—						19,816
Net income for the period			—						—						—						—						487,359						—						180						487,539
Balance as of March 31, 2026			242,230						$	2,137,801					(2,585)						$	(73,863)					$	1,945,539					$	(47,251)					$	1,901					$	3,964,127

			Nine Months Ended March 31, 2025
			Common Shares and Additional Paid in Capital												Treasury Stock												Retained Earnings						Accumulated  Other Comprehensive Income						Non-Controlling Interests						Total
			Shares						Amount						Shares						Amount
Balance as of June 30, 2024			267,801						$	2,271,886					(3,136)						$	(123,268)					$	2,119,159					$	(69,619)					$	1,523					$	4,199,681
Issuance of Common Shares
Under employee stock option plans			70						1,883						—						—						—						—						—						1,883
Under employee stock purchase plans			992						25,722						—						—						—						—						—						25,722
Share-based compensation			—						82,801						—						—						—						—						—						82,801
Purchase of treasury stock			—						—						(2,484)						(72,587)						—						—						—						(72,587)
Issuance of treasury stock			—						(115,556)						3,107						118,181						(1,127)						—						—						1,498
Repurchase of Common Shares			(9,213)						(66,724)						—						—						(233,668)						—						—						(300,392)
Dividends declared ($0.7875 per Common Share)			—						—						—						—						(209,152)						—						—						(209,152)
Other comprehensive income (loss) - net			—						—						—						—						—						(6,228)						—						(6,228)
Net income for the period			—						—						—						—						407,035						—						147						407,182
Balance as of March 31, 2025			259,650						$	2,200,012					(2,513)						$	(77,674)					$	2,082,247					$	(75,847)					$	1,670					$	4,130,408

10

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands of U.S. dollars)

(unaudited)

			Three Months Ended March 31,												Nine Months Ended March 31,
			2026						2025						2026						2025
Cash flows from operating activities:
Net income for the period			$	172,753					$	92,854					$	487,539					$	407,182
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of intangible assets			143,041						159,356						460,843						480,405
Share-based compensation expense			19,877						23,000						58,790						82,919
Pension expense			3,066						3,381						9,294						10,194
Amortization of debt discount and issuance costs			5,564						5,539						17,176						16,334
Write-off of right of use assets			3,329						46						11,173						1,431
Gain on divestiture			(64,311)						—						(64,311)						—
Adjustment to gain on AMC Divestiture			—						—						—						4,175
Loss on extinguishment of debt			5,301						—						5,301						—
Loss on sale and write down of property and equipment, net			3,545						289						6,368						728
Deferred taxes			(1,942)						(38,794)						(34,741)						(91,771)
Share in net (income) of equity investees			(16)						(1,644)						(7,649)						(3,637)
Changes in derivative instruments			(14,513)						9,836						(25,262)						(10,778)
Changes in operating assets and liabilities:
Accounts receivable			53,501						70,030						113,991						111,909
Contract assets			(25,881)						(36,155)						(95,559)						(96,101)
Prepaid expenses and other current assets			(30,055)						(17,401)						(19,887)						37,177
Income taxes			(23,263)						12,578						(55,927)						(184,149)
Accounts payable and accrued liabilities			43,167						46,802						(55,325)						(81,308)
Deferred revenue			68,173						82,367						18,758						10,960
Other assets			(1,946)						(6,146)						5,431						(7,582)
Operating lease assets and liabilities, net			(4,797)						(3,697)						(14,988)						(15,661)
Net cash provided by operating activities			354,593						402,241						821,015						672,427
Cash flows from investing activities:
Additions of property and equipment			(49,720)						(28,412)						(135,469)						(108,997)
Proceeds from divestiture			162,879						—						162,879						—
Adjustment to proceeds from AMC Divestiture			—						—						—						(11,686)
Proceeds from interest on derivative instruments			(865)						2,647						5						5,166
Settlement of derivative instruments			—						(10,380)						—						(10,380)
Other investing activities			—						582						632						6,474
Net cash provided by (used in) investing activities			112,294						(35,563)						28,047						(119,423)
Cash flows from financing activities:
Proceeds from issuance of Common Shares from exercise of stock options and ESPP			7,964						8,185						49,463						25,925
Repayment of long-term debt and Revolver			(171,963)						(8,962)						(189,889)						(26,888)
Net change in transition services agreement obligation			1,371						(37,215)						1,371						(15,277)
Debt issuance costs			—						—						—						(1,066)
Repurchase of Common Shares			(246,952)						(114,563)						(404,577)						(267,969)
Purchase of treasury stock			(1,326)						(5,136)						(1,326)						(70,159)
Payments of dividends to shareholders			(66,233)						(67,961)						(202,968)						(205,335)
Other financing activities			(1,523)						—						(1,523)						—
Net cash used in financing activities			(478,662)						(225,652)						(749,449)						(560,769)
Foreign exchange gain (loss) on cash held in foreign currencies			(5,838)						14,660						(2,335)						4,866
Increase (decrease) in cash, cash equivalents and restricted cash during the period			(17,613)						155,686						97,278						(2,899)
Cash, cash equivalents and restricted cash at beginning of the period			1,272,997						1,124,208						1,158,106						1,282,793
Cash, cash equivalents and restricted cash at end of the period			$	1,255,384					$	1,279,894					$	1,255,384					$	1,279,894

11

OPEN TEXT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands of U.S. dollars)

(unaudited)

Reconciliation of cash, cash equivalents and restricted cash:			March 31, 2026						March 31, 2025
Cash and cash equivalents			$	1,254,144					$	1,277,950
Restricted cash (1)			1,240						1,944
Total cash, cash equivalents and restricted cash			$	1,255,384					$	1,279,894
(1)Restricted cash is classified under the Prepaid expenses and other current assets and Other assets line items on the Condensed Consolidated Balance Sheets.

12

Notes

(1)    All dollar amounts in this press release are in U.S. Dollars unless otherwise indicated.

(2)    Use of Non-GAAP Financial Measures: In addition to reporting financial results in accordance with U.S. GAAP, the Company provides certain financial measures that are not in accordance with U.S. GAAP (Non-GAAP). These Non-GAAP financial measures have certain limitations in that they do not have a standardized meaning and thus the Company’s definition may be different from similar Non-GAAP financial measures used by other companies and/or analysts and may differ from period to period. Thus it may be more difficult to compare the Company’s financial performance to that of other companies. However, the Company’s management compensates for these limitations by providing the relevant disclosure of the items excluded in the calculation of these Non-GAAP financial measures both in its reconciliation to the U.S. GAAP financial measures and its condensed consolidated financial statements, all of which should be considered when evaluating the Company’s results.

The Company uses these Non-GAAP financial measures to supplement the information provided in its condensed consolidated financial statements, which are presented in accordance with U.S. GAAP. The presentation of Non-GAAP financial measures is not meant to be a substitute for financial measures presented in accordance with U.S. GAAP, but rather should be evaluated in conjunction with and as a supplement to such U.S. GAAP measures. OpenText strongly encourages investors to review its financial information in its entirety and not to rely on a single financial measure. The Company therefore believes that despite these limitations, it is appropriate to supplement the disclosure of the U.S. GAAP measures with certain Non-GAAP measures defined below.

Non-GAAP-based net income and Non-GAAP-based EPS, attributable to OpenText, are consistently calculated as GAAP-based net income (loss) or earnings (loss) per share, attributable to OpenText, on a diluted basis, excluding the effects of the amortization of acquired intangible assets, other income (expense), share-based compensation, and special charges (recoveries), all net of tax and any tax benefits/expense items unrelated to current period income, as further described in the tables below. Non-GAAP-based gross profit is the arithmetical sum of GAAP-based gross profit and the amortization of acquired technology-based intangible assets and share-based compensation within cost of sales. Non-GAAP-based gross margin is calculated as Non-GAAP-based gross profit expressed as a percentage of total revenue. Non-GAAP-based income from operations is calculated as GAAP-based income from operations, excluding the amortization of acquired intangible assets, special charges (recoveries), and share-based compensation expense.

Adjusted EBITDA is defined and calculated as GAAP-based net income (loss), attributable to OpenText, excluding interest income (expense), provision for (recovery of) income taxes, depreciation and amortization of acquired intangible assets, other income (expense), share-based compensation and special charges (recoveries). Adjusted EBITDA margin is calculated as adjusted EBITDA expressed as a percentage of total revenue.

Free cash flows is defined and calculated as GAAP-based cash flows provided by operating activities less capital expenditures.

The Company’s management believes that the presentation of the above defined Non-GAAP financial measures provides useful information to investors because they portray the financial results of the Company before the impact of certain non-operational charges. The use of the term “non-operational charge” is defined for this purpose as an expense that does not impact the ongoing operating decisions taken by the Company’s management. These items are excluded based upon the way the Company’s management evaluates the performance of the Company’s business for use in the Company’s internal reports and are not excluded in the sense that they may be used under U.S. GAAP.

The Company does not acquire businesses on a predictable cycle, and therefore believes that the presentation of Non-GAAP measures, which in certain cases adjust for the impact of amortization of intangible assets and the related tax effects that are primarily related to acquisitions, will provide readers of financial statements with a more consistent basis for comparison across accounting periods and be more useful in helping readers understand the Company’s operating results and underlying operational trends. Additionally, the Company has engaged in various restructuring activities over the past several years, primarily due to acquisitions and most recently in response to our return to office planning, that have resulted in costs associated with reductions in headcount, consolidation of leased facilities and related costs, all which are recorded under the Company’s “Special charges (recoveries)” caption on the Condensed Consolidated Statements of Income. Each restructuring activity is a discrete event based on a unique set of business objectives or circumstances, and each differs in terms of its operational implementation, business impact and scope, and the size of each restructuring plan can vary significantly from period to period. Therefore, the Company believes that the exclusion of these special charges (recoveries) will also better aid readers of financial statements in the understanding and comparability of the Company’s operating results and underlying operational trends.

In summary, the Company believes the provision of supplemental Non-GAAP measures allow investors to evaluate the operational and financial performance of the Company’s core business using the same evaluation measures that management uses, and is therefore a useful indication of OpenText’s performance or expected performance of future operations and facilitates period-to-period comparison of operating performance (although prior performance is not necessarily indicative of future performance). As a result, the Company considers it appropriate and reasonable to provide, in addition to U.S. GAAP measures, supplementary Non-GAAP financial measures that exclude certain items from the presentation of its financial results. Information reconciling certain forward-looking GAAP measures to non-GAAP measures related to outlook, estimates or business models, including A-EBITDA is not available without unreasonable effort due to high variability, complexity and uncertainty with respect to forecasting and quantifying certain amounts that are necessary for such reconciliations.

The following charts provide unaudited reconciliations of U.S. GAAP-based financial measures to Non-GAAP-based financial measures for the following periods presented.

13

Reconciliation of selected GAAP-based measures to Non-GAAP-based measures for the three months ended March 31, 2026 (In thousands, except for per share data)
			Three Months Ended March 31, 2026
			GAAP-based Measures			GAAP-based Measures % of Total Revenue			Adjustments			Note			Non-GAAP-based Measures			Non-GAAP-based Measures % of Total Revenue
Cost of revenues
Cloud services and subscriptions			$	177,360					$	(1,473)		(1)			$	175,887
Customer support			56,064						(789)			(1)			55,275
Professional service and other			63,509						(654)			(1)			62,855
Amortization of acquired technology-based intangible assets			43,322						(43,322)			(2)			—
GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%)			937,273			73.1%			46,238			(3)			983,511			76.7%
Operating expenses
Research and development			171,166						(2,786)			(1)			168,380
Sales and marketing			282,624						(8,323)			(1)			274,301
General and administrative			108,667						(5,852)			(1)			102,815
Amortization of acquired customer-based intangible assets			65,408						(65,408)			(2)			—
Special charges (recoveries)			73,884						(73,884)			(4)			—
GAAP-based income from operations / Non-GAAP-based income from operations			201,213						202,491			(5)			403,704
Other income (expense), net			80,231						(80,231)			(6)			—
Provision for income taxes			34,282						44,749			(7)			79,031
GAAP-based net income / Non-GAAP-based net income, attributable to OpenText			172,652						77,511			(8)			250,163
GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText			$	0.70					$	0.31		(8)			$	1.01

(1)    Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results.

(2)    Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results.

(3)    GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue.

(4)    Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations and are therefore excluded from our internal analysis of operating results.

(5)    GAAP-based and Non-GAAP-based income from operations stated in dollars.

14

(6)Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective of our ongoing business and operating results.

(7)Adjustment relates to differences between the GAAP-based tax provision rate of approximately 17% and a Non-GAAP-based tax rate of approximately 24%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves and “book to return” adjustments for tax return filings and tax assessments. Beginning in Fiscal 2025, net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 have been fully utilized and are no longer included. In arriving at our Non-GAAP-based tax rate of approximately 24%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense.

(8)Reconciliation of GAAP-based net income to Non-GAAP-based net income:

			Three Months Ended March 31, 2026
						Per share diluted
GAAP-based net income, attributable to OpenText			$	172,652		$	0.70
Add:
Amortization			108,730			0.43
Share-based compensation			19,877			0.08
Special charges (recoveries)			73,884			0.30
Other (income) expense, net			(80,231)			(0.32)
GAAP-based provision for income taxes			34,282			0.14
Non-GAAP-based provision for income taxes			(79,031)			(0.32)
Non-GAAP-based net income, attributable to OpenText			$	250,163		$	1.01

Reconciliation of Adjusted EBITDA

			Three Months Ended March 31, 2026
GAAP-based net income, attributable to OpenText			$	172,652
Add:
Provision for income taxes			34,282
Interest and other related expense, net			74,409
Amortization of acquired technology-based intangible assets			43,322
Amortization of acquired customer-based intangible assets			65,408
Depreciation			34,311
Share-based compensation			19,877
Special charges (recoveries)			73,884
Other (income) expense, net			(80,231)
Adjusted EBITDA			$	437,914
GAAP-based net income margin			13.5		%
Adjusted EBITDA margin			34.1		%

15

Reconciliation of Free Cash Flows

			Three Months Ended March 31, 2026
GAAP-based cash flows provided by operating activities			$	354,593
Add:
Capital expenditures (1)			(49,720)
Free cash flows			$	304,873
(1)Defined as “Additions of property and equipment” in the Condensed Consolidated Statements of Cash Flows.

Reconciliation of selected GAAP-based measures to Non-GAAP-based measures for the nine months ended March 31, 2026 (In thousands, except for per share data)
			Nine Months Ended March 31, 2026
			GAAP-based Measures			GAAP-based Measures % of Total Revenue			Adjustments			Note			Non-GAAP-based Measures			Non-GAAP-based Measures % of Total Revenue
Cost of revenues
Cloud services and subscriptions			$	519,829					$	(4,819)		(1)			$	515,010
Customer support			178,625						(2,929)			(1)			175,696
Professional service and other			189,084						(1,975)			(1)			187,109
Amortization of acquired technology-based intangible assets			131,730						(131,730)			(2)			—
GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%)			2,856,989			73.3%			141,453			(3)			2,998,442			76.9%
Operating expenses
Research and development			498,603						(11,234)			(1)			487,369
Sales and marketing			827,674						(23,056)			(1)			804,618
General and administrative			324,541						(14,777)			(1)			309,764
Amortization of acquired customer-based intangible assets			223,614						(223,614)			(2)			—
Special charges (recoveries)			114,141						(114,141)			(4)			—
GAAP-based income from operations / Non-GAAP-based income from operations			762,917						528,275			(5)			1,291,192
Other income (expense), net			80,187						(80,187)			(6)			—
Provision for income taxes			120,815						132,731			(7)			253,546
GAAP-based net income / Non-GAAP-based net income, attributable to OpenText			487,359						315,357			(8)			802,716
GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText			$	1.94					$	1.25		(8)			$	3.19

16

(1)Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results.

(2)Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results.

(3)GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue.

(4)Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations and are therefore excluded from our internal analysis of operating results.

(5)GAAP-based and Non-GAAP-based income from operations stated in dollars.

(6)Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective of our ongoing business and operating results.

(7)Adjustment relates to differences between the GAAP-based tax provision rate of approximately 20% and a Non-GAAP-based tax rate of approximately 24%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves and “book to return” adjustments for tax return filings and tax assessments. Beginning in Fiscal 2025, net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 have been fully utilized and are no longer included. In arriving at our Non-GAAP-based tax rate of approximately 24%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense.

(8)Reconciliation of GAAP-based net income to Non-GAAP-based net income:

			Nine Months Ended March 31, 2026
						Per share diluted
GAAP-based net income, attributable to OpenText			$	487,359		$	1.94
Add (deduct):
Amortization			355,344			1.41
Share-based compensation			58,790			0.23
Special charges (recoveries)			114,141			0.46
Other (income) expense, net			(80,187)			(0.32)
GAAP-based provision for income taxes			120,815			0.48
Non-GAAP-based provision for income taxes			(253,546)			(1.01)
Non-GAAP-based net income, attributable to OpenText			$	802,716		$	3.19

17

Reconciliation of Adjusted EBITDA

			Nine Months Ended March 31, 2026
GAAP-based net income, attributable to OpenText			$	487,359
Add:
Provision for income taxes			120,815
Interest and other related expense, net			234,750
Amortization of acquired technology-based intangible assets			131,730
Amortization of acquired customer-based intangible assets			223,614
Depreciation			105,499
Share-based compensation			58,790
Special charges (recoveries)			114,141
Other (income) expense, net			(80,187)
Adjusted EBITDA			$	1,396,511
GAAP-based net income margin			12.5		%
Adjusted EBITDA margin			35.8		%

Reconciliation of Free Cash Flows

			Nine Months Ended March 31, 2026
GAAP-based cash flows provided by operating activities			$	821,015
Add:
Capital expenditures (1)			(135,469)
Free cash flows			$	685,546
(1) Defined as “Additions of property and equipment” in the Condensed Consolidated Statements of Cash Flows.

18

Reconciliation of selected GAAP-based measures to Non-GAAP-based measures for the three months ended December 31, 2025 (In thousands, except for per share data)
			Three Months Ended December 31, 2025
			GAAP-based Measures			GAAP-based Measures % of Total Revenue			Adjustments			Note			Non-GAAP-based Measures			Non-GAAP-based Measures % of Total Revenue
Cost of revenues
Cloud services and subscriptions			$	170,252					$	(1,597)		(1)			$	168,655
Customer support			58,497						(1,087)			(1)			57,410
Professional service and other			62,537						(822)			(1)			61,715
Amortization of acquired technology-based intangible assets			44,204						(44,204)			(2)			—
GAAP-based gross profit and gross margin (%) /Non-GAAP-based gross profit and gross margin (%)			982,200			74.0%			47,710			(3)			1,029,910			77.6%
Operating expenses
Research and development			158,309						(4,839)			(1)			153,470
Sales and marketing			287,995						(7,837)			(1)			280,158
General and administrative			110,111						(5,050)			(1)			105,061
Amortization of acquired customer-based intangible assets			78,645						(78,645)			(2)			—
Special charges (recoveries)			20,118						(20,118)			(4)			—
GAAP-based income from operations / Non-GAAP-based income from operations			291,755						164,199			(5)			455,954
Other income (expense), net			2,932						(2,932)			(6)			—
Provision for income taxes			47,334						43,080			(7)			90,414
GAAP-based net income / Non-GAAP-based net income, attributable to OpenText			168,091						118,187			(8)			286,278
GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText			$	0.66					$	0.47		(8)			$	1.13

(1)    Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results.

(2)    Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results.

(3)    GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue.

(4)    Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations and are therefore excluded from our internal analysis of operating results.

(5)    GAAP-based and Non-GAAP-based income from operations stated in dollars.

(6)    Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective of our ongoing business and operating results.

19

(7)    Adjustment relates to differences between the GAAP-based tax provision rate of approximately 22% and a Non-GAAP-based tax rate of approximately 24%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves and “book to return” adjustments for tax return filings and tax assessments. Beginning in Fiscal 2025, net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 have been fully utilized and are no longer included. In arriving at our Non-GAAP-based tax rate of approximately 24%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense.

(8)    Reconciliation of GAAP-based net income to Non-GAAP-based net income:

			Three Months Ended December 31, 2025
						Per share diluted
GAAP-based net income, attributable to OpenText			$	168,091		$	0.66
Add:
Amortization			122,849			0.49
Share-based compensation			21,232			0.08
Special charges (recoveries)			20,118			0.08
Other (income) expense, net			(2,932)			(0.01)
GAAP-based provision for income taxes			47,334			0.19
Non-GAAP-based provision for income taxes			(90,414)			(0.36)
Non-GAAP-based net income, attributable to OpenText			$	286,278		$	1.13

Reconciliation of Adjusted EBITDA

			Three Months Ended December 31, 2025
GAAP-based net income, attributable to OpenText			$	168,091
Add:
Provision for income taxes			47,334
Interest and other related expense, net			79,227
Amortization of acquired technology-based intangible assets			44,204
Amortization of acquired customer-based intangible assets			78,645
Depreciation			35,267
Share-based compensation			21,232
Special charges (recoveries)			20,118
Other (income) expense, net			(2,932)
Adjusted EBITDA			$	491,186
GAAP-based net income margin			12.7		%
Adjusted EBITDA margin			37.0		%

Reconciliation of Free Cash Flows

			Three Months Ended December 31, 2025
GAAP-based cash flows provided by operating activities			$	318,659
Add:
Capital expenditures (1)			(39,215)
Free cash flows			$	279,444
(1)Defined as “Additions of property and equipment” in the Condensed Consolidated Statements of Cash Flows.

20

Reconciliation of selected GAAP-based measures to Non-GAAP-based measures for the three months ended March 31, 2025 (In thousands, except for per share data)
			Three Months Ended March 31, 2025
			GAAP-based Measures			GAAP-based Measures % of Total Revenue			Adjustments			Note			Non-GAAP-based Measures			Non-GAAP-based Measures % of Total Revenue
Cost of revenues
Cloud services and subscriptions			$	174,186					$	(1,846)		(1)			$	172,340
Customer support			61,733						(812)			(1)			60,921
Professional service and other			65,487						(922)			(1)			64,565
Amortization of acquired technology-based intangible assets			47,199						(47,199)			(2)			—
GAAP-based gross profit and gross margin (%) /Non-GAAP-based gross profit and gross margin (%)			898,254			71.6		%	50,779			(3)			949,033			75.7		%
Operating expenses
Research and development			197,333						(4,737)			(1)			192,596
Sales and marketing			260,102						(6,842)			(1)			253,260
General and administrative			115,718						(7,841)			(1)			107,877
Amortization of acquired customer-based intangible assets			79,683						(79,683)			(2)			—
Special charges (recoveries)			3,854						(3,854)			(4)			—
GAAP-based income from operations / Non-GAAP-based income from operations			209,090						153,736			(5)			362,826
Other income (expense), net			(26,578)						26,578			(6)			—
Provision for income taxes			10,842						57,320			(7)			68,162
GAAP-based net income / Non-GAAP-based net income, attributable to OpenText			92,805						122,994			(8)			215,799
GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText			$	0.35					$	0.47		(8)			$	0.82

(1)    Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results.

(2)    Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results.

(3)    GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue.

(4)    Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations and are therefore excluded from our internal analysis of operating results.

(5)    GAAP-based and Non-GAAP-based income from operations stated in dollars.

(6)    Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective of our ongoing business and operating results.

21

(7)    Adjustment relates to differences between the GAAP-based tax provision rate of approximately 10% and a Non-GAAP-based tax rate of approximately 24%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves and “book to return” adjustments for tax return filings and tax assessments. Beginning in Fiscal 2025, net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 have been fully utilized and are no longer included. In arriving at our Non-GAAP-based tax rate of approximately 24%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense.

(8)    Reconciliation of GAAP-based net income to Non-GAAP-based net income:

			Three Months Ended March 31, 2025
						Per share diluted
GAAP-based net income, attributable to OpenText			$	92,805		$	0.35
Add:
Amortization			126,882			0.49
Share-based compensation			23,000			0.09
Special charges (recoveries)			3,854			0.01
Other (income) expense, net			26,578			0.10
GAAP-based provision for income taxes			10,842			0.04
Non-GAAP-based provision for income taxes			(68,162)			(0.26)
Non-GAAP-based net income, attributable to OpenText			$	215,799		$	0.82

Reconciliation of Adjusted EBITDA

			Three Months Ended March 31, 2025
GAAP-based net income, attributable to OpenText			$	92,805
Add:
Provision for income taxes			10,842
Interest and other related expense, net			78,816
Amortization of acquired technology-based intangible assets			47,199
Amortization of acquired customer-based intangible assets			79,683
Depreciation			32,474
Share-based compensation			23,000
Special charges (recoveries)			3,854
Other (income) expense, net			26,578
Adjusted EBITDA			$	395,251
GAAP-based net income margin			7.4		%
Adjusted EBITDA margin			31.5		%

22

Reconciliation of Free Cash Flows

			Three Months Ended March 31, 2025
GAAP-based cash flows provided by operating activities			$	402,241
Add:
Capital expenditures (1)			(28,412)
Free cash flows			$	373,829
(1)Defined as “Additions of property and equipment” in the Condensed Consolidated Statements of Cash Flows.

Reconciliation of selected GAAP-based measures to Non-GAAP-based measures for the nine months ended March 31, 2025 (In thousands, except for per share data)
			Nine Months Ended March 31, 2025
			GAAP-based Measures			GAAP-based Measures % of Total Revenue			Adjustments			Note			Non-GAAP-based Measures			Non-GAAP-based Measures % of Total Revenue
Cost of revenues
Cloud services and subscriptions			$	521,731					$	(6,828)		(1)			$	514,903
Customer support			186,963						(3,293)			(1)			183,670
Professional service and other			200,443						(3,509)			(1)			196,934
Amortization of acquired technology-based intangible assets			141,646						(141,646)			(2)			—
GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%)			2,786,588			72.2		%	155,276			(3)			2,941,864			76.3		%
Operating expenses
Research and development			568,753						(20,560)			(1)			548,193
Sales and marketing			779,913						(27,380)			(1)			752,533
General and administrative			321,804						(21,349)			(1)			300,455
Amortization of acquired customer-based intangible assets			242,235						(242,235)			(2)			—
Special charges (recoveries)			66,228						(66,228)			(4)			—
GAAP-based income from operations / Non-GAAP-based income from operations			711,131						533,028			(5)			1,244,159
Other income (expense), net			6,382						(6,382)			(6)			—
Provision for income taxes			63,618						175,768			(7)			239,386
GAAP-based net income / Non-GAAP-based net income, attributable to OpenText			407,035						350,878			(8)			757,913
GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText			$	1.53					$	1.32		(8)			$	2.85

(1)    Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results.

(2)    Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results.

(3)    GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue.

(4)    Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations and are therefore excluded from our internal analysis of operating results.

(5)    GAAP-based and Non-GAAP-based income from operations stated in dollars.

(6)    Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or

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related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective of our ongoing business and operating results.

(7)    Adjustment relates to differences between the GAAP-based tax provision rate of approximately 14% and a Non-GAAP-based tax rate of approximately 24%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves and “book to return” adjustments for tax return filings and tax assessments. Beginning in Fiscal 2025, net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 have been fully utilized and are no longer included. In arriving at our Non-GAAP-based tax rate of approximately 24%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense.

(8)    Reconciliation of GAAP-based net income to Non-GAAP-based net income:

			Nine Months Ended March 31, 2025
						Per share diluted
GAAP-based net income, attributable to OpenText			$	407,035		$	1.53
Add (deduct):
Amortization			383,881			1.45
Share-based compensation			82,919			0.31
Special charges (recoveries)			66,228			0.25
Other (income) expense, net			(6,382)			(0.02)
GAAP-based provision for income taxes			63,618			0.24
Non-GAAP-based provision for income taxes			(239,386)			(0.90)
Non-GAAP-based net income, attributable to OpenText			$	757,913		$	2.85

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Reconciliation of Adjusted EBITDA

			Nine Months Ended March 31, 2025
GAAP-based net income, attributable to OpenText			$	407,035
Add:
Provision for income taxes			63,618
Interest and other related expense, net			246,713
Amortization of acquired technology-based intangible assets			141,646
Amortization of acquired customer-based intangible assets			242,235
Depreciation			96,524
Share-based compensation			82,919
Special charges (recoveries)			66,228
Other (income) expense, net			(6,382)
Adjusted EBITDA			$	1,340,536
GAAP-based net income margin			10.6		%
Adjusted EBITDA margin			34.7		%

Reconciliation of Free Cash Flows

			Nine Months Ended March 31, 2025
GAAP-based cash flows provided by operating activities			$	672,427
Add:
Capital expenditures (1)			(108,997)
Free cash flows			$	563,430
(1)Defined as “Additions of property and equipment” in the Condensed Consolidated Statements of Cash Flows.

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(3)    The following tables provide a composition of our major currencies for revenue and expenses, expressed as a percentage, for the three and nine months ended March 31, 2026 and 2025:

			Three Months Ended March 31, 2026									Three Months Ended March 31, 2025
Currencies			% of Revenue			% of Expenses(1)						% of Revenue			% of Expenses(1)
EURO			26		%	14		%				23		%	12		%
GBP			5		%	6		%				5		%	6		%
CAD			3		%	14		%				3		%	11		%
USD			55		%	42		%				58		%	48		%
Other			11		%	24		%				11		%	23		%
Total			100		%	100		%				100		%	100		%

			Nine Months Ended March 31, 2026									Nine Months Ended March 31, 2025
Currencies			% of Revenue			% of Expenses(1)						% of Revenue			% of Expenses(1)
EURO			25		%	14		%				23		%	12		%
GBP			5		%	6		%				5		%	6		%
CAD			3		%	13		%				3		%	11		%
USD			56		%	44		%				58		%	48		%
Other			11		%	23		%				11		%	23		%
Total			100		%	100		%				100		%	100		%

(1)Expenses include all cost of revenues and operating expenses included within the Condensed Consolidated Statements of Income, except for amortization of intangible assets, share-based compensation and special charges (recoveries).

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FAQ

How did OpenText (OTEX) perform financially in Q3 fiscal 2026?

OpenText reported Q3 fiscal 2026 revenue of $1.283 billion, up 2.2% year over year. GAAP net income rose to $173 million, an 86.0% increase, with GAAP diluted EPS of $0.70 and non-GAAP diluted EPS of $1.01, up 23.2%.

How fast did OpenText (OTEX) cloud revenues grow in Q3 fiscal 2026?

In Q3 fiscal 2026, OpenText’s cloud services and subscriptions revenue reached $493 million, growing 6.6% year over year. Management noted this marked 21 consecutive quarters of cloud organic growth, underscoring the importance of cloud in its business mix.

What were OpenText (OTEX) margins and adjusted EBITDA in Q3 fiscal 2026?

OpenText delivered a Q3 fiscal 2026 GAAP net income margin of 13.5% and an adjusted EBITDA margin of 34.1%. Adjusted EBITDA totaled $438 million, up 10.8% year over year, reflecting efficiency improvements and a recurring-revenue-heavy model.

How much cash flow and free cash flow did OpenText (OTEX) generate in Q3 fiscal 2026?

During Q3 fiscal 2026, OpenText generated operating cash flow of $355 million and free cash flow of $305 million. While both declined year over year, they still provided substantial capacity to support debt service, dividends, share repurchases and ongoing investment.

What capital returns and share repurchases did OpenText (OTEX) make in Q3 fiscal 2026?

OpenText returned $313 million to shareholders in Q3 fiscal 2026, including $66 million in dividends and $247 million of share repurchases. The company repurchased and canceled 9.7 million shares, reducing shares outstanding to 242.2 million, down 6.7% year over year.

What dividend did OpenText (OTEX) declare and when will it be paid?

The board declared a $0.275 per common share cash dividend pursuant to OpenText’s dividend policy. It is payable on June 19, 2026 to shareholders of record on June 5, 2026, subject to ongoing board discretion each quarter.

Did OpenText (OTEX) announce any leadership changes in this period?

Yes. The company confirmed that Ayman Antoun officially joined as Chief Executive Officer effective April 20, 2026. Management highlighted his focus on enterprise AI, disciplined execution, strong client outcomes and sustainable long-term growth.

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